PROCTER & GAMBLE Co — Director's Dealing 2019

Mar 4, 2019

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PROCTER & GAMBLE Co (PG)
CIK: 0000080424
Period of Report: 2019-02-28

Reporting Person: Moeller Jon R (Vice Chairman and CFO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2019-02-28	Common Stock	A	7638	—	Acquired	134005.165	Direct
2019-02-28	Common Stock	A	740	—	Acquired	8836.714	Indirect
2019-02-28	Common Stock	S	2765	$98.5716	Disposed	131240.165	Direct
2019-02-28	Common Stock	S	459	$98.5716	Disposed	8377.714	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2018-11-15	Restricted Stock Units	$	A	134.836	Acquired		Common Stock (134.836)	Direct
2019-02-15	Restricted Stock Units	$	A	128.426	Acquired		Common Stock (128.426)	Direct
2019-02-28	Stock Option (Right to Buy)	$98.55	A	160153	Acquired	2029-02-28	Common Stock (160153)	Direct
2019-02-28	Stock Option (Right to Buy)	$98.55	A	15499	Acquired	2029-02-28	Common Stock (15499)	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	17423.8552	Indirect
Common Stock	18443.2876	Indirect

Footnotes

F1: Restricted Stock Units awarded pursuant to issuer's 2014 Stock and Incentive Compensation Plan.

F2: Total includes grant of dividend equivalents in the form of Restricted Stock Units (RSU's) settled in common stock.

F3: Shares sold to cover tax obligations upon settlement of Restricted Stock Unit award.

F4: Reflects adjustment to PST through December 31, 2018.

F5: 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.

F6: 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.