PROCTER & GAMBLE Co — Director's Dealing 2014

Feb 19, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PROCTER & GAMBLE Co (PG)
CIK: 0000080424
Period of Report: 2014-02-14

Reporting Person: LAFLEY ALAN G (Director, COB, Pres. & CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-02-14	Common Stock	M	92896	$56.515	Acquired	711144.2556	Direct
2014-02-14	Common Stock	S	79763	$78.00	Disposed	631381.2556	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-02-14	Stock Option (Right to Buy)	$56.515	M	92896	Disposed	2014-09-15	Common Stock (92896)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	1620.138	Indirect
Common Stock	122473	Indirect
Common Stock	3337.9748	Indirect
Common Stock	9817.1379	Indirect
Common Stock	10989.7665	Indirect

Footnotes

F1: Shares sold to cover option cost and tax obligations related to stock option exercise.

F2: Alan F. Lafley Revocable Trust, U/A dated February 3, 1998, A.G. Lafley, Trustee, for benefit of reporting person's father.

F3: A.G. Lafley Revocable Trust, U/A dated January 10, 1990, A.G. Lafley, Trustee.

F4: Diana Shaheen Revocable Trust, U/A dated May 16, 2012, Diana Sue Shaheen Trustee.