Procter & Gamble (NYSE: PG) baby-care CEO sells shares to cover taxes

Rhea-AI Filing Summary

PROCTER & GAMBLE Co (PG) insider Hesham Abd El Hak, CEO of Baby and Feminine Care, reported selling 1,936 shares of common stock on 2026-08-20 at $143.79 per share. A footnote states the shares were sold to cover taxes on a stock award. After the sale, he held 11,217.9294 shares directly, plus indirect holdings through a retirement plan and an international stock ownership and pension plan.

Insider Trade Summary

Net Seller: 1,936 shares

Net Sell 3 txns

Insider Abd El Hak Hesham

Role CEO-Baby and Feminine Care

Sold 1,936 shs ($278K)

Type	Security	Shares	Price	Value
Sale	Common Stock F1	1,936	$143.79	$278K
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 11,217.9294 shares (Direct); Common Stock — 1,528.8968 shares (Indirect, By Retirement Plan Trustee); Common Stock — 43.95 shares (Indirect, International Stock Ownership Plan & Pension Plan)

Footnotes (1)

1. F1. Shares sold to cover taxes on Stock Award.

Key Figures

Shares sold: 1,936 shares Sale price per share: $143.79 per share Direct holdings after transaction: 11,217.9294 shares +3 more

6 metrics

Shares sold 1,936 shares Common Stock sold by Hesham Abd El Hak on 2026-08-20

Sale price per share $143.79 per share Price for 1,936 PG shares sold on 2026-08-20

Direct holdings after transaction 11,217.9294 shares Direct PG common stock held by Hesham Abd El Hak after sale

Indirect holdings (Retirement Plan Trustee) 1,528.8968 shares Indirect PG shares held by Retirement Plan Trustee

Indirect holdings (International Stock Ownership Plan & Pension Plan) 43.95 shares Indirect PG shares held through international plan

Net buy/sell shares -1,936 shares Net effect of reported non-derivative transactions

Key Terms

Stock Award, By Retirement Plan Trustee, International Stock Ownership Plan & Pension Plan

3 terms

Stock Award financial

"Shares sold to cover taxes on Stock Award."

By Retirement Plan Trustee financial

"nature_of_ownership: By Retirement Plan Trustee"

International Stock Ownership Plan & Pension Plan financial

"nature_of_ownership: International Stock Ownership Plan & Pension Plan"

FAQ

What insider transaction did PG executive Hesham Abd El Hak report on this Form 4?

Hesham Abd El Hak reported a sale of 1,936 PG common shares on 2026-08-20. The reported sale price was $143.79 per share, and the filing describes it as a sale in an open market or private transaction.

Why were the 1,936 PG shares sold by Hesham Abd El Hak?

The filing footnote states that the 1,936 shares were sold to cover taxes on a stock award. This indicates the transaction was related to satisfying tax obligations arising from equity compensation.

How many PG shares does Hesham Abd El Hak hold directly after this transaction?

After the reported sale, Hesham Abd El Hak held 11,217.9294 shares of PG common stock in direct ownership. This figure comes from the post-transaction direct holdings reported in the Form 4.

What indirect PG share holdings does Hesham Abd El Hak report?

He reports indirect ownership of 1,528.8968 shares held "By Retirement Plan Trustee" and 43.95 shares held through an "International Stock Ownership Plan & Pension Plan", both as of 2026-08-20.

Was the PG insider transaction made under a Rule 10b5-1 trading plan?

The document-level Rule 10b5-1 checkbox is not checked (aff_10b5_one is false), and the footnote does not reference any Rule 10b5-1 plan. The transaction is instead described as shares sold to cover taxes on a stock award.

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

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 08/24/2026 - 03:53 PM Accepted by SEC EDGAR 08/24/2026 - 03:52 PM 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^*

Abd El Hak Hesham

(Last) (First) (Middle)

ONE PROCTER & GAMBLE PLAZA

(Street)

CINCINNATI OHIO 45054

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CEO-Baby and Feminine Care

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
08/20/2026

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

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	08/20/2026		S		1,936(1)	D	$143.79	11,217.9294	D
Common Stock								1,528.8968	I	By Retirement Plan Trustee
Common Stock								43.95	I	International 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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Shares sold to cover taxes on Stock Award.

	/s/ Wednesday Shipp, attorney-in-fact for Hesham Abd El Hak	08/24/2026
	** 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.
* Form 4: SEC 1474 (03-26)