Form 4: P&G Chief Legal Officer Receives Equity Grant

Susan Street Whaley, Procter & Gamble's Chief Legal Officer, was granted 5,742 restricted stock units and 26,531 stock options.

Summary

• Susan Street Whaley, Chief Legal Officer & Secretary of Procter & Gamble Co (PG), reported changes in her beneficial ownership.
• On October 1, 2025, Whaley acquired 5,742 shares of Common Stock as Restricted Stock Units (RSUs) under The Procter & Gamble 2019 Stock and Incentive Compensation Plan, with a transaction price of $0.
• Following this transaction, Whaley directly beneficially owns 34,177.8354 shares of Common Stock.
• Additionally, Whaley indirectly beneficially owns 6,531.6011 shares of Common Stock through a Retirement Plan Trustee, reflecting an adjustment through September 30, 2025.
• On October 1, 2025, Whaley also acquired 26,531 Stock Options (Right to Buy) with an exercise price of $153.18 and a transaction price of $0.
• These stock options become exercisable on September 29, 2028, and have an expiration date of October 1, 2035.
• The underlying security for these options is 26,531 shares of Common Stock.

Sentiment

Score: 6

Explanation: The filing reports a routine executive compensation grant, which is generally a neutral to slightly positive event as it aligns management incentives with shareholder interests. It does not indicate any significant operational or financial changes.

Positives

• The grant of restricted stock units and stock options aligns the interests of the Chief Legal Officer with those of shareholders, incentivizing long-term performance.
• Equity compensation is a standard practice to attract and retain executive talent.

Future Outlook

The acquired stock options will become exercisable on September 29, 2028, and will expire on October 1, 2035, providing a long-term incentive for the executive.

Industry Context

The grant of restricted stock units and stock options to a senior executive like the Chief Legal Officer is a common and widely accepted practice in large, publicly traded companies across various industries. This form of compensation is designed to align executive incentives with shareholder value creation over the long term.

Comparison to Industry Standards

• Equity-based compensation, such as Restricted Stock Units (RSUs) and stock options, is a standard component of executive compensation packages in major consumer goods companies and other large corporations globally.
• The structure, including vesting periods and exercise prices, is generally comparable to practices observed at peer companies like Unilever, Colgate-Palmolive, and Kimberly-Clark, aiming to retain talent and foster long-term commitment.

Stakeholder Impact

• Shareholders: The equity grants align the interests of the Chief Legal Officer with shareholders, potentially leading to decisions that enhance long-term shareholder value.
• Employees: This filing pertains to executive compensation and does not directly impact the broader employee base, though it reflects the company's executive incentive structure.

Next Steps

• The acquired stock options will become exercisable on September 29, 2028.

Key Dates

Keywords

Procter & Gamble, PG, Susan Street Whaley, Form 4, Insider Transaction, Stock Options, Restricted Stock Units, Equity Compensation, Chief Legal Officer