Procter & Gamble SEC Filings

Procter & Gamble (PG) filed a preliminary prospectus supplement for a two‑tranche senior notes offering. The company plans to issue two series of notes with semiannual interest payments beginning in 2026, accruing from 2025. The notes may be redeemed at P&G’s option at a make‑whole price based on a Treasury Rate formula. The notes will be delivered through DTC, Clearstream and Euroclear and will not be listed on any exchange. Proceeds, before expenses, are payable to the company.

Underwriters include Citigroup, Goldman Sachs and Morgan Stanley. As context, for the quarter ended September 30, 2025, net sales were $22,386 million versus $21,737 million a year ago, and net earnings attributable to P&G were $4,750 million versus $3,959 million. Diluted EPS was $1.95. As of September 30, 2025, long‑term debt was $24,315 million and shareholders’ equity was $53,551 million.

The Procter & Gamble Company launched a preliminary prospectus supplement for a primary offering of euro‑denominated senior notes in two series. Interest will be paid annually in arrears starting in 2026, and the notes may be redeemed at P&G’s option at make‑whole prices, plus a tax redemption if certain U.S. tax events occur. The notes will be issued in registered form in minimum denominations of €100,000 and integral multiples of €1,000. Application will be made to list the notes on the New York Stock Exchange.

The offering will settle in book‑entry form through Clearstream and Euroclear. The supplement includes standard “additional amounts” provisions for non‑U.S. holders to address withholding, and outlines product governance and retail investor restrictions in the EEA and UK. P&G highlights macroeconomic, geopolitical, supply chain, cybersecurity and regulatory risks relevant to its global operations.

As context, for the quarter ended September 30, 2025, net sales were $22,386 million and net earnings attributable to P&G were $4,750 million, with diluted EPS of $1.95. As of September 30, 2025, total assets were $127,599 million, long‑term debt was $24,315 million and shareholders’ equity was $53,551 million.

The Procter & Gamble Company reported first‑quarter results for the three months ended September 30, 2025. Net sales were $22.4 billion, up 3% year over year, driven by 1% pricing, 1% mix and 1% favorable foreign exchange. Operating income was $5.9 billion (up 1%), while gross margin was 51.4% (down 70 bps) and operating margin was 26.2% (down 50 bps).

Net earnings rose 20% to $4.8 billion, and diluted EPS increased 21% to $1.95, reflecting the prior year’s Argentina-related charges. Operating cash flow was $5.4 billion; capital expenditures were $1.2 billion; adjusted free cash flow was $4.9 billion with 102% productivity. The company paid $2.55 billion in dividends and repurchased $1.25 billion of stock.

By segment, net sales grew in Beauty (+6%), Grooming (+5%), Health Care (+2%), Fabric & Home Care (+1%) and Baby, Feminine & Family Care (+1%). P&G incurred $215 million in restructuring charges as part of its two‑year $1.5–$2.0 billion productivity plan. The Glad joint venture will not be renewed; P&G expects about $500 million of proceeds and a $250–$300 million after‑tax gain in the third quarter of fiscal 2026. Shares outstanding were 2,336,733,549 as of September 30, 2025.

The Procter & Gamble Company furnished a Regulation FD update tied to its first-quarter results. On October 24, 2025, the company announced those results, hosted a conference call, and made a slide presentation available to investors. The materials are furnished under Item 7.01.

PG attached Exhibit 99.1, titled “Informational Slides Provided by The Procter & Gamble Company,” and included the Inline XBRL cover page file as Exhibit 104. The slides referenced on the call are also posted on the company’s website.

The Procter & Gamble Company furnished a Form 8-K under Item 2.02 to note it issued a news release regarding earnings for the quarter ended September 30, 2025.

The company attached the news release as Exhibit 99.1. The filing is presented as an informational update about recent operating results and financial condition.

The Procter & Gamble Company reported that shareholders approved the 2025 Stock and Incentive Compensation Plan, which authorizes awards covering up to 175,000,000 shares of common stock. The plan permits grants of stock, RSUs, PSUs, options, and SARs, and also allows use of any shares remaining available under the 2019 plan.

At the October 14, 2025 Annual Meeting, all director nominees were elected. Shareholders ratified the independent auditor, and the advisory Say on Pay vote was approved. A shareholder proposal requesting additional reporting on plastic packaging did not pass.

Procter & Gamble (PG) reported an insider transaction: Director Patricia A. Woertz acquired 31 shares of common stock on 10/14/2025 at $0, coded as an “A” transaction.

The filing notes these were Restricted Stock Units awarded under The Procter & Gamble 2019 Stock and Incentive Compensation Plan. Following the transaction, Woertz beneficially owns 51,548.5268 shares, held directly.

Procter & Gamble (PG) director Rajesh Subramaniam reported an acquisition of 1,475 shares of common stock on 10/14/2025 via a Form 4. The transaction was coded A (award) at a price of $0, reflecting a grant of Restricted Stock Units under The Procter & Gamble 2019 Stock and Incentive Compensation Plan.

Following this award, Subramaniam beneficially owns 6,149.8264 shares directly. The total includes dividend equivalents granted in the form of Restricted Stock Units.

Procter & Gamble (PG) reported a director equity award. On 10/14/2025, Director Robert Portman acquired 1,475 shares of common stock at a price of $0, indicated as restricted stock units awarded under The Procter & Gamble 2019 Stock and Incentive Compensation Plan.

Following this grant, Portman beneficially owns 4,894.5944 shares, held directly. This filing reflects routine director compensation through equity and does not indicate any open‑market purchase or sale.