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PG Procter & Gamble

Filed: 23 Apr 21, 4:31pm

 

 

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 23, 2021

 

 

 

LOGO

THE PROCTER & GAMBLE COMPANY

(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
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 transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.                                                           ☐

 

 

 


Item 8.01 Other Events.

On April 23, 2021, The Procter & Gamble Company (the “Company”) closed an underwritten public offering of $1,000,000,000 aggregate principal amount of 1.000% Notes due April 23, 2026 and $1,000,000,000 aggregate principal amount of 1.950% Notes due April 23, 2031 under the Company’s Registration Statement on Form S-3 (Registration No. 333-249545). Legal opinions related to these notes are attached hereto as Exhibits (5)(a) and (5)(b) and are incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d)    The following exhibits are being filed with this Current Report on Form 8-K.

 

Exhibit
Number

 

Description

(5)(a) Opinion of Jennifer Henkel, Esq., Director and Assistant General Counsel of the Company.
(5)(b) Opinion of Fried, Frank, Harris, Shriver & Jacobson LLP, which is referred to in the opinion filed as Exhibit (5)(a).
(23)(a) Consent of Jennifer Henkel, Esq., which is contained in her opinion filed as Exhibit (5)(a).
(23)(b) Consent of Fried, Frank, Harris, Shriver & Jacobson LLP, which is contained in the opinion filed as Exhibit (5)(b).
(104) Cover Page Interactive Data File (embedded within the Inline XBRL document)


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

 April 23, 2021