PG officer exercises options, sells 95,903 shares

Procter & Gamble Chief Brand Officer Marc S. Pritchard reported an option exercise and share sale in Procter & Gamble common stock on January 23, 2026.

Rhea-AI Filing Summary

Procter & Gamble Chief Brand Officer Marc S. Pritchard reported an option exercise and share sale in Procter & Gamble common stock on January 23, 2026. He exercised a stock option for 95,903 shares at an exercise price of $80.29 per share, then sold 95,903 shares of common stock at a weighted average price of $151.1495 per share, within a price range of $150.36 to $151.60. Following these transactions, he directly owned 182,606.5502 shares of Procter & Gamble common stock, with additional indirect holdings through his daughters, retirement plan trustees, and his wife.

Insider Trade Summary

Exercise and Sale: 95,903 shares ($6.80M approx. pre-tax spread)

Exercise and Sale 8 txns

Insider Pritchard Marc S.

Role Chief Brand Officer

Sold 95,903 shs ($14.50M)

Approx. gross sale proceeds $14.50M

Approx. exercise cost $7.70M

Approx. pre-tax spread $6.80M

Type	Security	Shares	Price	Value
Exercise	Stock Option (Right to Buy)	95,903	$0.00	$0.00
Exercise	Common Stock	95,903	$80.29	$7.70M
Sale	Common Stock	95,903	$151.1495	$14.50M
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--

Holdings After Transaction: Stock Option (Right to Buy) — 0 contracts (Direct); Common Stock — 182,606.5502 shares (Direct); Common Stock — 107.032 shares (Indirect, By Daughter ACP); Common Stock — 107.032 shares (Indirect, By Daughter CEP); Common Stock — 107.032 shares (Indirect, By Daughter NJP); Common Stock — 48,280.9864 shares (Indirect, By Retirement Plan Trustees); Common Stock — 602 shares (Indirect, By Wife)

Footnotes (2)

1. F1. Weighted average price of the shares sold. The price range was $150.36 to $151.60. Full information regarding the number of shares sold at each separate price available upon request.
2. F2. Reflects adjustment to PST through December 31, 2025.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did PG Chief Brand Officer Marc S. Pritchard report?

Marc S. Pritchard reported exercising a stock option for 95,903 shares of Procter & Gamble common stock on January 23, 2026 and selling 95,903 shares of common stock the same day.

At what prices did Marc S. Pritchard exercise and sell PG shares?

He exercised a stock option at an exercise price of $80.29 per share and sold the 95,903 shares of Procter & Gamble common stock at a weighted average price of $151.1495 per share, within a range of $150.36 to $151.60.

How many PG shares does Marc S. Pritchard own directly after this Form 4?

After the reported transactions, Marc S. Pritchard directly owned 182,606.5502 shares of Procter & Gamble common stock.

What happened to Marc S. Pritchard’s Procter & Gamble stock option position?

A stock option covering 95,903 shares of Procter & Gamble common stock with an exercise price of $80.29 and an expiration date of February 27, 2026 was exercised in full, leaving 0 derivative securities of that grant beneficially owned afterward.

Does Marc S. Pritchard report any indirect holdings of PG stock?

Yes. In addition to his direct holdings, the filing lists indirect ownership of Procter & Gamble common stock, including 107.032 shares each held for three daughters, 48,280.9864 shares held by retirement plan trustees, and 602 shares held by his wife.

What role does Marc S. Pritchard hold at Procter & Gamble (PG)?

Marc S. Pritchard is reported in the filing as an officer of Procter & Gamble, serving as Chief Brand Officer.

AI-generated analysis. How Rhea-AI works. Not financial advice.

Form 4 Insider Transactions: What Each Field Means →

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Accepted by SEC EDGAR 01/26/2026 - 02:15 PM EST Learn about SEC filing dates

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Pritchard Marc S.

(Last) (First) (Middle)

ONE PROCTER & GAMBLE PLAZA

(Street)

CINCINNATI OH 45202

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
PROCTER & GAMBLE Co [ PG ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Brand Officer

3. Date of Earliest Transaction (Month/Day/Year)
01/23/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	01/23/2026		M		95,903	A	$80.29	278,509.5502	D
Common Stock	01/23/2026		S		95,903	D	$151.1495(1)	182,606.5502	D
Common Stock								107.032	I	By Daughter ACP
Common Stock								107.032	I	By Daughter CEP
Common Stock								107.032	I	By Daughter NJP
Common Stock								48,280.9864(2)	I	By Retirement Plan Trustees
Common Stock								602	I	By Wife

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Option (Right to Buy)	$80.29	01/23/2026		M			95,903	02/28/2019	02/27/2026	Common Stock	95,903	$0	0	D

Explanation of Responses:

1. Weighted average price of the shares sold. The price range was $150.36 to $151.60. Full information regarding the number of shares sold at each separate price available upon request.

2. Reflects adjustment to PST through December 31, 2025.

	/s/ Wednesday Shipp, attorney-in-fact for Marc S. Pritchard	01/26/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.