STOCK TITAN

PROCTER & GAMBLE Co (PG) grants RSUs and updates Marc Pritchard’s stock holdings

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Procter & Gamble Chief Brand Officer Marc S. Pritchard reported several equity compensation awards and updated holdings. On 2026-08-06 he received 1,307 Restricted Stock Units as a retirement-related award, each representing a contingent right to receive Procter & Gamble common stock or cash, with delivery generally upon retirement. Earlier, he was granted 276.1342 RSUs on 2026-05-15 and 236.1005 RSUs on 2026-02-17 as dividend-equivalent awards under the issuer’s retirement program. He also acquired 0.3148 shares of Series A Preferred Stock on 2026-07-14 through retirement plan trustees, with that preferred stock convertible or redeemable into common stock at the higher of $6.82 (split-adjusted) or the market price, in connection with plan distribution or investment elections. Following these updates, reported direct common stock holdings are 182,974.8053 shares, with additional indirect holdings including 49,633.6507 common shares and 12,512.9938 preferred shares held by retirement plan trustees, and smaller indirect positions held by his spouse and three daughters.

Positive

  • None.

Negative

  • None.
Insider Pritchard Marc S.
Role Chief Brand Officer
Type Security Shares Price Value
Grant/Award Restricted Stock Units F7, F4 1,307 $0.00 $0.00
holding Common Stock F1 -- -- --
holding Common Stock F2 -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
Grant/Award Series A Preferred Stock F5, F6 0.3148 $0.00 $0.00
Grant/Award Restricted Stock Units F3, F4 276.1342 $0.00 $0.00
Grant/Award Restricted Stock Units F3, F4 236.1005 $0.00 $0.00
Holdings After Transaction: Restricted Stock Units — 10,821.1726 shares (Direct); Series A Preferred Stock — 12,512.9938 shares (Indirect, By Retirement Plan Trustees); Common Stock — 182,974.8053 shares (Direct); Common Stock — 49,633.6507 shares (Indirect, By Retirement Plan Trustees); Common Stock — 602 shares (Indirect, By Wife); Common Stock — 107.032 shares (Indirect, By Daughter ACP); Common Stock — 107.032 shares (Indirect, By Daughter CEP); Common Stock — 107.032 shares (Indirect, By Daughter NJP)
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.
RSU grant 2026-08-06 1,307 Restricted Stock Units Retirement award RSUs settling in P&G common stock or cash per plan formula
RSU grant 2026-05-15 276.1342 Restricted Stock Units Dividend equivalents awarded under issuer's retirement program
RSU grant 2026-02-17 236.1005 Restricted Stock Units Dividend equivalents awarded under issuer's retirement program
Series A Preferred award 0.3148 shares Indirectly held by retirement plan trustees, convertible into common stock
Preferred conversion floor price $6.82 per share Higher of $6.82 or market price used for conversion/redemption into common stock
Direct common stock holdings 182,974.8053 shares Direct P&G common stock position after reported transactions
Indirect common stock via plan 49,633.6507 shares Common stock held by retirement plan trustees for reporting person
Indirect preferred via plan 12,512.9938 shares Series A Preferred Stock held by retirement plan trustees
Restricted Stock Units financial
"Restricted Stock Units (RSUs) previously awarded pursuant to issuer's retirement program"
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.
Series A Preferred Stock financial
"Series A Preferred Stock converted/redeemed at specified conversion/exercise price"
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.
deferred compensation account financial
"such shares are contributed to reporting person's deferred compensation account"
Retirement Plan Trustees financial
"Shares held by Retirement Plan Trustees"

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

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google
Add on Google
Learn about SEC filing dates

FAQ

What insider transactions did Procter & Gamble (PG) report for Marc S. Pritchard?

Marc S. Pritchard reported four equity awards: three grants of Restricted Stock Units totaling 1,819.2347 units and an additional 0.3148 shares of Series A Preferred Stock, largely linked to retirement and dividend-equivalent programs.

How many Procter & Gamble (PG) RSUs did Marc S. Pritchard receive in 2026?

In 2026, Marc S. Pritchard received 1,307 RSUs on 2026-08-06, 276.1342 RSUs on 2026-05-15, and 236.1005 RSUs on 2026-02-17, all representing contingent rights to Procter & Gamble common stock under company retirement-related programs.

What are Marc S. Pritchard’s direct common stock holdings in Procter & Gamble (PG)?

Marc S. Pritchard reports 182,974.8053 shares of Procter & Gamble common stock held directly. This figure includes prior holdings and dividend-equivalent RSUs that settle in common stock, as noted in the accompanying footnote disclosure.

What indirect Procter & Gamble (PG) holdings are reported for Marc S. Pritchard?

Indirectly, Marc S. Pritchard reports 49,633.6507 common shares and 12,512.9938 Series A Preferred shares held by retirement plan trustees, plus smaller common stock holdings of 602 shares by his wife and 107.032 shares each by three daughters.

How does the Series A Preferred Stock held for Marc S. Pritchard convert into PG common stock?

The Series A Preferred Stock held by retirement plan trustees converts or is redeemed into PG common stock at the higher of $6.82 per share (split-adjusted) or the market price when the officer takes distributions or changes investment elections, as described in the footnotes.

When will Marc S. Pritchard’s RSUs in Procter & Gamble (PG) be delivered?

The RSUs linked to retirement generally deliver in shares on retirement from the company. Delivery may be deferred or shares contributed to his deferred compensation account, according to the RSU delivery footnote language.
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*
Pritchard Marc S.

(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)
Chief Brand 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 Stock182,974.8053(1)D
Common Stock49,633.6507(2)IBy Retirement Plan Trustees
Common Stock602IBy Wife
Common Stock107.032IBy Daughter ACP
Common Stock107.032IBy Daughter CEP
Common Stock107.032IBy Daughter NJP
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)02/17/2026AV236.1005 (4) (4)Common Stock236.1005$09,238.0384D
Restricted Stock Units(3)05/15/2026AV276.1342 (4) (4)Common Stock276.1342$09,514.1726D
Series A Preferred Stock(5)07/14/2026AV0.3148 (6) (6)Common Stock0.3148$012,512.9938IBy Retirement Plan Trustees
Restricted Stock Units(7)08/06/2026A1,307 (4) (4)Common Stock1,307$01,307D
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 Marc S. Pritchard08/10/2026
** 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)