SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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:			3235-0104
Estimated average burden
hours per response:			0.5

1. Name and Address of Reporting Person^*

Raman Sundar G.

(Last)

(First)

(Middle)

1 PROCTER & GAMBLE PLAZA

(Street)

CINCINNATI

45202

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
10/01/2021

3. Issuer Name and Ticker or Trading Symbol
PROCTER & GAMBLE Co [ PG ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	CEO-Fabric & Home Care

5. 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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	5,535.387	D
Common Stock	3,440.6654	I	By Retirement Plan Trustee

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Stock Option (Right to Buy)	02/27/2018	02/27/2025	Common Stock	15,181	$85.13	D
Stock Option (Right to Buy)	02/28/2019	02/27/2026	Common Stock	19,844	$80.29	D
Stock Option (Right to Buy)	02/26/2021	02/28/2028	Common Stock	31,924	$78.52	D
Restricted Stock Units	⁽¹⁾	⁽¹⁾	Common Stock	198.566	⁽²⁾	D
Stock Option (Right to Buy)	02/28/2022	02/28/2029	Common Stock	38,253	$98.55	D
Restricted Stock Units	⁽¹⁾	⁽¹⁾	Common Stock	421.9993	⁽³⁾	D
Stock Option (Right to Buy)	02/28/2023	02/28/2030	Common Stock	53,700	$113.23	D
Stock Option (Right to Buy)	09/29/2023	10/01/2030	Common Stock	50,674	$139.24	D
Restricted Stock Units	⁽¹⁾	⁽¹⁾	Common Stock	480	⁽⁴⁾	D
Series A Preferred Stock	⁽⁵⁾	⁽⁵⁾	Common Stock	1,732.838	⁽⁶⁾	I	By Retirement Plan Trustee

Explanation of Responses:

1. These units will deliver in shares on retirement from the company, unless delivery is deferred or such shares are contributed to reporting person's deferred compensation account.

2. Retirement award in the form of Restricted Stock Units which represent a contingent right to receive P&G common stock or cash settlement. Amount and price computed per benefit formula for plan year ended 6/30/2019.

3. Retirement award in the form of Restricted Stock Units which represent a contingent right to receive P&G common stock or cash settlement. Amount and price computed per benefit formula for plan year ended 6/30/2020.

4. Retirement award in the form of Restricted Stock Units which represent a contingent right to receive P&G common stock or cash settlement. Amount and price computed per benefit formula for plan year ended 6/30/2021.

5. Shares 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.

6. Series A Preferred Stock allocated to Officer's Retirement Plan Account pursuant to formula award provisions.

	/s/ Aaron B. Shepherd as Attorney-in-Fact for Sundar G. Raman	10/01/2021
	** 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 5 (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.