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PROCTER & GAMBLE Co Director's Dealing 2016

Mar 11, 2016

29757_dirs_2016-03-11_81b32d0b-8f34-40ed-8213-89261031d87d.zip

Director's Dealing

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SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: PROCTER & GAMBLE Co (PG)
CIK: 0000080424
Period of Report: 2016-03-01

Reporting Person: FergusonMchugh MaryLynn (Group President Global Family)

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock 72784.0482 Direct
Common Stock 18442.4139 Indirect
Common Stock 134.9927 Indirect
Common Stock 19.5347 Indirect
Common Stock 2355.9525 Indirect

Holdings (Derivative)

Security Exercise Price Expiration Underlying Shares Ownership
Restricted Stock Units $ Common Stock (863.476) Direct
Stock Option (Right to Buy) $66.18 2018-02-28 Common Stock (35208) Direct
Restricted Stock Units $ Common Stock (982.846) Direct
Stock Option (Right to Buy) $48.17 2019-02-27 Common Stock (51900) Direct
Restricted Stock Units $ Common Stock (1297.78) Direct
Stock Option (Right to Buy) $63.28 2020-02-26 Common Stock (55310) Direct
Restricted Stock Units $ Common Stock (1151.285) Direct
Stock Option (Right to Buy) $63.05 2021-02-28 Common Stock (67407) Direct
Restricted Stock Units $ Common Stock (1238.531) Direct
Stock Option (Right to Buy) $67.52 2022-02-28 Common Stock (37027) Direct
Restricted Stock Units $ Common Stock (1421.127) Direct
Stock Option (Right to Buy) $76.18 2023-02-28 Common Stock (39381) Direct
Restricted Stock Units $ Common Stock (1196.283) Direct
Stock Option (Right to Buy) $78.66 2024-02-28 Common Stock (49899) Direct
Restricted Stock Units $ Common Stock (1207.372) Direct
Stock Option (Right to Buy) $85.13 2025-02-27 Common Stock (48162) Direct
Restricted Stock Units $ Common Stock (1240.856) Direct
Stock Option (Right to Buy) $80.29 2026-02-27 Common Stock (54802) Direct
Series A Preferred Stock $ Common Stock (8078.829) Indirect
Series A Preferred Stock $ Common Stock (5.024) Indirect

Footnotes

F1: Mary Lynn Ferguson-McHugh Trust, U/A dated February 24, 1999, Mary Lynn Ferguson-McHugh Trustee.

F2: 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.

F3: Retirement award in the form of Restricted Stock Units which represent a contingent right to receive Procter & Gamble common stock or cash settlement. Amount and price computed per benefit formula for plan year ended 6/30/2007.

F4: Retirement award in the form of Restricted Stock Units which represent a contingent right to receive Procter & Gamble common stock or cash settlement. Amount and price computed per benefit formula for plan year ended 6/30/2008.

F5: Retirement award in the form of Restricted Stock Units which represent a contingent right to receive Procter & Gamble common stock or cash settlement. Amount and price computed per benefit formulas for plan year ended 6/30/2009.

F6: Retirement award in the form of Restricted Stock Units which represent a contingent right to receive Procter & Gamble common stock or cash settlement. Amount and price computed per benefit formulas for plan year ended 6/30/2010.

F7: Retirement award in the form of Restricted Stock Units which represent a contingent right to receive Procter & Gamble common stock or cash settlement. Amount and price computed per benefit formulas for plan year ended 6/30/2011.

F8: Retirement award in the form of Restricted Stock Units which represent a contingent right to receive Procter & Gamble common stock or cash settlement. Amount and price computed per benefit formulas for plan year ended 6/30/2012.

F9: Retirement award in the form of Restricted Stock Units which represent a contingent right to receive Procter & Gamble common stock or cash settlement. Amount and price computed per benefit formula for plan year ended 6/30/2013.

F10: Retirement award in the form of Restricted Stock Units which represent a contingent right to receive Procter & Gamble common stock or cash settlement. Amount and price computed per benefit formula for plan year ended 6/30/2014.

F11: Retirement award in the form of Restricted Stock Units which represent a contingent right to receive Procter & Gamble common stock or cash settlement. Amount and price computed per benefit formula for plan year ended 6/30/2015.

F12: Shares held by Retirement Plan Trustees. If employee terminates employment and elects distribution of shares, or, if after age 50 elects alternative investment within Plan, Preferred Stock converted/redeemed at specified conversion/exercise price.

F13: Series A Preferred Stock allocated to Officer's Retirement Plan Account pursuant to Retirement Plan provisions.

F14: Series A Preferred Stock allocated to spouse's Retirement Plan Account pursuant to Retirement Plan provisions.