PROCTER & GAMBLE Co — Director's Dealing 2019

May 17, 2019

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PROCTER & GAMBLE Co (PG)
CIK: 0000080424
Period of Report: 2019-05-16

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2019-05-16	Common Stock	M	23045	$69.16	Acquired	249881.8894	Direct
2019-05-16	Common Stock	S	23045	$107.9509	Disposed	226836.8894	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2019-05-15	Restricted Stock Units	$	A	75.797	Acquired		Common Stock (75.797)	Direct
2019-05-16	Stock Option (Right to Buy)	$69.16	M	23045	Disposed	2022-09-14	Common Stock (23045)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	28462.882	Indirect

Footnotes

F1: Total includes grant of dividend equivalents in the form of Restricted Stock Units (RSU's) settled in common stock.

F2: Weighted average price of the shares sold. The price range was $107.90 to $107.985. Full information regarding the number of shares sold at each separate price available upon request.

F3: Dividend equivalents in the form of 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.

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.