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PROCTER & GAMBLE Co (PG) CEO - Grooming awarded 481 RSUs and updates holdings

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Form Type
4

Rhea-AI Filing Summary

PROCTER & GAMBLE Co executive Juliana Monteiro Santos de Azevedo, CEO - Grooming, received a retirement award of 481 Restricted Stock Units on August 6, 2026. These RSUs represent a contingent right to receive P&G common stock or cash, computed under a benefit formula for the plan year ended June 30, 2026, and will be delivered in shares upon retirement, subject to possible deferral or contribution to a deferred compensation account.

She also acquired 0.0872 shares of Series A Preferred Stock on July 14, 2026, held indirectly by Retirement Plan Trustees and convertible or redeemable into common stock at a specified conversion or exercise price. Following these entries, she holds 19,361.8513 common shares directly and additional indirect holdings through retirement and international stock ownership and pension plans.

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Insider Santos de Azevedo Juliana Monteiro
Role CEO - Grooming
Type Security Shares Price Value
Grant/Award Restricted Stock Units F4, F5 481 $0.00 $0.00
holding Common Stock -- -- --
holding Common Stock F1 -- -- --
holding Common Stock -- -- --
Grant/Award Series A Preferred Stock F2, F3 0.0872 $0.00 $0.00
Holdings After Transaction: Series A Preferred Stock — 0.0872 shares (Indirect, By Retirement Plan Trustee); Restricted Stock Units — 481 shares (Direct); Common Stock — 19,361.8513 shares (Direct); Common Stock — 163.6046 shares (Indirect, By Retirement Plan Trustee); Common Stock — 331.21 shares (Indirect, International Stock Ownership Plan & Pension Plan)
Footnotes (5)
  1. F1. Reflects adjustment to PST through July 14, 2026.
  2. F2. Higher of $6.82 (adjusted for 2-for-1 stock split effective May 21, 2004) or market price of Common Stock.
  3. F3. Shares held by Retirement Plan Trustees. If Officer terminates employment and elects distribution of shares, or, if after age 50 elects alternative investment within Plan, Preferred Stock converted/redeemed at specified conversion/exercise price.
  4. F4. Retirement award in the form of Restricted Stock Units which represent a contingent right to receive P&G common stock or cash settlement. Amount and price computed per benefit formula for plan year ended 6/30/2026.
  5. 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.
RSU retirement award 481 Restricted Stock Units Retirement award computed per benefit formula for plan year ended 6/30/2026
Series A Preferred Stock acquired 0.0872 shares Indirectly held by Retirement Plan Trustees, linked to common stock
Direct common stock holdings 19,361.8513 shares Direct P&G common shares following reported transactions on 2026-08-06
Indirect common via Retirement Plan Trustee 163.6046 shares Indirect holdings by Retirement Plan Trustee, adjusted through July 14, 2026
Indirect common via international plan 331.2100 shares Indirect holdings via International Stock Ownership Plan & Pension Plan
RSU grant date 2026-08-06 Grant date for 481 Restricted Stock Units as retirement award
Preferred award date 2026-07-14 Acquisition date for 0.0872 Series A Preferred Stock
Restricted Stock Units financial
"Retirement award in the form of Restricted Stock Units which represent a contingent right"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
Retirement Plan Trustees financial
"Shares held by Retirement Plan Trustees. If Officer terminates employment"
Series A Preferred Stock financial
"Series A Preferred Stock converted/redeemed at specified conversion/exercise price"
Series A preferred stock is a type of ownership share in a company that gives investors certain advantages, such as priority in receiving profits or getting their money back if the company is sold or goes bankrupt. It is often issued during early funding stages to attract investors by offering more security than common shares. This stock matters to investors because it provides a safer way to invest while still holding potential for future gains.
deferred compensation account financial
"such shares are contributed to reporting person's deferred compensation account"
International Stock Ownership Plan & Pension Plan financial
"International Stock Ownership Plan & Pension Plan"

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FAQ

What did PG executive Juliana Monteiro Santos de Azevedo receive in this Form 4 filing?

Juliana Monteiro Santos de Azevedo received a retirement award of 481 Restricted Stock Units tied to P&G common stock, plus 0.0872 Series A Preferred Stock held indirectly via Retirement Plan Trustees.

How many P&G common shares does the reporting person hold directly after these transactions (PG)?

After the reported transactions, she holds 19,361.8513 P&G common shares directly. This figure reflects her direct ownership position as of August 6, 2026, separate from additional indirect holdings through company-related benefit plans.

How and when will the 481 RSUs for PG be delivered to the reporting person?

The 481 Restricted Stock Units will deliver in shares on retirement from the company. Delivery can be deferred or the shares may be contributed to the reporting person’s deferred compensation account, according to the plan’s benefit formula and elections.

What is the nature of the Series A Preferred Stock reported for PG?

The filing shows 0.0872 Series A Preferred Stock acquired and held indirectly by Retirement Plan Trustees. Upon certain employment or investment elections, this preferred stock can be converted or redeemed into P&G common stock at a specified conversion or exercise price.

What indirect P&G share holdings does the reporting person have after these transactions?

Indirectly, she holds 163.6046 common shares via a Retirement Plan Trustee and 331.2100 common shares through an International Stock Ownership Plan & Pension Plan, plus 0.0872 Series A Preferred Stock linked to common stock.

Does this PG Form 4 indicate any stock sales by the executive?

No stock sales are reported. The Form 4 shows acquisitions of RSUs and Series A Preferred Stock and updates to direct and indirect holdings, without any sale transactions or disposition codes indicated for the reported entries.
SEC Form 4
FORM 4UNITED 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*
Santos de Azevedo Juliana Monteiro

(Last)(First)(Middle)
ONE PROCTER & GAMBLE PLAZA

(Street)
CINCINNATI OHIO 45202

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
PROCTER & GAMBLE Co [ PG ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
CEO - Grooming
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/06/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock19,361.8513D
Common Stock163.6046(1)IBy Retirement Plan Trustee
Common Stock331.21IInternational Stock Ownership Plan & Pension Plan
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Series A Preferred Stock(2)07/14/2026AV0.0872 (3) (3)Common Stock0.0872$00.0872IBy Retirement Plan Trustee
Restricted Stock Units(4)08/06/2026A481 (5) (5)Common Stock481$0481D
Explanation of Responses:
1. Reflects adjustment to PST through July 14, 2026.
2. Higher of $6.82 (adjusted for 2-for-1 stock split effective May 21, 2004) or market price of Common Stock.
3. Shares held by Retirement Plan Trustees. If Officer terminates employment and elects distribution of shares, or, if after age 50 elects alternative investment within Plan, Preferred Stock converted/redeemed at specified conversion/exercise price.
4. Retirement award in the form of Restricted Stock Units which represent a contingent right to receive P&G common stock or cash settlement. Amount and price computed per benefit formula for plan year ended 6/30/2026.
5. 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.
/s/ Wednesday Shipp, attorney-in-fact for Juliana M. Santos de Azevedo08/10/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)