PROCTER & GAMBLE Co — Director's Dealing 2016

Aug 5, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PROCTER & GAMBLE Co (PG)
CIK: 0000080424
Period of Report: 2016-08-03

Reporting Person: Taylor David S (Director, President & CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-08-03	Common Stock	M	49865	$66.18	Acquired	136933.4204	Direct
2016-08-03	Common Stock	S	49865	$85.6196	Disposed	87068.4204	Direct
2016-08-05	Common Stock	M	22660	$48.17	Acquired	109728.4204	Direct
2016-08-05	Common Stock	S	22660	$86.0657	Disposed	87068.4204	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-08-03	Stock Option (Right to Buy)	$66.18	M	49865	Disposed	2018-02-28	Common Stock (49865)	Direct
2016-08-04	Restricted Stock Units	$	A	2741	Acquired		Common Stock (2741)	Direct
2016-08-05	Stock Option (Right to Buy)	$48.17	M	22660	Disposed	2019-02-27	Common Stock (22660)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	23385.9311	Indirect

Footnotes

F1: Weighted average price of the shares sold. The price range was $85.58 to $85.665. Full information regarding the number of shares sold at each separate price available upon request.

F2: Weighted average price of the shares sold. The price range was $86.035 to $86.105. Full information regarding the number of shares sold at each separate price available upon request.

F3: Retirement award in the form of Restricted Stock Units which represent a contingent right to receive P&G common stock or cash settlement. Amount and price computed per benefit formula for plan year ended 6/30/2016.

F4: 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.