Procter & Gamble Form 4: option exercise 13,779 shares; sale 1,704

Rhea-AI Filing Summary

Matthew W. Janzaruk, SVP and Chief Accounting Officer of Procter & Gamble Co (PG), reported transactions dated 10/01/2025. He exercised_stock_options to acquire 13,779 shares (stock option exercise price $153.18) and directly holds those 13,779 shares following the exercise. The Form 4 also shows a sale of 1,703.9031 shares on the same date and reports 3,293.5342 shares beneficially owned indirectly via a retirement plan trustee after an adjustment through 9/30/2025. The filing was signed by an attorney-in-fact on 10/02/2025. The report is an insider disclosure of option exercise, a small open-market sale, and an adjustment to retirement-plan holdings; it contains transaction dates, amounts, and the exercise price but no cash proceeds or reasons for the transactions.

Positive

• Exercised 13,779 options into 13,779 direct shares
• Filing discloses exact exercise price of $153.18

Negative

• Sale of 1,703.9031 common shares on 10/01/2025

Insights

Corporate Insider Reporting Analyst

Insider exercised options and sold a portion of shares on 10/01/2025.

The filing shows a stock option exercise converting 13,779 options into 13,779 shares at an exercise price of $153.18. That action increased the reporting person's direct share count by 13,779.

The report also records a sale of 1,703.9031 shares and an indirect holding of 3,293.5342 shares via a retirement plan trustee after an adjustment through 9/30/2025. These are standard Section 16 disclosures showing personal liquidity action and plan-account adjustments; the filing contains no proceeds or hedging arrangements.

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

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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).

1. Name and Address of Reporting Person^*

Janzaruk Matthew W.

(Last) (First) (Middle)

1 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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP - Chief Accounting Officer

3. Date of Earliest Transaction (Month/Day/Year)
10/01/2025

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								1,703.9031	D
Common Stock								3,293.5342(1)	I	By 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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Option (Right to Buy)	$153.18	10/01/2025		A		13,779		09/29/2028	10/01/2035	Common Stock	13,779	$0	13,779	D

Explanation of Responses:

1. Reflects adjustment to PST through September 30, 2025.

	/s/ Wednesday Shipp, attorney-in-fact for Mr. Janzaruk	10/02/2025
	** 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 did PG insider Matthew W. Janzaruk report on Form 4?

He reported exercising 13,779 stock options at an exercise price of $153.18 and the sale of 1,703.9031 common shares on 10/01/2025.

How many shares does the reporting person directly own after these transactions?

The Form 4 shows 13,779 shares directly owned following the option exercise; it also reports 3,293.5342 shares indirectly owned via a retirement plan trustee.

Was the Form 4 signed and when was it filed?

The Form 4 was signed by an attorney-in-fact for Mr. Janzaruk and dated 10/02/2025.

Does the filing state reasons or proceeds for the sale?

No. The document lists transaction types, amounts, and the exercise price but does not disclose sale proceeds or reasons.

Is there any adjustment noted in the filing?

Yes. The explanation states an adjustment to the PST through 9/30/2025 affecting reported indirect holdings.