Form 4: P&G Executive Sundar Raman Reports Stock Transactions

Procter & Gamble's CEO of Fabric & Home Care, Sundar G. Raman, reported routine transactions involving common stock and Restricted Stock Units, including tax withholdings and RSU conversions.

Summary

• Sundar G. Raman, CEO-Fabric & Home Care at Procter & Gamble Co (PG), reported transactions on December 3, 2025.
• Raman disposed of 59.43 shares of common stock at $144.35 per share to cover taxes on previous Restricted Stock Unit (RSU) grants.
• Concurrently, Raman acquired 59.43 shares of common stock at $144.35 per share through the conversion of derivative securities (RSUs).
• The total direct beneficial ownership of common stock after these transactions is 41,829.1123 shares.
• An additional 8,436.9135 shares are indirectly beneficially owned via a Retirement Plan Trustee.
• Raman also acquired 31.6587 Restricted Stock Units on November 17, 2025, as dividend equivalents.
• Following these transactions, Raman directly holds 995.57 Restricted Stock Units.

Sentiment

Score: 5

Explanation: The filing reports routine executive compensation transactions (RSU vesting, tax withholding, dividend equivalents) which are neutral in sentiment. There are no significant positive or negative surprises.

Positives

• Routine RSU vesting and tax withholding indicate standard compensation practices.
• Acquisition of dividend equivalents in the form of RSUs increases future potential equity stake.

Negatives

• Disposal of 59.43 shares to cover taxes, while routine, reduces direct common stock holdings slightly.

Future Outlook

NA

Industry Context

This filing reflects standard executive compensation practices within large, established consumer goods companies like Procter & Gamble, where equity-based awards such as Restricted Stock Units are common for aligning executive incentives with shareholder value. The routine nature of these transactions suggests no unusual activity compared to industry norms for executive stock ownership and compensation.

Comparison to Industry Standards

• The use of Restricted Stock Units (RSUs) as a component of executive compensation is a common practice across major U.S. corporations, including peers in the consumer staples sector such as Unilever, Kimberly-Clark, and Colgate-Palmolive.
• The practice of withholding shares to cover tax obligations upon RSU vesting is standard and aligns with typical equity compensation plan administration.
• The reported beneficial ownership levels are consistent with those of senior executives in companies of similar size and market capitalization, reflecting a significant personal stake in the company's performance.

Stakeholder Impact

• Shareholders: Minimal direct impact as these are routine executive compensation transactions. They reflect ongoing alignment of executive incentives with shareholder interests through equity ownership.
• Employees: No direct impact mentioned.
• Management: The transactions reflect the ongoing compensation structure for a key executive.

Next Steps

• RSUs will deliver in shares upon retirement from the company, unless delivery is deferred or shares are contributed to the reporting person's deferred compensation account.

Key Dates

Keywords

Procter & Gamble, PG, Sundar G. Raman, SEC Form 4, Insider Trading, Stock Transactions, Restricted Stock Units, RSU, Common Stock, Executive Compensation, Tax Withholding