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Published: 2021-02-10 09:08:18 ET
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UNITED STATES
 SECURITIES AND EXCHANGE COMMISSION  
WASHINGTON, DC 20549
 

 
 FORM 8-K
 
 
 
CURRENT REPORT
 Pursuant to Section 13 or 15(d) of the  
Securities Exchange Act of 1934
 
Date of report (Date of earliest event reported):  February 10, 2021 (February 9, 2021)
 
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THE PROCTER & GAMBLE COMPANY
 (Exact Name of Registrant as Specified in Charter)   
 
 
   
  
 
 
 
 
Ohio
 
 001-00434
 
  31-0411980
(State or Other Jurisdiction of Incorporation)
 
(Commission File Number)
 
(I.R.S. Employer Identification No.)
 
 
 
 
One Procter & Gamble Plaza, Cincinnati, Ohio 45202
 (Address of Principal Executive Offices, and Zip Code)  

  
513-983-1100
Registrant’s Telephone Number, Including Area Code  

   (Former Name or Former Address, if Changed Since Last Report)   
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
   
 
☐
Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
   
 
☐
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
   
 
 ☐
Pre-commencement communication pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
   
 
 ☐
Pre-commencement communication pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 

   
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common Stock, without Par Value
 PG
 New York Stock Exchange
2.000% Notes due 2021
 PG21
 New York Stock Exchange
2.000% Notes due 2022
 PG22B
 New York Stock Exchange
 1.125% Notes due 2023 PG23A
 New York Stock Exchange
0.500% Notes due 2024
 PG24A
 New York Stock Exchange
0.625% Notes due 2024
 PG24B
 New York Stock Exchange
1.375% Notes due 2025
 PG25
 New York Stock Exchange
4.875% EUR notes due May 2027
 PG27A
 New York Stock Exchange
1.200% Notes due 2028
 PG28
 New York Stock Exchange
1.250% Notes due 2029
 PG29B
 New York Stock Exchange
1.800% Notes due 2029
 PG29A
 New York Stock Exchange
6.250% GBP notes due January 2030
 PG30
 New York Stock Exchange
5.250% GBP notes due January 2033
 PG33
 New York Stock Exchange
1.875% Notes due 2038
 PG38
 New York Stock Exchange

 
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
 
 
Emerging growth company
 ☐
       
  If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended tramsition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.     ☐ 


ITEM 5.02    DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS.

On February 9, 2021, the Board of Directors of The Procter & Gamble Company (the “Company”) appointed B. Marc Allen, chief strategy officer and senior vice president of Strategy and Corporate Development at The Boeing Company, as a Director of the Company, effective February 10, 2021. Mr. Allen will serve on the Audit and Innovation & Technology Committees.

The Board has determined that Mr. Allen is independent under the NYSE listing standards and the Company’s Independence Guidelines. Mr. Allen will receive the same compensation as the other non-employee members of the Board of Directors. The Company’s Director compensation program is described in the Company’s definitive proxy statement dated August 28, 2020.

The Company is filing the information under this item pursuant to Item 5.02(d), “Election of Directors.”
 
ITEM 7.01    REGULATION FD DISCLOSURE

The Company issued a news release on February 10, 2021, announcing the appointment of Mr. Allen. A copy of this news release is furnished as Exhibit 99.1.

The Company is furnishing the information under this item, including Exhibit 99.1, pursuant to Item 7.01, “Regulation FD Disclosure.”


ITEM 9.01    FINANCIAL STATEMENTS AND EXHIBITS
 
 
Exhibit Number
 
Description
99.1
 
 Director Appointment Press Release by The Procter & Gamble Company dated February 10, 2021
104   Cover Page Interactive Data File (embedded within the Inline XBRL document)
 
 SIGNATURE
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Report to be signed on its behalf by the undersigned hereunto duly authorized.
 
 
THE PROCTER & GAMBLE COMPANY
 
 
BY:  /s/ Sandra T. Lane                    
                Sandra T. Lane
              Assistant Secretary
              February 10, 2021