PG (NYSE: PG) director granted 201-share equity award under 2025 plan

Rhea-AI Filing Summary

Kempczinski Christopher J reported acquisition or exercise transactions in this Form 4 filing.

PROCTER & GAMBLE Co director Christopher J. Kempczinski received an award of 201 shares of Common Stock as a grant under The Procter & Gamble 2025 Stock and Incentive Compensation Plan. After this compensation-related award, his directly held stake increased to 11,251.4805 shares, including dividend-equivalent 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^*

Kempczinski Christopher J

(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)

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		201	A	$0(1)	11,251.4805(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 Christopher Kempczinski	03/11/2026
	** Signature of Reporting Person	Date
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FAQ

What did PG director Christopher J. Kempczinski report in this Form 4?

Christopher J. Kempczinski reported receiving 201 shares of Procter & Gamble Common Stock as a compensation grant. The award was made under the company’s 2025 Stock and Incentive Compensation Plan and increases his directly held equity position in the company.

Was the Kempczinski transaction in PG stock a market purchase or sale?

The transaction was not a market trade; it was an acquisition coded “A” for a grant or award. Kempczinski received 201 shares at a price of $0.0000 per share as equity compensation rather than buying or selling shares in the open market.

How many PG shares does Christopher J. Kempczinski hold after this grant?

Following the 201-share compensation award, Kempczinski directly holds a total of 11,251.4805 Procter & Gamble Common Stock shares. This figure includes earlier awards as well as dividend-equivalent restricted stock units referenced in the filing footnotes.

What plan governed the PG share award to Christopher J. Kempczinski?

The award was made under The Procter & Gamble 2025 Stock and Incentive Compensation Plan. Footnotes describe the grant as restricted stock units, including dividend equivalents, which are a standard form of long-term equity compensation for company directors and executives.

Does this Form 4 for PG indicate any derivative or option exercises?

No derivative or option exercises are shown in this Form 4. The filing reports only a single non-derivative transaction: an acquisition of 201 shares via a grant, with no derivative positions listed in the derivative transaction summary table.