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Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.

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Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.

The following table gives information about the Company's common stock that may be issued upon the exercise of options, warrants and rights under all of the Company's equity compensation plans as of June 30, 2026. The table includes the following

The Procter & Gamble Company 69

plans: The Procter & Gamble 1992 Stock Plan; The Procter & Gamble 2001 Stock and Incentive Compensation Plan; The Procter & Gamble 2003 Non-Employee Directors' Stock Plan; The Procter & Gamble 2009 Stock and Incentive Compensation Plan; The Procter & Gamble 2014 Stock and Incentive Compensation Plan; The Procter & Gamble 2019 Stock and Incentive Compensation Plan; and The Procter & Gamble 2025 Stock and Incentive Compensation Plan.

Plan Category(a) Number of securities to be issued upon exercise of outstanding options, warrants and rights(b) Weighted average exercise price of outstanding options, warrants and rights(c) Number of securities remaining available for future issuance under equity compensation plans (excluding securities reflected in column (a))
Equity compensation plans approved by security holders
Stock Options/Stock Appreciation Rights94,554,254$127.0740(1)
Restricted Stock Units (RSUs)/Performance Stock Units (PSUs)6,699,124N/A(1)
TOTAL101,253,378$127.0740(2)

(1)Of the plans listed above, only The Procter & Gamble 2025 Stock and Incentive Compensation Plan (the "2025 Plan") allows for future grants of securities. The maximum number of shares that may be granted under this plan is 213 million shares (inclusive of unissued shares that were carried over from the Procter & Gamble Company 2019 Stock and Incentive Compensation Plan), plus any shares of Common Stock subject to outstanding awards under the 2019 Plan that are forfeited, cancelled or otherwise terminated without the issuance of shares of Common Stock as set forth in the 2025 Plan. Stock options and stock appreciation rights are counted on a one-for-one basis while full value awards (such as RSUs and PSUs) are counted as five shares for each share awarded. Total shares available for future issuance under this plan is 213 million.

(2)Weighted average exercise price of outstanding options and stock appreciation rights only.

Additional information required by this item is incorporated by reference to the following section of the 2026 Proxy Statement filed pursuant to Regulation 14A, which will be filed no later than 120 days after June 30, 2026: the subsection of the Beneficial Ownership section entitled Security Ownership of Management and Certain Beneficial Owners.

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