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PROCTER & GAMBLE Co Director's Dealing 2016

Nov 3, 2016

29757_dirs_2016-11-03_487f8335-51fb-4a44-b047-1e4c6200bde9.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PROCTER & GAMBLE Co (PG)
CIK: 0000080424
Period of Report: 2016-08-15

Reporting Person: Matthew Price (President - Greater China SMO)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2016-11-02 Common Stock S 3081 $86.90 Disposed 14962 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2016-08-15 Restricted Stock Units $ A 3.289 Acquired Common Stock (3.289) Direct

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock 4698 Indirect

Footnotes

F1: Shares sold on previous Restricted Stock Unit grant.

F2: Weighted average price of the shares sold. The price range was $86.90 to $86.91. Full information regarding the number of shares sold at each separate price available upon request.

F3: Total includes dividends of 6 shares through October 21, 2016.

F4: Dividend equivalents in the form of Retirement Restricted Stock Units (RSUs) previously awarded pursuant to Issuer's retirement program. All such RSUs represent a contingent right to receive Procter & Gamble common stock or cash settlement.

F5: These units will deliver in shares on retirement from the Company, unless delivery is deferred or such shares are contributed to reporting person's deferred compensation account.