PG Insider Filing: Coombe Adds 3,373 RSUs and 46,754 Options

Rhea-AI Filing Summary

Gary A. Coombe, identified as CEO - Grooming and an officer of Procter & Gamble Co (PG), reported transactions on 10/01/2025. He was awarded 3,373 Restricted Stock Units under the 2019 Stock and Incentive Compensation Plan, increasing his direct beneficial ownership to 38,351.145 shares. The filing also shows indirect holdings of 481.8949 shares via a retirement plan trustee and 1,295.35 shares through an International Stock Ownership & Pension Plan (Switzerland). In derivatives, Mr. Coombe acquired 46,754 stock options with an exercise price of $153.18, exercisable beginning 09/29/2028 and expiring 10/01/2035. The form was signed by Wednesday Shipp as attorney-in-fact on 10/02/2025.

Positive

• 3,373 Restricted Stock Units awarded to an officer, aligning compensation with shareholder value
• 46,754 stock options granted with defined exercise price $153.18 and long exercise window (09/29/2028–10/01/2035)
• Direct beneficial ownership increased to 38,351.145 shares following the transaction

Negative

• None.

Insights

Corporate Governance Analyst

Officer received equity awards and option grant, modestly increasing ownership.

What it means: The reported 3,373 RSUs and 46,754 options represent compensation-related equity granted to an executive, aligning pay with company performance.

Why it matters: Executive equity grants can affect dilution and signal retention incentives; the $153.18 exercise price and long vest/exercise horizon (09/29/2028–10/01/2035) indicate multi-year alignment without immediate cash exercise.

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

OMB Number:			3235-0287
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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).

1. Name and Address of Reporting Person^*

Coombe Gary A

(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)

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

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	10/01/2025		A		3,373	A	$0(1)	38,351.145	D
Common Stock								481.8949(2)	I	By Retirement Plan Trustee
Common Stock								1,295.35	I	International Stock Ownership Plan & Pension Plan (Switzerland)

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		46,754		09/29/2028	10/01/2035	Common Stock	46,754	$0	46,754	D

Explanation of Responses:

1. Restricted Stock Units awarded pursuant to The Procter & Gamble 2019 Stock and Incentive Compensation Plan.

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

	/s/ Wednesday Shipp, attorney-in-fact for Gary A. Coombe	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 Gary A. Coombe report on the Form 4 for PG?

He reported receipt of 3,373 Restricted Stock Units and acquisition of 46,754 stock options on 10/01/2025.

How many shares does Gary Coombe beneficially own after the transaction?

He beneficially owns 38,351.145 shares directly plus 481.8949 shares (retirement plan trustee) and 1,295.35 shares (International Stock Ownership & Pension Plan).

What are the key terms of the option grant reported?

The option grant is for 46,754 shares at an exercise price of $153.18, exercisable from 09/29/2028 and expiring 10/01/2035.

Were the Restricted Stock Units purchased or priced?

The RSUs are reported with a price of $0, indicating they were awarded rather than purchased.

Who signed the Form 4 and when?

The form was signed by Wednesday Shipp as attorney-in-fact for Gary A. Coombe on 10/02/2025.