ITEM 5.02 DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS.

On January 7, 2022, Michael G. Homan, currently Senior Vice President - Chief Accounting Officer, announced his intention to retire from The Procter & Gamble Company (the "Company") after 24 years of service, effective July 31, 2022.

Accordingly, on January 7, 2022, the Company's Board of Directors designated Matthew W. Janzaruk (age 48), currently Vice President - Finance & Accounting, Global Internal Audit, as the Company's principal accounting officer, effective March 1, 2022. Mr. Janzaruk has also been named Senior Vice President - Chief Accounting Officer, effective that same date.

Mr. Janzaruk joined the Company in 2003 and has held positions of increasing responsibility since that time. He has served as Vice President - Finance & Accounting, Global Internal Audit since August 2016. Immediately prior to that role, he served as Vice President, Finance & Accounting - Corporate Accounting from July 2013 to July 2016.

Mr. Janzaruk will continue to receive an annual base salary and equity grants under the Company's annual performance-based and long-term incentive programs commensurate with his position and on the same timing as other similarly situated persons within the Company. Those programs are outlined in the Company's definitive proxy statement dated August 27, 2021.

The Company is filing this 8-K pursuant to Items 5.02(b) and 5.02(c), "Departure of Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers."

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