PROCTER & GAMBLE Co — Director's Dealing 2019

Feb 7, 2019

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PROCTER & GAMBLE Co (PG)
CIK: 0000080424
Period of Report: 2018-02-06

Reporting Person: Francisco Ma. Fatima (President - Global Baby)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2019-02-06	Common Stock	M	9404	$76.18	Acquired	14834.619	Direct
2019-02-06	Common Stock	S	9404	$98.0051	Disposed	5430.619	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2018-11-15	Restricted Stock Units	$	A	13.837	Acquired		Common Stock (13.837)	Direct
2019-02-06	Stock Option (Right to Buy)	$76.18	M	9404	Disposed	2023-02-28	Common Stock (9404)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	10617.5434	Indirect
Common Stock	7193.6841	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 $98.00 to $98.02. Full information regarding the number of shares sold at each separate price available upon request.

F3: Reflects adjustment to PST through December 31, 2018.

F4: 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.

F5: 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.