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Procter & Gamble Beauty Chief to Retire; No Cash Severance, Equity Vesting Continues

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Alexandra Keith, Chief Executive Officer – Beauty at The Procter & Gamble Company, has announced her intention to retire effective February 20, 2026, after more than 36 years with the company. Upon retirement she will enter the company’s standard Written Separation Agreement, which does not provide any cash severance and allows her to retain the remainder of a special equity award scheduled to vest in August 2026.

Per the report, all other equity awards will be retained or pro-rated as set out in the applicable Award Agreement. The disclosure does not include details about a successor or additional transition arrangements.

Positive

  • No cash severance under the Written Separation Agreement, limiting immediate cash outflow for the company
  • Equity retention (remainder of special award scheduled to vest in August 2026) maintains alignment between the departing executive and shareholders
  • Standard separation terms indicate an orderly, policy-driven process rather than ad hoc arrangements

Negative

  • Loss of long-tenured leadership: departure of a 36+ year executive may create a leadership gap in the Beauty unit
  • No successor information was disclosed, leaving uncertainty on transition plans and near-term management continuity

Insights

TL;DR: Long-tenured beauty CEO to retire; separation terms limit cash payout while preserving equity vesting.

The filing states Alexandra Keith will retire effective February 20, 2026, after over 36 years of service and will enter the company’s standard Written Separation Agreement. Key financial facts: no cash severance and retention of the remainder of a special equity award scheduled to vest in August 2026; other awards will be retained or pro‑rated per Award Agreements. From a financial perspective, the terms reduce immediate cash outflow while maintaining executive equity alignment. The disclosure does not provide successor or transition specifics, which limits near-term operational visibility.

TL;DR: Retirement appears managed under standard policy; equity treatment aligns departing executive with shareholder interests.

The company reports a retirement under its standard Written Separation Agreement with no cash severance and continuation of a special equity award vesting in August 2026. This approach signals adherence to established separation practices and preserves equity-based alignment between the executive and shareholders. The filing explicitly notes all other awards will be retained or pro‑rated according to Award Agreements. Absence of successor details means governance observers will look for subsequent disclosures about leadership transition planning.

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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
___________________________________
FORM 8-K
___________________________________
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934


Date of Report (date of earliest event reported): August 14, 2025 (August 12, 2025)

pglegallogo.jpg

___________________________________
The Procter & Gamble Company
(Exact name of registrant as specified in its charter)
___________________________________

Ohio
(State or other jurisdiction of
incorporation or organization)
001-00434
(Commission File Number)
31-0411980
(I.R.S. Employer Identification Number)
One Procter & Gamble Plaza
Cincinnati, Ohio 45202
(Address of principal executive offices and zip code)
(513) 983-1100
(Registrant's telephone number, including area code)
___________________________________
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))



Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol
Name of each exchange on which registered
Common Stock without Par ValuePGNYSE
0.110% Notes due 2026PG26DNYSE
3.25% EUR Notes due 2026PG26FNYSE
4.875% EUR Notes due May 2027PG27ANYSE
1.200% Notes due 2028PG28NYSE
3.150% EUR Notes due 2028PG28BNYSE
1.250% Notes due 2029PG29BNYSE
1.800% Notes due 2029PG29ANYSE
6.250% GBP Notes due January 2030PG30NYSE
0.350% Notes due 2030PG30CNYSE
0.230% Notes due 2031PG31ANYSE
3.250% EUR Notes due 2031PG31BNYSE
5.250% GBP Notes due January 2033PG33NYSE
3.200% EUR Notes due 2034PG34CNYSE
1.875% Notes due 2038PG38NYSE
0.900% Notes due 2041PG41NYSE
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 12b-2 of the Exchange Act.
Emerging growth company    
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

ITEM 5.02 DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS.

On August 12, 2025, Alexandra Keith, currently Chief Executive Officer – Beauty, announced her intention to retire from the Company effective February 20, 2026, after more than 36 years of service.

At the time of her retirement, Ms. Keith will enter into the Company’s standard Written Separation Agreement, which will not provide any cash severance payment, but will allow her to retain the remainder of her special equity award scheduled to vest in August 2026. All other equity awards will be retained or pro-rated as described in the applicable Award Agreement.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized on this 14th day of August, 2025.


THE PROCTER & GAMBLE COMPANY
By:
/s/ Sandra T. Lane
Name:
Sandra T. Lane
Title:
Assistant Secretary

FAQ

What did P&G (PG) disclose about Alexandra Keith's retirement?

The company disclosed that Alexandra Keith, Chief Executive Officer – Beauty, intends to retire effective February 20, 2026 after more than 36 years of service.

Will Alexandra Keith receive cash severance according to the 8-K?

No. The report states she will enter the company’s standard Written Separation Agreement, which does not provide any cash severance.

What happens to Alexandra Keith's equity awards?

She will be allowed to retain the remainder of a special equity award scheduled to vest in August 2026; all other equity awards will be retained or pro‑rated as described in the applicable Award Agreement.

Does the filing name a successor or describe a transition plan?

No. The disclosure does not include information about a successor or additional transition arrangements.

How long did Alexandra Keith serve at P&G before announcing retirement?

The filing states she served for more than 36 years prior to her announced retirement effective February 20, 2026.
Procter & Gamble

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339.67B
2.33B
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70.21%
0.74%
Household & Personal Products
Soap, Detergents, Cleang Preparations, Perfumes, Cosmetics
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United States
CINCINNATI