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Procter & Gamble (NYSE: PG) health care CEO reports new RSU and plan awards

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

PROCTER & GAMBLE Co executive Paul Gama, CEO–Health Care, reported grants and plan-related awards rather than open-market trading. On 2026-08-06 he received 272 Restricted Stock Units as a retirement award that may settle in P&G common stock or cash, calculated under a benefit formula for the plan year ended 6/30/2026. Earlier, on 2026-05-15 he received 7.0873 RSUs as dividend equivalents under the issuer’s retirement program, each representing a contingent right to common stock. A retirement plan also acquired 0.1051 shares of Series A Preferred Stock on 2026-07-14, indirectly held by a Retirement Plan Trustee and ultimately convertible into common stock under specified conditions. Following these updates, Gama holds 36,225.5685 common shares directly (including RSU dividend equivalents settled in stock) and 1,173.4717 common shares indirectly plus 221.7431 shares of Series A Preferred Stock through the retirement plan trustees.

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Insider Gama Paul
Role CEO- Health Care
Type Security Shares Price Value
Grant/Award Restricted Stock Units F7, F4 272 $0.00 $0.00
holding Common Stock F1 -- -- --
holding Common Stock F2 -- -- --
Grant/Award Series A Preferred Stock F5, F6 0.1051 $0.00 $0.00
Grant/Award Restricted Stock Units F3, F4 7.0873 $0.00 $0.00
Holdings After Transaction: Restricted Stock Units — 337.5345 shares (Direct); Series A Preferred Stock — 221.7431 shares (Indirect, By Retirement Plan Trustee); Common Stock — 36,225.5685 shares (Direct); Common Stock — 1,173.4717 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.
Retirement award RSUs granted 272 Restricted Stock Units granted on 2026-08-06 as a retirement award
Dividend equivalent RSUs granted 7.0873 RSU dividend equivalents granted on 2026-05-15 under retirement program
Series A Preferred Stock acquired 0.1051 Indirect grant on 2026-07-14 via Retirement Plan Trustee
Total Series A Preferred Stock held 221.7431 Indirectly held by Retirement Plan Trustee after 2026-07-14 transaction
Direct common shares held 36225.5685 Direct ownership of PG common stock as of 2026-08-06
Indirect common shares held 1173.4717 Common shares held indirectly by Retirement Plan Trustee
Restricted Stock Units financial
"Total includes grant of dividend equivalents in the form of Restricted Stock Units"
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
"such shares are contributed to reporting person's deferred compensation account"
contingent right financial
"All such RSUs represent a contingent right to receive Procter & Gamble common"

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FAQ

What equity awards did Paul Gama report in this Form 4 for PG?
Paul Gama reported 272 Restricted Stock Units granted on 2026-08-06 as a retirement award and 7.0873 RSUs granted on 2026-05-15 as dividend equivalents under Procter & Gamble’s retirement program.

How many Procter & Gamble (PG) common shares does Paul Gama now hold directly?
After the reported awards, Paul Gama holds 36,225.5685 shares of PG common stock directly. This total includes prior grants and dividend equivalents that have been settled in common stock, as described in the filing’s footnotes.

What indirect holdings in PG stock does Paul Gama have through retirement plans?
Through a Retirement Plan Trustee, Paul Gama has 1,173.4717 PG common shares and 221.7431 shares of Series A Preferred Stock. The preferred stock is held in the plan and is convertible or redeemable into common shares under specified conditions.

Are Paul Gama’s new PG Restricted Stock Units immediately deliverable in shares?
The 272 new RSUs are a retirement award that will deliver in shares upon retirement, unless delivery is deferred or shares are contributed to a deferred compensation account, as outlined in the plan-related footnotes.

Were any PG shares bought or sold on the open market in this Form 4?
No open-market purchases or sales are reported. All transactions are grants or plan-related awards of Restricted Stock Units or Series A Preferred Stock associated with Procter & Gamble’s retirement and benefit programs.

What is the nature of the Series A Preferred Stock reported for PG?
The filing reports 0.1051 Series A Preferred shares acquired on 2026-07-14, bringing the total to 221.7431 shares. These are held by Retirement Plan Trustees and may be converted or redeemed into PG common stock at a specified price.
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*
Gama Paul
(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)
CEO- Health Care
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 Stock36,225.5685(1)D
Common Stock1,173.4717(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)05/15/2026AV7.0873 (4) (4)Common Stock7.0873$065.5345D
Series A Preferred Stock(5)07/14/2026AV0.1051 (6) (6)Common Stock0.1051$0221.7431IBy Retirement Plan Trustee
Restricted Stock Units(7)08/06/2026A272 (4) (4)Common Stock272$0272D
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 Paul Gama08/10/2026
** 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)

Source: View Original Filing on SEC EDGAR