PROCTER & GAMBLE Co — Director's Dealing 2017

Mar 1, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PROCTER & GAMBLE Co (PG)
CIK: 0000080424
Period of Report: 2017-02-28

Reporting Person: FergusonMchugh MaryLynn (Group President Global Family)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-02-28	Common Stock	S	2915	$91.1997	Disposed	72579.7272	Direct
2017-02-28	Common Stock	A	8291	—	Acquired	80870.7272	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2017-02-28	Stock Option (Right to Buy)	$91.07	A	70693	Acquired	2027-02-26	Common Stock (70693)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	19542.4206	Indirect
Common Stock	134.9927	Indirect
Common Stock	19.8066	Indirect
Common Stock	2355.9525	Indirect

Footnotes

F1: Shares sold to cover tax obligations upon settlement of Restricted Stock Unit award.

F2: Weighted average price of the shares sold. The price range was $91.197 to $91.207. Full information regarding the number of shares sold at each separate price available upon request.

F3: Restricted Stock Units awarded pursuant to issuer's 2014 Stock and Incentive Compensation Plan.