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PG (NYSE: PG) Chief Brand Officer sells 95,903 shares after option exercise

Filing Impact
(Very High)
Filing Sentiment
(Very Negative)
Form Type
4

Rhea-AI Filing Summary

Procter & Gamble Chief Brand Officer Marc S. Pritchard reported an option exercise and share sale in Procter & Gamble common stock on January 23, 2026. He exercised a stock option for 95,903 shares at an exercise price of $80.29 per share, then sold 95,903 shares of common stock at a weighted average price of $151.1495 per share, within a price range of $150.36 to $151.60. Following these transactions, he directly owned 182,606.5502 shares of Procter & Gamble common stock, with additional indirect holdings through his daughters, retirement plan trustees, and his wife.

Positive

  • None.

Negative

  • None.
Insider Pritchard Marc S.
Role Chief Brand Officer
Sold 95,903 shs ($14.50M)
Type Security Shares Price Value
Exercise Stock Option (Right to Buy) 95,903 $0.00 --
Exercise Common Stock 95,903 $80.29 $7.70M
Sale Common Stock 95,903 $151.1495 $14.50M
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Stock Option (Right to Buy) — 0 shares (Direct); Common Stock — 278,509.55 shares (Direct); Common Stock — 107.032 shares (Indirect, By Daughter ACP)
Footnotes (1)
  1. Weighted average price of the shares sold. The price range was $150.36 to $151.60. Full information regarding the number of shares sold at each separate price available upon request. Reflects adjustment to PST through December 31, 2025.
Form 4 Insider Transactions: What Each Field Means →
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
Estimated average burden
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).
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*
Pritchard Marc S.
(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)
Chief Brand Officer
3. Date of Earliest Transaction (Month/Day/Year)
01/23/2026
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 01/23/2026 M 95,903 A $80.29 278,509.5502 D
Common Stock 01/23/2026 S 95,903 D $151.1495(1) 182,606.5502 D
Common Stock 107.032 I By Daughter ACP
Common Stock 107.032 I By Daughter CEP
Common Stock 107.032 I By Daughter NJP
Common Stock 48,280.9864(2) I By Retirement Plan Trustees
Common Stock 602 I By Wife
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) $80.29 01/23/2026 M 95,903 02/28/2019 02/27/2026 Common Stock 95,903 $0 0 D
Explanation of Responses:
1. Weighted average price of the shares sold. The price range was $150.36 to $151.60. Full information regarding the number of shares sold at each separate price available upon request.
2. Reflects adjustment to PST through December 31, 2025.
/s/ Wednesday Shipp, attorney-in-fact for Marc S. Pritchard 01/26/2026
** 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.

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did PG Chief Brand Officer Marc S. Pritchard report?

Marc S. Pritchard reported exercising a stock option for 95,903 shares of Procter & Gamble common stock on January 23, 2026 and selling 95,903 shares of common stock the same day.

At what prices did Marc S. Pritchard exercise and sell PG shares?

He exercised a stock option at an exercise price of $80.29 per share and sold the 95,903 shares of Procter & Gamble common stock at a weighted average price of $151.1495 per share, within a range of $150.36 to $151.60.

How many PG shares does Marc S. Pritchard own directly after this Form 4?

After the reported transactions, Marc S. Pritchard directly owned 182,606.5502 shares of Procter & Gamble common stock.

What happened to Marc S. Pritchard’s Procter & Gamble stock option position?

A stock option covering 95,903 shares of Procter & Gamble common stock with an exercise price of $80.29 and an expiration date of February 27, 2026 was exercised in full, leaving 0 derivative securities of that grant beneficially owned afterward.

Does Marc S. Pritchard report any indirect holdings of PG stock?

Yes. In addition to his direct holdings, the filing lists indirect ownership of Procter & Gamble common stock, including 107.032 shares each held for three daughters, 48,280.9864 shares held by retirement plan trustees, and 602 shares held by his wife.

What role does Marc S. Pritchard hold at Procter & Gamble (PG)?

Marc S. Pritchard is reported in the filing as an officer of Procter & Gamble, serving as Chief Brand Officer.