UNITED STATES 
SECURITIES AND EXCHANGE COMMISSION
 
Washington, D.C. 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): October 15, 2021 (October 12, 2021)
   

GRAPHIC

THE PROCTER & GAMBLE COMPANY
  (Exact Name of Registrant as Specified in Its Charter)  

 
 

Ohio

001-00434

31-0411980
(State or Other Jurisdiction of Incorporation)
 (Commission File Number)
(I.R.S. Employer Identification No.)
 


One Procter & Gamble PlazaCincinnati, Ohio 45202
(Address of principal executive offices, including 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:
   

Written communications 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 communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications 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 5.07.
Submission of Matters to a Vote of Security Holders
       
 
On October 12, 2021, The Procter & Gamble Company (“the Company”), held its 2021 Annual Meeting of Shareholders. Set forth below are the final voting results for each of the proposals submitted to a vote of the shareholders.
 
   
Proposal 1 – Election of Directors.
Each of the following nominees was elected to serve a one-year term on the Company’s Board of Directors.
  

 
Votes For
Votes Against
Abstentions
Broker Non-Votes
Allen, B. Marc
 
1,687,235,125
13,346,908
7,172,478
367,401,219
Braly, Angela F.
 
1,556,006,344
134,656,019
17,092,148
367,401,219
Chang, Amy L.    1,681,508,140 19,647,424  6,598,947 367,401,219
Jimenez, Joseph
 
1,685,401,708
15,774,553
6,578,250
367,401,219
Kempczinski, Christopher
  1,687,845,039
12,348,094
7,561,378
 367,401,219
Lee, Debra L.
   1,668,185,058
 33,122,789  6,446,664
367,401,219
Lundgren, Terry J.
 
1,667,835,693
32,943,493
6,975,325
367,401,219
McCarthy, Christine M.
 
1,680,141,254
21,419,392
6,193,865
367,401,219
Moeller, Jon R.
   1,687,743,495  13,878,746  6,132,270
367,401,219
Taylor, David S.
 
1,646,500,867
45,589,451
15,664,193
367,401,219
Whitman, Margaret C.
 
1,676,614,568
24,151,034
6,988,909
367,401,219
Woertz, Patricia A.
 
1,622,717,589
77,539,197
7,497,725
367,401,219

Proposal 2- Ratify Appointment of the Independent Registered Public Accounting Firm.
The proposal was approved.

Votes For
Votes Against
Abstentions
Broker Non-Votes
1,962,656,478
104,845,027
7,654,225
0

Proposal 3 - Advisory Vote to Approve the Company’s Executive Compensation (the “Say on Pay” vote).
The proposal was approved.

Votes For
Votes Against
Abstentions
Broker Non-Votes
1,535,250,478
150,109,474
22,394,559
367,401,219

Proposal 4 - Inclusion of Non-Management Employees on Director Nominee Candidate List.
The proposal was not approved.

Votes For
Votes Against
Abstentions
Broker Non-Votes
130,765,663
1,554,654,774
22,334,074
367,401,219



The Company is filing this Form 8-K pursuant to Item 5.07, "Submission of Matters to a Vote of Security Holders."

 
 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
              October 15, 2021




 
 
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