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Procter & Gamble (PG) CHRO reports 800 RSUs and over 12,600 common shares

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Form Type
4

Rhea-AI Filing Summary

Purushothaman Balaji reported acquisition or exercise transactions in this Form 4 filing.

PROCTER & GAMBLE Co executive Purushothaman Balaji, Chief Human Resources Officer, reported awards and holdings of company equity. On 2026-08-06, he received 800 Restricted Stock Units that deliver in shares at retirement or may be deferred or contributed to a deferred compensation account. Earlier in 2026 he also received smaller RSU awards and dividend-equivalent RSUs under the issuer’s retirement program. Direct common stock holdings total 12,684.2607 shares, including grants of dividend equivalents settled in common stock, and additional common and Series A preferred shares are held indirectly by Retirement Plan Trustees for his benefit.

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Insider Purushothaman Balaji
Role Chief Human Resources Officer
Type Security Shares Price Value
Grant/Award Restricted Stock Units F7, F4 800 $0.00 $0.00
holding Common Stock F1 -- -- --
holding Common Stock F2 -- -- --
Grant/Award Series A Preferred Stock F5, F6 0.3148 $0.00 $0.00
Grant/Award Restricted Stock Units F3, F4 11.0943 $0.00 $0.00
Grant/Award Restricted Stock Units F3, F4 9.4859 $0.00 $0.00
Holdings After Transaction: Restricted Stock Units — 860.2545 shares (Direct); Series A Preferred Stock — 2,777.7963 shares (Indirect, By Retirement Plan Trustee); Common Stock — 12,684.2607 shares (Direct); Common Stock — 5,820.1949 shares (Indirect, By Retirement Plan Trustee)
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.
New RSU award on 2026-08-06 800.0000 units Restricted Stock Units tied to common stock, deliverable at retirement or as deferred
Direct common stock holdings 12,684.2607 shares Total direct PG common stock after reported transactions, including dividend-equivalent RSUs settled in stock
Indirect common stock via Retirement Plan Trustee 5,820.1949 shares Common stock held by Retirement Plan Trustee for Balaji’s benefit
Series A preferred stock via Retirement Plan Trustee 2,777.7963 shares Series A preferred shares held indirectly; convertible/redeemable under plan terms
Series A preferred stock acquisition 0.3148 shares Grant on 2026-07-14, indirectly held by Retirement Plan Trustee
RSU award on 2026-05-15 11.0943 units Dividend-equivalent RSUs under issuer’s retirement program
RSU award on 2026-02-17 9.4859 units Dividend-equivalent RSUs under issuer’s retirement program
Restricted Stock Units financial
"Dividend equivalents in the form of Restricted Stock Units (RSUs) previously awarded"
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
"Total includes grant of dividend equivalents in the form of Restricted Stock Units"
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.
Retirement Plan Trustees financial
"Shares held by Retirement Plan Trustees. If Officer terminates employment"
deferred compensation account financial
"unless delivery is deferred or such shares are contributed to reporting person's deferred compensation account"
2-for-1 stock split financial
"Higher of $6.82 (adjusted for 2-for-1 stock split effective May 21, 2004)"

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FAQ

What equity awards did Purushothaman Balaji report for PG on August 6, 2026?

Balaji reported an award of 800 Restricted Stock Units tied to PROCTER & GAMBLE common stock on 2026-08-06. These RSUs deliver in shares at retirement, unless delivery is deferred or contributed to a deferred compensation account.

How many PG common shares does Purushothaman Balaji hold directly after these transactions?

Direct holdings total 12,684.2607 shares of PROCTER & GAMBLE common stock. A footnote states this total includes grants of dividend equivalents in the form of Restricted Stock Units that are settled in common stock.

What indirect PG shareholdings does Purushothaman Balaji have through a Retirement Plan Trustee?

Indirectly, through a Retirement Plan Trustee, Balaji has 5,820.1949 common shares and 2,777.7963 shares of Series A preferred stock. A footnote explains these shares are held by Retirement Plan Trustees and may be converted or redeemed under the plan’s terms.

How are Balaji’s new 800 PG RSUs priced and determined?

The 800 RSUs are described as a retirement award, with amount and price computed per a benefit formula for the plan year ended 6/30/2026. A footnote notes they may settle in P&G common stock or cash, consistent with the retirement plan.

What are the key dates in Purushothaman Balaji’s 2026 PG equity transactions?

Key dates include 2026-02-17 and 2026-05-15 for smaller RSU awards, 2026-07-14 for a Series A preferred stock grant via a Retirement Plan Trustee, and 2026-08-06 for the 800-unit retirement RSU award and updated shareholdings.
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*
Purushothaman Balaji

(Last)(First)(Middle)
1 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)
Chief Human Resources Officer
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 Stock12,684.2607(1)D
Common Stock5,820.1949(2)IBy Retirement Plan Trustee
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)02/17/2026AV9.4859 (4) (4)Common Stock9.4859$049.1602D
Restricted Stock Units(3)05/15/2026AV11.0943 (4) (4)Common Stock11.0943$060.2545D
Series A Preferred Stock(5)07/14/2026AV0.3148 (6) (6)Common Stock0.3148$02,777.7963IBy Retirement Plan Trustee
Restricted Stock Units(7)08/06/2026A800 (4) (4)Common Stock800$0800D
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, as Attorney-in-fact for Balaji Purushothaman08/10/2026
** 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)