8-K
PROCTER & GAMBLE Co (PG)
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): April 14, 2020
THE PROCTER & GAMBLE COMPANY
PROCTERPROCTER & GAMBLE Coo
(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 |
| 4.125% EUR notes due December 2020 | PG20A | New York Stock Exchange |
| --- | --- | --- |
| 0.275% Notes due 2020 | PG20 | 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 2023 | 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<br> 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<br> accounting standards provided pursuant to Section 13(a) of the Exchange Act. | ☐ |
ITEM 7.01 REGULATION FD DISCLOSURE
On April 14, 2020, the Company announced that its Board of Directors declared a quarterly dividend of $0.7907 per
share on the Common Stock and on the Series A and Series B ESOP Convertible Class A Preferred Stock of the Company, payable on or after May 15, 2020, to Common Stock shareholders of record at the close of business on April 24, 2020,
and to Series A and Series B ESOP Convertible Class A Preferred Stock shareholders of record at the start of business on April 24, 2020.
The Company also announced it is advancing the date for its third quarter earnings release to Friday, April 17, 2020, from the previously announced date of Tuesday, April 21. The Company noted the objective of advancing the release is simply to provide shareholders information as quickly and transparently as possible and should not be construed as an indication of either positive or negative results.
The Company is furnishing this 8-K pursuant to Item 7.01, "Regulation FD Disclosure."
| ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS |
|---|
(d) Exhibits
| Exhibit Number | Description |
|---|---|
| 99.1 | Dividend News Release by The Procter & Gamble Company dated April 14, 2020. |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
| SIGNATURE<br><br> <br><br><br> <br>Pursuant to the requirements of the Securities Exchange Act of 1934,<br> 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
April 14, 2020
INDEX TO EXHIBIT(S)
| Exhibit Number | Description |
|---|---|
| 99.1 | Dividend News Release by The Procter & Gamble Company dated April 14, 2020. |
| News Release | The Procter & Gamble Company<br><br> One P&G Plaza<br><br> <br>Cincinnati, OH 45202 |
|---|
P&G DECLARES DIVIDEND INCREASE,
ACCELERATES THIRD QUARTER 2019/20 EARNINGS RELEASE TO APRIL 17
CINCINNATI, April 14, 2020 – The Board of Directors of The Procter & Gamble Company (NYSE:PG) declared an increased quarterly dividend of $0.7907 per share on the Common Stock and on the Series A and Series B ESOP Convertible Class A Preferred Stock of the Company, payable on or after May 15, 2020, to Common Stock shareholders of record at the close of business on April 24, 2020, and to Series A and Series B ESOP Convertible Class A Preferred Stock shareholders of record at the start of business on April 24, 2020. This represents a 6% increase compared to the prior quarterly dividend.
This dividend increase will mark the 64th consecutive year that P&G has increased its dividend and the 130th consecutive year that P&G has paid a dividend since its incorporation in 1890, demonstrating the Company’s commitment to – and extending its long-term track record of – returning cash to shareholders.
Earnings Release Acceleration
P&G also announced it is advancing the date for its third quarter earnings release to Friday, April 17, 2020 from the previously announced date of Tuesday, April 21. The Company noted the objective of advancing the release is simply to provide shareholders information as quickly and transparently as possible, and should not be construed as an indication of either positive or negative results.
The Company will now webcast a discussion of its third quarter earnings results on Friday, April 17, 2020 beginning at 8:30 a.m. ET. Media and investors may access the live audio webcast at www.pginvestor.com. The webcast will also be available for replay.
About Procter & Gamble
P&G serves consumers around the world with one of the strongest portfolios of trusted, quality, leadership brands, including Always®, Ambi Pur®, Ariel®, Bounty®, Charmin®, Crest®, Dawn®, Downy®, Fairy®, Febreze®, Gain®, Gillette®, Head & Shoulders®, Lenor®, Olay®, Oral-B®, Pampers®, Pantene®, SK-II®, Tide®, Vicks®, and Whisper®. The P&G community includes operations in approximately 70 countries worldwide. Please visit http://www.pg.com for the latest news and information about P&G and its brands.
# # #
P&G Media Contact
Jennifer Corso
+1-513-983-2570
corso.jj@pg.com
P&G Investor Relations Contact
John Chevalier
+1-513-983-9974
chevalier.jt@pg.com