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FORM 10-K Annual Report Pursuant to Section 13 and 15(D)

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FORM 10-K Annual Report Pursuant to Section 13 and 15(D) SECURITIES AND EXCHANGE COMMISSION FORM 10-K Annual report pursuant to section 13 and 15(d) Filing Date: 2021-08-06 | Period of Report: 2021-06-30 SEC Accession No. 0000080424-21-000100 (HTML Version on secdatabase.com) FILER PROCTER & GAMBLE Co Mailing Address Business Address ONE PROCTER & GAMBLE ONE PROCTER & GAMBLE CIK:80424| IRS No.: 310411980 | State of Incorp.:OH | Fiscal Year End: 0630 PLAZA PLAZA Type: 10-K | Act: 34 | File No.: 001-00434 | Film No.: 211153175 CINCINNATI OH 45202 CINCINNATI OH 45202 SIC: 2840 Soap, detergents, cleang preparations, perfumes, cosmetics 5139831100 Copyright © 2021 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K (Mark one) [x] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 TRUE For the Fiscal Year Ended June 30, 2021 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 False For the transition period from to Commission File No. 1-434 Cincinnati THE PROCTER & GAMBLE COMPANY OH One Procter & Gamble Plaza One Procter & Gamble Plaza, Cincinnati, Ohio 45202 45202 513 Telephone (513) 983-1100 983-1100 IRS Employer Identification No. 31-0411980 31-0411980 State of Incorporation: Ohio OH Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol 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 if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes þ No o Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Act. Yes o No þ Copyright © 2021 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes þ No o Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes þ No o Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filed," "accelerated filer," "smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act. Large accelerated filer þ Accelerated filer ¨ Non-accelerated filer ¨ Smaller reporting company ¨ FALSE Emerging growth company ¨ FALSE If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes o No þ False Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. Yes þ No o TRUE The aggregate market value of the voting stock held by non-affiliates amounted to $341 billion on December 31, 2020. There were 2,427,424,874 shares of Common Stock outstanding as of July 31, 2021. Documents Incorporated by Reference Portions of the Proxy Statement for the 2021 Annual Meeting of Shareholders, which will be filed within one hundred and twenty days of the fiscal year ended June 30, 2021 (2021 Proxy Statement), are incorporated by reference into Part III of this report to the extent described herein. Copyright © 2021 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document Copyright © 2021 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document FORM 10-K TABLE OF CONTENTS Page PART I Item 1. Business 1 Item 1A. Risk Factors 2 Item 1B. Unresolved Staff Comments 8 Item 2. Properties 8 Item 3. Legal Proceedings 8 Item 4. Mine Safety Disclosure 8 Information about our Executive Officers 9 PART II Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities 10 Item 6. Intentionally Omitted 11 Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations 12 Item 7A. Quantitative and Qualitative Disclosures about Market Risk 33 Item 8. Financial Statements and Supplementary Data 34 Management's Report and Reports of Independent Registered Public Accounting Firm 34 Consolidated Statements of Earnings 38 Consolidated Statements of Comprehensive Income 39 Consolidated Balance Sheets 40 Consolidated Statements of Shareholders' Equity 41 Consolidated Statements of Cash Flows 42 Notes to Consolidated Financial Statements 43 Note 1: Summary of Significant Accounting Policies 43 Note 2: Segment Information 45 Note 3: Supplemental Financial Information 47 Note 4: Goodwill and Intangible Assets 48 Note 5: Income Taxes 49 Note 6: Earnings Per Share 51 Note 7: Stock-based Compensation 52 Note 8: Postretirement Benefits and Employee Stock Ownership Plan 53 Note 9: Risk Management Activities and Fair Value Measurements 59 Note 10: Short-term and Long-term Debt 62 Note 11: Accumulated Other Comprehensive Income/(Loss) 63 Note 12: Leases 64 Note 13: Commitments and Contingencies 65 Note 14: Merck Acquisition 65 Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure 65 Item 9A. Controls and Procedures 65 Item 9B. Other Information 65 PART III Item 10. Directors, Executive Officers and Corporate Governance 66 Item 11. Executive Compensation 66 Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters 66 Item 13. Certain Relationships and Related Transactions and Director Independence 67 Copyright © 2021 www.secdatabase.com. All Rights Reserved. Item 14. Principal AccountantPlease Fees Consider and Services the Environment Before Printing This Document 67 PART IV Item 15. Exhibits and Financial Statement Schedules 67 Item 16. Form 10-K Summary 69 Signatures 70 Exhibit Index 71 Copyright © 2021 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document The Procter & Gamble Company 1 PART I Copyright © 2021 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document Item 1. Business. value to consumers and our retail customers in each price tier in The Procter & Gamble Company (the Company) is focused on which we compete. Productivity improvement is also critical to providing branded products of superior quality and value to delivering our objectives of balanced top and bottom-line growth improve the lives of the world's consumers, now and for and value creation. generations to come. The Company was incorporated in Ohio in Key Product Categories. Information on key product categories 1905, having first been established as a New Jersey corporation can be found in the MD&A and Note 2 to our Consolidated in 1890, and was built from a business founded in Cincinnati in Financial Statements. 1837 by William Procter and James Gamble. Today, our products Key Customers. Our customers include mass merchandisers, e- are sold in more than 180 countries and territories. commerce, grocery stores, membership club stores, drug stores, Additional information required by this item is incorporated department stores, distributors, wholesalers, specialty beauty herein by reference to Management's Discussion and Analysis stores (including airport duty-free stores), high-frequency stores, (MD&A); and Notes 1 and 2 to our Consolidated Financial pharmacies, electronics stores and professional channels. These Statements. Unless the context indicates otherwise, the terms the customers sell our products to individual consumers. We also "Company," "P&G," "we," "our" or "us" as used herein refer sell direct to consumers. Sales to Walmart Inc. and its affiliates to The Procter & Gamble Company (the registrant) and its represent approximately 15% of our total sales in 2021, 2020 and subsidiaries. 2019. No other customer represents more than 10% of our total Throughout this Form 10-K, we incorporate by reference sales. Our top ten customers accounted for approximately 39% of information from other documents filed with the Securities and our total sales in 2021, 38% in 2020 and 36% in 2019.
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