P&G (NYSE: PG) director granted 209 stock units under 2025 plan

Rhea-AI Filing Summary

McCarthy Christine M reported acquisition or exercise transactions in this Form 4 filing.

PROCTER & GAMBLE Co director Christine M. McCarthy received an award of 209 shares of Common Stock on March 10, 2026. The filing describes this as a grant or award transaction, with no cash price per share reported.

These shares are in the form of Restricted Stock Units granted under The Procter & Gamble 2025 Stock and Incentive Compensation Plan. The total reported direct holdings after this award are 17,128.6365 shares, which include dividend equivalents granted as additional Restricted Stock Units.

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^*

McCarthy Christine M

(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)
03/10/2026

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	03/10/2026		A		209	A	$0(1)	17,128.6365(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 Christine M. McCarthy	03/11/2026
	** 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).
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FAQ

What insider transaction did PG director Christine McCarthy report?

Christine M. McCarthy reported receiving an award of 209 shares of Procter & Gamble Common Stock. The transaction is coded as a grant or award, reflecting equity compensation rather than an open-market stock purchase or sale.

When did Christine McCarthy receive the 209 PG shares?

Christine McCarthy received the 209-share award on March 10, 2026. The award is recorded as a non-derivative Common Stock transaction, consistent with equity compensation granted on that specific date under the company’s stock and incentive plan.

What is McCarthy’s Procter & Gamble shareholding after this Form 4?

After the reported grant, Christine McCarthy’s direct holdings total 17,128.6365 Procter & Gamble shares. This figure includes the newly awarded Restricted Stock Units and additional dividend equivalents that are also granted in the form of Restricted Stock Units.

How were the 209 PG shares granted to Christine McCarthy structured?

The 209 shares were granted as Restricted Stock Units under The Procter & Gamble 2025 Stock and Incentive Compensation Plan. These units represent deferred equity compensation and are reported with a zero dollar price per share, indicating no cash payment by the director.

Do McCarthy’s PG holdings include dividend equivalents?

Yes, McCarthy’s total reported holdings include dividend equivalents granted as additional Restricted Stock Units. The filing notes that the total share figure incorporates these dividend equivalents on top of the core Restricted Stock Unit awards.

Was this PG Form 4 an open-market buy or sell by Christine McCarthy?

No, the Form 4 shows a grant or award acquisition, not an open-market trade. The transaction code “A” and description indicate equity compensation in the form of Restricted Stock Units, rather than a discretionary purchase or sale in the market.