Shareholder Vote

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 10, 2024 (October 8, 2024)     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 Plaza , Cincinnati , 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   NYSE 0.500% Notes due 2024 PG24A NYSE 0.625% Notes due 2024 PG24B NYSE 1.375% Notes due 2025   PG25   NYSE 0.110% Notes due 2026   PG26D   NYSE 3.25% EUR Notes due 2026   PG26F   NYSE 4.875% EUR notes due May 2027   PG27A   NYSE 1.200% Notes due 2028 PG28 NYSE 3.150% EUR Notes due 2028   PG28B   NYSE 1.250% Notes due 2029 PG29B NYSE 1.800% Notes due 2029 PG29A NYSE 6.250% GBP notes due January 2030   PG30   NYSE 0.350% Notes due 2030   PG30C   NYSE 0.230% Notes due 2031   PG31A   NYSE 3.25% EUR Notes due 2031   PG31B   NYSE 5.250% GBP notes due January 2033   PG33   NYSE 3.200% EUR Notes due 2034   PG34C   NYSE 1.875% Notes due 2038 PG38 NYSE 0.900% Notes due 2041   PG41   NYSE       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 8, 2024, The Procter & Gamble Company (“the Company”), held its 2024 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 (“the Board”).      Votes For  Votes Against Abstentions Broker Non-Votes Allen, B. Marc 1,666,920,007 32,812,139 6,246,904 358,360,142 Biggs, Brett 1,688,855,504 10,809,990 6,313,556 358,360,142 Bonini, Sheila 1,674,099,556 25,996,306 5,883,188 358,360,142 Chang, Amy L. 1,676,371,416 24,182,083 5,425,551 358,360,142 Jimenez, Joseph 1,656,988,220 43,476,826 5,514,004 358,360,142 Kempczinski, Christopher 1,661,911,293 38,374,970 5,692,787 358,360,142 Lee, Debra L. 1,657,171,431 43,603,029 5,204,590 358,360,142 Lundgren, Terry J. 1,615,758,288 83,466,915 6,753,847 358,360,142 McCarthy, Christine M. 1,646,358,170 53,596,580 6,024,300 358,360,142 McEvoy, Ashley 1,686,077,655 14,131,637 5,769,758 358,360,142 Moeller, Jon R. 1,590,846,557 103,630,371 11,502,122 358,360,142 Portman, Robert J. 1,669,945,658 30,608,472 5,424,920 358,360,142 Subramaniam, Rajesh 1,675,792,625 23,762,353 6,424,072 358,360,142 Woertz, Patricia A. 1,633,635,189 66,327,008 6,016,853 358,360,142 Proposal 2- Ratify Appointment of the Independent Registered Public Accounting Firm. The proposal was approved. Votes For Votes Against Abstentions Broker Non-Votes 1,926,154,615 128,773,612 9,410,965 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 1,534,591,770 158,298,304 13,088,976 358,360,142 Proposal 4 -  Shareholder Proposal - Pay Gap Reporting. The proposal was not approved. Votes For Votes Against Abstentions Broker Non-Votes 508,010,796 1,181,262,520 16,705,734 358,360,142 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 10, 2024