SEC Form 4 · accession 0001127602-17-002223
PROCTER & GAMBLE Co · PG
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Marc S. Pritchard
Officer — Chief Brand Officer
Period of report
Sep 30, 2016
Accepted (ET)
Jan 23, 2017 · 4:02 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000080424
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Jan 23, 2017 | M | 47,252 | $63.49 | A | 151,643 | D | |
| Common StockF1,F2 | Jan 23, 2017 | S | 47,252 | $87.14 | D | 104,391 | D | |
| Common Stock | holding | — | — | — | 107 | I | By Daughter ACP | |
| Common Stock | holding | — | — | — | 107 | I | By Daughter CEP | |
| Common Stock | holding | — | — | — | 107 | I | By Daughter NJP | |
| Common StockF3 | holding | — | — | — | 32,290 | I | By Retirement Plan Trustees | |
| Common Stock | holding | — | — | — | 602 | I | By Wife |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Series A Preferred StockF5,F4,F6 | — | Sep 30, 2016 | A | 175 | A | — | — | Common Stock | 175 | 11,453 | I |
| Restricted Stock UnitsF7,F8 | — | Nov 15, 2016 | A | 158 | A | — | — | Common Stock | 158 | 2,479 | D |
| Stock Option (Right to Buy) | $63.49 | Jan 23, 2017 | M | 47,252 | D | Feb 28, 2010 | Feb 28, 2017 | Common Stock | 47,252 | 0 | D |
Explanation of responses
- F1Weighted average price of the shares sold. The price range was $87.08 to $87.22. Full information regarding the number of shares sold at each separate price available upon request.
- F2Total includes grant of dividend equivalents in the form of Restricted Stock Units (RSU's) settled in common stock.
- F3Reflects adjustment to PST through December 31, 2016.
- F4Higher of $6.82 (adjusted for 2-for-1 stock split effective May 21, 2004) or market price of Common Stock.
- F5Series A Preferred Stock allocated to officer's Retirement Plan account pursuant to Retirement Plan provisions for the period ending 9/30/2016.
- F6Shares 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.
- F7Dividend equivalents in the form of Retirement 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 or cash settlement.
- F8These units will deliver in shares or cash settlement on retirement from the company, unless delivery is deferred or such shares are contributed to reporting person's deferred compensation account.