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Procter & Gamble (NYSE: PG) Retired Chairman Jon Moeller reports new RSU and plan awards

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Form Type
4

Rhea-AI Filing Summary

Procter & Gamble Co reporting person Jon R. Moeller, Retired Chairman, received several equity-based awards and updated his holdings. On August 6, 2026 he acquired 1,936 Restricted Stock Units as a retirement award, each representing a contingent right to receive Procter & Gamble common stock or cash. Earlier in 2026 he also acquired 261.2045 and 223.3356 RSUs as dividend equivalents under the retirement program, and on July 14, 2026 he acquired 0.3148 shares of Series A Preferred Stock through Retirement Plan Trustees. Following these updates, he holds 320,016.5122 common shares directly, plus additional indirect holdings through Retirement Plan Trustees and his spouse.

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Insider Moeller Jon R
Role Retired Chairman
Type Security Shares Price Value
Grant/Award Restricted Stock Units F7, F4 1,936 $0.00 $0.00
holding Common Stock F1 -- -- --
holding Common Stock F2 -- -- --
holding Common Stock -- -- --
Grant/Award Series A Preferred Stock F5, F6 0.3148 $0.00 $0.00
Grant/Award Restricted Stock Units F3, F4 261.2045 $0.00 $0.00
Grant/Award Restricted Stock Units F3, F4 223.3356 $0.00 $0.00
Holdings After Transaction: Restricted Stock Units — 9,281.1625 shares (Direct); Series A Preferred Stock — 7,585.9099 shares (Indirect, By Retirement Plan Trustees); Common Stock — 320,016.5122 shares (Direct); Common Stock — 25,949.8774 shares (Indirect, By Retirement Plan Trustees); Common Stock — 35,421.5707 shares (Indirect, By Spouse)
Footnotes (7)
  1. F1. Total includes grant of dividend equivalents in the form of Restricted Stock Units (RSU's) settled in common stock.
  2. F2. Reflects adjustment to PST through July 14, 2026.
  3. F3. 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.
  4. F4. 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.
  5. F5. Higher of $6.82 (adjusted for 2-for-1 stock split effective May 21, 2004) or market price of Common Stock.
  6. F6. 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.
  7. F7. 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.
Retirement award RSUs 1,936.0000 units Restricted Stock Units granted August 6, 2026 as a retirement award
RSU dividend equivalents May 2026 261.2045 units Restricted Stock Units awarded May 15, 2026 as dividend equivalents
RSU dividend equivalents Feb 2026 223.3356 units Restricted Stock Units awarded February 17, 2026 as dividend equivalents
Series A Preferred acquired 0.3148 shares Series A Preferred Stock indirectly acquired July 14, 2026
Total Series A Preferred 7,585.9099 shares Indirect Series A Preferred Stock held by Retirement Plan Trustees after July 14, 2026
Direct common stock holdings 320,016.5122 shares Direct Procter & Gamble common stock held after reported transactions
Indirect common via Retirement Plan Trustees 25,949.8774 shares Common stock held indirectly by Retirement Plan Trustees
Indirect common via spouse 35,421.5707 shares Common stock held indirectly through spouse
Restricted Stock Units financial
"Total includes grant of dividend equivalents in the form of Restricted Stock Units"
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.
Dividend equivalents financial
"Dividend equivalents in the form of Restricted Stock Units (RSUs) previously awarded"
Payments tied to employee or contractor equity awards that mirror the cash dividends paid on the company’s stock; they give the holder the same economic benefit as owning the shares without transferring actual shares—often paid in cash or additional award units when the award becomes payable. Investors care because these payments affect a company’s compensation costs, cash flow and potential share dilution, and they signal how management is being rewarded and aligned with shareholders.
Deferred compensation account financial
"unless delivery is deferred or such shares are contributed to reporting person's deferred compensation account"
Retirement Plan Trustees financial
"Shares held by Retirement Plan Trustees. If Officer terminates employment and elects"
Series A Preferred Stock financial
"Series A Preferred Stock indirectly acquired and held by Retirement Plan Trustees"
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.

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FAQ

What equity awards did Jon R. Moeller report in Procter & Gamble (PG) on August 6, 2026?

Jon R. Moeller reported receiving 1,936 Restricted Stock Units on August 6, 2026 as a retirement award. These RSUs represent a contingent right to receive Procter & Gamble common stock or cash, with delivery generally tied to retirement or deferred compensation elections.

How many Procter & Gamble (PG) common shares does Jon R. Moeller hold directly after these transactions?

After the reported transactions, Jon R. Moeller directly holds 320,016.5122 shares of Procter & Gamble common stock. This figure includes common shares and dividend-equivalent RSUs settled in stock as noted in the filing’s explanatory footnotes.

What indirect Procter & Gamble (PG) holdings does Jon R. Moeller have through retirement plans and his spouse?

Moeller’s indirect PG holdings include 25,949.8774 common shares held by Retirement Plan Trustees and 35,421.5707 common shares held by his spouse. He also indirectly holds 7,585.9099 Series A Preferred Stock shares through Retirement Plan Trustees, all disclosed as indirect ownership.

What did the Form 4 disclose about Jon R. Moeller’s Series A Preferred Stock linked to Procter & Gamble (PG)?

The Form 4 shows Moeller indirectly acquired 0.3148 shares of Series A Preferred Stock on July 14, 2026, bringing that indirect position to 7,585.9099 shares. These are held by Retirement Plan Trustees and are tied to a specified conversion or redemption formula.
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*
Moeller Jon R

(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)
Retired Chairman
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 Stock320,016.5122(1)D
Common Stock25,949.8774(2)IBy Retirement Plan Trustees
Common Stock35,421.5707IBy Spouse
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
Restricted Stock Units(3)02/17/2026AV223.3356 (4) (4)Common Stock223.3356$07,083.958D
Restricted Stock Units(3)05/15/2026AV261.2045 (4) (4)Common Stock261.2045$07,345.1625D
Series A Preferred Stock(5)07/14/2026AV0.3148 (6) (6)Common Stock0.3148$07,585.9099IBy Retirement Plan Trustees
Restricted Stock Units(7)08/06/2026A1,936 (4) (4)Common Stock1,936$01,936D
Explanation of Responses:
1. Total includes grant of dividend equivalents in the form of Restricted Stock Units (RSU's) settled in common stock.
2. Reflects adjustment to PST through July 14, 2026.
3. 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.
4. 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.
5. Higher of $6.82 (adjusted for 2-for-1 stock split effective May 21, 2004) or market price of Common Stock.
6. 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.
7. 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.
/s/ Wednesday Shipp, Attorney-In-Fact for Jon R. Moeller08/10/2026
** 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)