PROCTER & GAMBLE Co — Director's Dealing 2014

Mar 3, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PROCTER & GAMBLE Co (PG)
CIK: 0000080424
Period of Report: 2014-02-27

Reporting Person: Martin Riant (GrpPresGlobalBabyFemFamilyCare)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-02-27	Common Stock	S	4516	$77.6951	Disposed	75791.848	Direct
2014-02-28	Common Stock	A	11696	—	Acquired	87487.848	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-02-28	Stock Option (Right to Buy)	$78.66	A	58480	Acquired	2024-02-28	Common Stock (58480)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	7102.9109	Indirect
Common Stock	686	Indirect

Footnotes

F1: Shares sold to cover tax obligation upon settlement of February 27, 2009 RSU award.

F2: Weighted average price of the shares sold. The price range was $77.555 to $77.85. Full information regarding the number of shares sold at each separate price available upon request.

F3: Total includes additional dividend of 1 share.

F4: Restricted Stock Units awarded pursuant to Issuer's 2009 Stock and Incentive Compensation Plan.

F5: Martin Riant & Fiona R. Riant Revocable Trust U/A dated 4/7/05