Procter & Gamble (PG) director reports 215-share RSU award, total holding 2,409.2016

Rhea-AI Filing Summary

Procter & Gamble Co. reported an equity award to a director under its stock compensation plan. On 12/09/2025, a director of PROCTER & GAMBLE Co (PG) acquired 215 shares of common stock in the form of Restricted Stock Units at a price of $0, reflecting a non-cash grant under The Procter & Gamble 2025 Stock and Incentive Compensation Plan.

After this transaction, the director beneficially owned a total of 2,409.2016 shares, including dividend equivalents that were also granted as Restricted Stock Units. The filing is made as a Form 4 by one reporting person in the capacity of director, documenting routine equity-based compensation rather than an open-market purchase or sale.

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

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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^*

ARNOLD CRAIG

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
12/09/2025

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	12/09/2025		A		215	A	$0(1)	2,409.2016(2)	D

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. Restricted Stock Units awarded pursuant to The Procter & Gamble 2025 Stock and Incentive Compensation Plan.

2. Total includes grant of dividend equivalents in the form of Restricted Stock Units.

	/s/ Wednesday Shipp, attorney-in-fact for Craig Arnold	12/10/2025
	** 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.

FAQ

What insider transaction did Procter & Gamble (PG) report in this Form 4?

The filing shows that a director of Procter & Gamble acquired 215 shares of common stock in the form of Restricted Stock Units on 12/09/2025 as an equity award.

Was the Procter & Gamble (PG) director’s Form 4 transaction a purchase or an equity grant?

The transaction was an equity grant, not an open-market purchase. The director received 215 Restricted Stock Units at a stated price of $0 under the company’s 2025 Stock and Incentive Compensation Plan.

How many Procter & Gamble (PG) shares does the director beneficially own after this Form 4 transaction?

Following the reported grant, the director beneficially owns 2,409.2016 shares, which include dividend equivalents granted as additional Restricted Stock Units.

What plan governed the Restricted Stock Unit grant reported by Procter & Gamble (PG)?

The 215 Restricted Stock Units were awarded pursuant to The Procter & Gamble 2025 Stock and Incentive Compensation Plan, as noted in the explanation of responses.

Is this Procter & Gamble (PG) Form 4 filed by one or multiple reporting persons?

The document indicates that it is a Form filed by one reporting person, who serves as a director of Procter & Gamble Co.

Does the Procter & Gamble (PG) Form 4 involve any derivative securities transactions?

Table II for derivative securities is present but shows no entries, indicating no reportable derivative security transactions in this filing.