PROCTER & GAMBLE Co 4

Susan Street Whaley, Chief Legal Officer & Secretary of Procter & Gamble, received dividend-equivalent and retirement-plan RSU awards (including an 895‑unit retirement award) that increased her beneficial interest in PG common stock, with no open-market buys or sells.

On this Form 4, Procter & Gamble Chief Legal Officer & Secretary Susan Street Whaley reported only routine equity compensation activity, consisting of dividend-equivalent restricted stock units (RSUs) and a retirement-plan-related preferred stock adjustment that were settled or credited in Procter & Gamble common stock. On May 15, 2026, dividend equivalents on previously awarded RSUs under the issuer’s retirement program were credited and resulted in 13.4324 shares of common stock being reflected as directly owned. On July 14, 2026, an adjustment to Series A Preferred Stock held in the retirement plan resulted in the equivalent of 0.3148 common shares being credited as indirectly owned through the Retirement Plan Trustee. On August 6, 2026, Ms. Whaley received 895 RSUs as a retirement award, representing a contingent right to receive Procter & Gamble common stock or cash on or after retirement; these RSUs are reported as directly held units that will deliver in shares upon retirement (unless deferred or moved into a deferred compensation account). There were no open-market purchases or sales of common stock, and all transactions are tied to the company’s benefit and retirement programs. Using the current stock price of approximately $145.75, the 895-unit retirement award is worth about $130,000, and Ms. Whaley’s aggregate direct and indirect holdings, including RSUs and retirement plan shares, have an estimated value in the multi-million-dollar range.

Filing Facts

CIK

80424

Ticker

PG

Form

4

Source Type

sec

Accession

0000080424-26-000110

Alert Tier

6