Nelson Peltz - Aug 31, 2021 Form 4 Insider Report for PROCTER & GAMBLE Co (PG)

Role
Director
Signature
Daniel R. Marx, Attorney-In-Fact for Nelson Peltz
Stock symbol
PG
Transactions as of
Aug 31, 2021
Transactions value $
-$29,482,186
Form type
4
Date filed
9/2/2021, 05:50 PM
Previous filing
Aug 27, 2021
Next filing
Sep 9, 2021

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction PG Common Stock Sale -$21.3M -150K -2.75% $142.15 5.32M Aug 31, 2021 Please see explanation below F1, F2, F3, F4
transaction PG Common Stock Sale -$8.13M -56.8K -1.07% $143.15 5.26M Aug 31, 2021 Please see explanation below F1, F3, F4, F5
holding PG Common Stock 5.46K Aug 31, 2021 Direct F6
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The sales reported in this Form 4 were done for portfolio management purposes.
F2 The price shown in Column 4 is a weighted average sale price. The price range for the sale is $142.05 to $142.24. The Reporting Persons undertake to provide upon request by the staff of the Securities and Exchange Commission, the Issuer or a security holder of the Issuer, full information regarding the number of shares sold at each separate price.
F3 Trian Fund Management, L.P. ("Trian Management") serves as the management company for Trian Partners, L.P., Trian Partners Master Fund, L.P., Trian Partners Parallel Fund I, L.P., Trian Partners Strategic Investment Fund-A, L.P., Trian Partners Strategic Investment Fund-N, L.P., Trian Partners Strategic Investment Fund-D, L.P., Trian Partners Fund (Sub)-G, L.P., Trian Partners Strategic Fund-G II, L.P., Trian Partners Strategic Fund G-III, L.P., Trian Partners Strategic Fund-K, L.P. and Trian Partners Co-Investment Opportunities Fund, Ltd. (collectively, the "Trian Entities") and as such determines the investment and voting decisions of the Trian Entities with respect to the shares of the Issuer held by them.
F4 (FN 3, contd.) Mr. Peltz is a member of Trian Fund Management GP, LLC, which is the general partner of Trian Management, and therefore is in a position to determine the investment and voting decisions made by Trian Management on behalf of the Trian Entities. Accordingly, Mr. Peltz and Trian Management may be deemed to indirectly beneficially own (as that term is defined in Rule 13d-3 under the Securities Exchange Act of 1934) the shares beneficially owned by the Trian Entities. The Reporting Persons disclaim beneficial ownership of such shares except to the extent of their respective pecuniary interests therein and this report shall not be deemed an admission that the Reporting Persons are the beneficial owner of such securities for purposes of Section 16 or for any other purpose. Mr. Peltz is a director of the Issuer.
F5 The price shown in Column 4 is a weighted average sale price. The price range for the sale is $143.01 to $143.34. The Reporting Persons undertake to provide upon request by the staff of the Securities and Exchange Commission, the Issuer or a security holder of the Issuer, full information regarding the number of shares sold at each separate price.
F6 Total includes grant of dividend equivalents in the form of Restricted Stock Units (RSUs) settled in common stock.