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# The Procter & Gamble Company (NYSE: PG) — FY2026 Narrative

Fiscal year ended June 30, 2026. Primary source: Form 10-K for the fiscal year ended
June 30, 2026, filed August 4, 2026 (accession 0000080424-26-000103). Interim detail
comes from the Form 10-Q for the quarter ended March 31, 2026 (accession
0000080424-26-000060); fourth-quarter results and fiscal 2027 guidance come from the
Form 8-K furnished July 29, 2026 (accession 0000080424-26-000093).

---

## Business

*From the FY2026 10-K, accession 0000080424-26-000103.*

P&G is a multinational consumer packaged goods company selling daily-use branded
products in about 180 countries and territories, with on-the-ground operations in
approximately 65 countries. It was incorporated in Ohio in 1905, having first been
established as a New Jersey corporation in 1890, and traces back to a business founded
in Cincinnati in 1837 by William Procter and James Gamble.

**Business model.** P&G creates, manufactures, markets and distributes a diversified
portfolio of daily-use products, competing on what it calls "irresistible superiority"
across five vectors — product performance, packaging, brand communication, retail
execution and value. It invests in R&D and consumer insight to innovate existing
products and invent new categories, and relies on continuous productivity improvement to
fund that investment. Distribution runs through retail stores, digital commerce
platforms and direct-to-consumer channels.

**Organizational structure.** The company is organized into Sector Business Units (SBUs),
Enterprise Markets (EMs), Corporate Functions and Global Business Services. The five SBUs
map to the five reportable segments. SBUs own global brand strategy, product upgrades and
innovation, marketing plans and supply chain, and carry direct profit responsibility for
"Focus Markets" — the large majority of sales and earnings. Enterprise Markets own sales
and profit delivery in the remaining countries. Results are also discussed by region:
North America, Europe, Greater China, Latin America, Asia Pacific, and India/Middle
East/Africa (IMEA).

### The five reportable segments

Percentages below are shares of fiscal 2026 net sales and net earnings excluding results
held in Corporate; dollar figures are fiscal 2026 segment results.

| Segment | % of net sales | % of net earnings | FY26 net sales | FY26 net earnings | Categories | Major brands |
|---|---|---|---|---|---|---|
| **Beauty** | 19% | 17% | $16.0B | $2.7B | Hair Care, Personal Care, Skin Care | Head & Shoulders, Pantene, Herbal Essences, Rejoice, Old Spice, Native, Secret, Safeguard, Olay, SK-II |
| **Grooming** | 8% | 9% | $6.9B | $1.5B | Blades & razors, appliances, pre/post-shave | Gillette, Venus, Braun |
| **Health Care** | 14% | 15% | $12.5B | $2.4B | Oral Care; Personal Health Care | Crest, Oral-B, Vicks, Metamucil, Pepto-Bismol, Neurobion |
| **Fabric & Home Care** | 35% | 35% | $30.3B | $5.6B | Fabric Care; Home Care | Tide, Ariel, Downy, Gain, Cascade, Dawn, Fairy, Febreze, Mr. Clean, Swiffer |
| **Baby, Feminine & Family Care** | 24% | 24% | $20.4B | $3.9B | Baby Care; Feminine Care; Family Care | Pampers, Luvs, Always, Always Discreet, Tampax, Bounty, Charmin, Puffs |
| Corporate | n/a | n/a | $0.9B | $(23)M | Incidental businesses, divestiture gains/losses, financing, restructuring, tax reconciliation | — |

**Market positions the company claims.** Hair care: global leader, ~20% share. Personal
care: #2, ~20% share. Skin care: Olay a top global facial skin care brand, ~5% share.
Grooming: global leader with >50% share; blades and razors >60%; ~30% of male electric
shavers. Oral care: leader with nearly 30% share. Fabric care: global leader, >35% share
in the markets where it competes. Home care: >30% share. Baby care: >30% global share.
Feminine care: global leader with nearly 30% share; menstrual care nearly 35%; adult
incontinence >15%. Family care is predominantly North American — Bounty near 40% and
Charmin over 25% North American share.

**Customer concentration.** Walmart and its affiliates were approximately 16% of total
sales in fiscal 2026, 2025 and 2024. No other customer exceeded 10%. The top ten
customers were approximately 43% of net sales in fiscal 2026 and 2025, and 42% in 2024.

**Strategic framework.** Five integrated choices: a focused portfolio of daily-use
categories where performance drives brand choice; superiority across the five vectors;
productivity; constructive disruption; and a lean, accountable organization. The stated
long-term growth algorithm is organic sales growth above market growth rates, core EPS
growth of mid-to-high single digits, and adjusted free cash flow productivity of 90% or
greater — targeting total shareholder return in the top third of its peer group.
Management explicitly flags that it is adapting execution to changes it observes:
consumers engaging with brands through social platforms, streaming and AI-based search;
retailers selling across multiple platforms and building their own media businesses;
consumers reassessing value across their basket after cumulative inflation; and AI
opening new ways to innovate, produce and market.

**Supply and inputs.** Almost all raw and packaging materials are bought from third
parties, some single-source. The company produces certain raw materials, primarily
chemicals, internally. Fuel, natural gas and derivative products are important
manufacturing and transport inputs. Key commodity exposures are oil-derived materials
such as resins and paper-based materials such as pulp.

**Properties.** 24 owned and operated U.S. manufacturing sites across 18 states, plus 72
sites in 31 other countries. Beauty products are made at 20 locations, Grooming at 17,
Health Care at 19, Fabric & Home Care at 34, and Baby, Feminine & Family Care at 32.
Corporate headquarters in Cincinnati, Ohio is owned; principal regional offices are in
Switzerland, Panama, Singapore, China and the UAE, and shared service centers in Costa
Rica, the UK and the Philippines.

**People.** Approximately 104,000 employees as of June 30, 2026 — down 4% year over year
because of the ongoing restructuring program. 49% are in manufacturing roles, 28% are
located in the United States, 42% of global employees are women and 33% of U.S. employees
identify as multicultural. P&G staffs most senior leadership from within.

**Regulation.** Products and manufacturing are subject to the FDA, EPA, OSHA, FTC and
CPSC in the U.S., to anti-corruption law including the FCPA, and to comparable and in
some cases more stringent regimes abroad, plus expanding environmental, non-financial
reporting, labor, trade, tax and privacy regulation (including GDPR and U.S. state
analogues). The company does not expect compliance expenditures to materially affect
capital spending, earnings or competitive position in fiscal 2027.

---

## Risk factors

*Condensed from the FY2026 10-K, accession 0000080424-26-000103.*

### Macroeconomic and financial

- **Foreign currency.** More than 50% of annual net sales are generated outside the U.S.
  Translation and transaction exposures can cut the dollar value of sales, earnings and
  cash flows, raise supply costs in dollars, and hurt local competitiveness. Largest
  international markets — Greater China, the UK, Canada, Japan and Germany — were about
  21% of fiscal 2026 net sales.
- **Debt and rate exposure.** P&G carries significant debt including floating-rate and
  foreign-currency debt and derivatives. Refinancing and derivative renewal expose it to
  global rate moves and rate differentials; maturity cash outflows on foreign-currency
  debt and derivatives can be hurt by significant appreciation of foreign currencies,
  particularly the euro.
- **Capital and currency controls.** Local cash balances sit in countries with exchange,
  import-authorization or pricing controls; failure to manage these, repatriate earnings,
  or absorb new tariffs, quotas or trade barriers would hurt results.
- **Demand and counterparty hardship.** Recession, inflation, tighter credit for
  suppliers and customers, policy shifts, social unrest or deteriorating relations
  between countries can depress demand and impair collections. If sales, income and cash
  flow fall short, expected share repurchases and dividend payments are at risk.
- **Geopolitics.** Elections, sanctions, export controls, tariffs and retaliation create
  unpredictability. The Russia-Ukraine war has already hurt operations; P&G says it may
  reduce further or discontinue Russian operations, which could bring asset losses,
  plant impairments or working-capital write-downs. Russia was 1% of consolidated net
  sales, net earnings and net assets at June 30, 2026. Middle East conflict adds energy,
  supply chain, inflation and trade-restriction exposure.
- **Credit markets and banking partners.** A credit-rating downgrade or market disruption
  would raise borrowing costs; the company also depends on top-tier banks in key markets
  for credit facilities and for collection, payment and supply chain finance programs.

### Business operations

- **Supply chain disruption**, including sole-supplier and sole-plant arrangements, labor
  disputes, loss of key sites, systems discontinuity, cybersecurity incidents including
  ransomware, misuse of AI, inability to procure raw materials (including water and
  recycled materials), trade-policy shifts, natural disasters, more severe or frequent
  extreme weather, war, terrorism and disease outbreaks.
- **Cost fluctuation** in commodities (petroleum-derived resins, pulp), raw and packaging
  materials, labor, tariffs, transportation, energy, pensions and healthcare — managed
  through pricing, cost-savings projects and sourcing, with consumer reaction to pricing
  itself a risk.
- **Competition**, against global and local branded rivals and retailer private label,
  amid growing online shopping, digital tool growth, media fragmentation, easy category
  entry and growth in hard-discount channels.
- **Customer concentration and trade terms.** Retail consolidation, buying alliances and
  changing negotiation strategies create cost and margin pressure. Failure to agree terms
  with a key customer, or a key customer cutting inventory or shelf space, would hurt.
- **Brand reputation.** Recalls, product-related litigation, defects or impurities,
  changing consumer perception of ingredients, negative perception of plastic and
  petroleum-based packaging, labor or social-practice allegations, cyber incidents,
  privacy failures, counterfeits, and adverse social media can all damage results. P&G
  also flags that consumer and stakeholder perceptions of its citizenship programs vary
  widely and can cut both ways.
- **Third-party dependence** across suppliers, contract manufacturers, distributors,
  banks and joint-venture partners — inherently less control over operations, governance
  and compliance, with third-party actions potentially imputed to the company.
- **Information and operational technology.** P&G states its and its providers' systems
  "have been, and will likely continue to be" subject to viruses, ransomware,
  unauthorized access attempts, denial-of-service, phishing including adversarial AI,
  credential stuffing, data encryption or exfiltration, deep fakes and supply-chain
  software compromise, including from nation-state actors, and that it cannot guarantee
  material breaches will be prevented. New technologies, including AI, may carry biases,
  errors or insufficient data and produce flawed outputs.

### Strategy and organization

- **Innovation.** Growth depends on correctly anticipating accelerating changes in
  consumer habits, protecting IP without infringing others', and marketing effectively
  across fragmented digital and mobile platforms with tightening privacy rules —
  including timely and responsible adoption of AI.
- **M&A, JV and divestiture execution.** Results have been and could be hurt by dilution
  from divested brands or dissolved joint ventures, by acquired-asset values falling
  below book, and by failure to deliver expected cost and growth synergies, which could
  trigger goodwill and intangible impairment.
- **Productivity and talent.** Financial projections assume continued productivity gains
  and cost savings including staffing reductions. Failure to deliver them while still
  investing in growth would hurt results. Leadership transitions, succession planning and
  retention of key employees — especially in growth markets with limited skilled labor —
  are named risks.

### Legal, regulatory and tax

- **Expanding compliance burden** across IP, product liability, product composition and
  ingredients, manufacturing, packaging content and disposal responsibility, marketing,
  antitrust, privacy, cybersecurity, data transfers, AI, environmental, employment,
  healthcare, anti-bribery, trade, tax and financial reporting. Escalating enforcement
  could raise costs and, in the extreme, force P&G to cease manufacturing or sales in
  certain jurisdictions.
- **Tax law change.** The U.S. One Big Beautiful Bill Act enacted in July 2025 extended or
  made permanent many 2017 Tax Cuts and Jobs Act corporate provisions; P&G does not
  anticipate a material impact. The OECD Pillar Two 15% global minimum tax did not have a
  material impact in fiscal 2026, and based on current legislation including the January 5,
  2026 Pillar Two "Side-by-Side Package," P&G does not expect a material future impact —
  while cautioning that this could change as rules are revised and implemented.
- **Tax audits and transfer pricing.** Several audits are in process across jurisdictions.
  P&G estimates its portfolio of advance rulings reduces transfer-pricing uncertainty for
  over 70% of global earnings.

### Named legal matter

On November 22, 2023 P&G's UK subsidiary was notified by the U.K. Environment Agency of
intent to assess a civil penalty for an inadvertent prior failure to secure a required
permit for its London manufacturing site under the EU and UK Emissions Trading Systems.
The site has been properly registered since March 2021 and P&G UK self-reported. In July
2025 the Agency notified P&G UK of intent to impose a civil penalty of less than $2
million; the matter is unresolved. The 10-K discloses no other reportable legal matter,
and management's view is that ordinary-course litigation and environmental remediation
will not materially affect financial position, results or cash flows.

### Named accounting-estimate risk: the Gillette intangible

The Gillette indefinite-lived intangible asset carried $12.8 billion at June 30, 2026.
Following the $1.3 billion pre-tax ($1.0 billion after-tax) impairment recorded in fiscal
2024, annual testing in the quarter ended December 31, 2025 showed fair value exceeding
carrying value by greater than 10% — a thin cushion the company itself calls "susceptible
to impairment risk." Sensitivities disclosed cover a 25 bp increase in the discount rate,
a 25 bp decrease in short-term and residual growth rates, and a 50 bp decrease in the
royalty rate. All other goodwill reporting units and indefinite-lived intangibles have
fair values that significantly exceed carrying value.

---

## Management's discussion and analysis — fiscal 2026

*From the FY2026 10-K, accession 0000080424-26-000103.*

### Headline results

| Measure | FY2026 | FY2025 | Change |
|---|---|---|---|
| Net sales | $87.0B | $84.3B | +3% |
| Organic sales | — | — | +1% |
| Operating income | $19.7B | $20.4B | −3% ($703M) |
| Net earnings | $16.1B | $16.1B | +$79M |
| Net earnings attributable to P&G | $16.0B | $15.97B | +$72M |
| Diluted EPS | $6.62 | $6.51 | +2% |
| Core EPS | $6.89 | $6.83 | +1% |
| Operating cash flow | $19.6B | $17.8B | +10% |
| Adjusted free cash flow | $15.8B | $14.6B | +8% |
| Adjusted free cash flow productivity | 100% | 87% | +13 pts |

The shape of the year: a 3% top line built entirely on 2% favorable foreign exchange and
1% pricing, with volume and mix flat, while operating margin fell 160 basis points to
22.7%. Net earnings edged up despite the lower operating profit, on a $922 million swing
in other non-operating income that the 10-K attributes to two items — the absence of the
prior-year Argentina liquidation charge and the current-year gain on dissolution of the
Glad joint venture ($343 million pre-tax, $261 million after tax). Net earnings
attributable to P&G rose just $72 million; strip out the Glad gain and they fell roughly
1.2%. Neither year's bottom line is free of one-time effects, and underlying operating
profit went backwards.

### Net sales drivers by segment (FY26 vs FY25)

| Segment | Volume | FX | Price | Mix | Net sales growth |
|---|---|---|---|---|---|
| Beauty | +4% | +2% | +1% | — | +7% |
| Grooming | (1)% | +3% | +2% | — | +4% |
| Health Care | (2)% | +3% | +2% | +1% | +4% |
| Fabric & Home Care | — | +1% | +1% | — | +2% |
| Baby, Feminine & Family Care | (1)% | +2% | — | — | +1% |
| **Total company** | — | +2% | +1% | — | **+3%** |

### Margins

**Gross margin fell 100 basis points to 50.2%.** Drags: 120 bp unfavorable product mix;
70 bp product and packaging investments; 60 bp higher restructuring costs; 30 bp net
tariff impact (higher costs net of recognized recoveries); 20 bp higher commodity costs;
10 bp unfavorable FX; 10 bp other and rounding. Offsets: 180 bp of manufacturing
productivity savings and 40 bp from higher pricing.

**SG&A rose 6% to $23.9 billion, up 60 bp to 27.5% of sales**, driven by marketing
spending up 80 bp as a percentage of sales. Overhead was flat as a percentage of sales —
wage inflation and restructuring spending offset by productivity. Productivity-driven
savings delivered 160 bp of benefit within SG&A.

**Operating margin fell 160 bp to 22.7%.**

### Below the line

Interest expense $877 million (down $30 million); interest income $430 million (down $39
million). Other non-operating income/(expense), net swung up $922 million to $1.1
billion on the Argentina and Glad items described above. Earnings before income
taxes rose 1% to $20.4 billion. The effective tax rate rose to 20.8% from 20.3% on lower
excess tax benefits from share-based compensation and unfavorable geographic mix,
partially offset by discrete uncertain-tax-position movements and the prior-year Argentina
charge. FX added roughly $224 million to net earnings.

### Segment results

**Beauty** — net sales +7% to $16.0 billion (volume +4%, FX +2%, price +1%); organic
sales +5%; segment global market share down 0.3 points. Hair care net sales up high single
digits on volume growth in Latin America, Europe and Asia Pacific (innovation) offset by a
North American decline from competitive activity; category share down 0.5 points. Personal
care up high single digits with volume growth in every region, led by Greater China, North
America and Europe; category share up 0.2 points. Skin care up mid-single digits on
favorable mix from super-premium SK-II and FX, offset by a Greater China volume decline
from competitive activity; category share down 0.6 points. Net earnings −2% to $2.7
billion; net earnings margin down 140 bp; gross margin down 100 bp on unfavorable mix and
higher commodity costs.

**Grooming** — net sales +4% to $6.9 billion (FX +3%, price +2%, volume −1%); organic
sales +1%; segment share down 0.4 points. Volume fell in IMEA (distribution loss) and
North America (market contraction), offset by Latin America gains from added distribution.
Net earnings −3% to $1.5 billion; margin down 160 bp; gross margin down 90 bp on
unfavorable mix; a higher effective tax rate from geographic mix also weighed.

**Health Care** — net sales +4% to $12.5 billion (FX +3%, price +2%, mix +1%, volume
−2%); organic sales +1%; segment share up 0.4 points. Oral care up low single digits on FX
and premium paste/power brush mix, with volume down in Greater China (market contraction
and competition) and North America; organic sales flat, with a mid-teens decline in Greater
China offsetting Europe. Personal health care up mid-single digits on North American
pricing and FX, with volume down in North America on lower cough and cold incidence;
category share up 0.5 points. Net earnings −1% to $2.4 billion; margin down 100 bp.

**Fabric & Home Care** — net sales +2% to $30.3 billion (FX +1%, price +1%, volume flat);
organic sales +1%; segment share unchanged. Fabric care organic sales flat — Latin America
mid-single-digit and North America low-single-digit growth offset by a European decline
from competitive activity; category share down 0.4 points. Home care organic sales up low
single digits led by high-single-digit Latin America growth; category share up 0.3 points.
Net earnings −4% to $5.6 billion; margin down 110 bp; gross margin down 140 bp on
unfavorable mix and higher commodity costs.

**Baby, Feminine & Family Care** — net sales +1% to $20.4 billion (FX +2%, volume −1%);
organic sales −1%, the only segment to decline; segment share down 0.2 points. Baby care
organic sales up low single digits with Greater China up 20% on innovation and IMEA up
mid-single digits, against a North American decline from competitive activity; category
share up 0.3 points. Feminine care organic sales flat; volume down in IMEA and Europe
(competition) and Greater China (market contraction); share down 0.2 points. Family care —
predominantly North American — net sales down low single digits on merchandising
investments and competitive volume loss; North American category share down 0.7 points.
Net earnings −2% to $3.9 billion; margin down 50 bp.

**Corporate** — net sales +16% to $919 million from incidental businesses. Corporate net
earnings improved $504 million to a $23 million loss, reflecting the absence of the prior
year's Argentina restructuring charges and the current-year Glad dissolution gain, partly
offset by current-year restructuring charges.

### Recent developments the 10-K calls out

- **Focused Portfolio, Supply Chain and Productivity Plan.** Announced June 2025. The
  10-K puts total before-tax restructuring costs at approximately $1.5 to $2.0 billion
  over two years, including costs under this plan and the ongoing program; over half was
  incurred in fiscal 2026, the remainder expected in fiscal 2027. It includes a reduction
  of up to 7,000 non-manufacturing overhead personnel by the end of fiscal 2027. Fiscal
  2026 incremental restructuring charges were $903 million after tax; restructuring
  accruals of $336 million at June 30, 2026 sit in current liabilities; roughly 67% of
  the before-tax fiscal 2026 charges are or will be cash-settled. Charges are funded by
  and reported within Corporate. (The July 29, 2026 earnings release frames the same plan
  as approximately $1 to $1.6 billion of before-tax *non-core* restructuring costs — a
  narrower measure than the 10-K's total, which includes the ongoing program.)
- **Glad joint venture.** The joint venture agreement with The Clorox Company expired in
  January 2026. Clorox purchased P&G's minority interest at fair market value for $476
  million; P&G accounted for it as a dissolution and recorded a $261 million after-tax
  gain.
- **U.S. tariffs.** On February 20, 2026 the U.S. Supreme Court ruled tariffs imposed
  under the International Emergency Economic Powers Act invalid. P&G had paid
  approximately $200 million in IEEPA tariffs that may be recoverable; it recognized
  recovery of half that amount in the quarter ended June 30, 2026. (The Q3 filing in
  April 2026 had recognized none of it.)
- **Prior-period items still shaping comparisons.** The limited market portfolio
  restructuring completed in the quarter ended September 30, 2024 with the substantial
  liquidation of Argentine operations — $801 million after tax of total incremental
  charges in that quarter, $1.2 billion after tax over the whole program, comprised
  primarily of the non-cash recycling of accumulated translation losses, of which the
  translation-loss charge itself was $752 million before tax. The current year carried a
  smaller version of the same thing: per Note 3, P&G substantially liquidated its
  Pakistan operations in the quarter ended June 30, 2026 and recorded a $131 million
  before-tax non-cash charge for accumulated foreign currency translation losses. On the
  like-for-like basis, then, Pakistan's $131 million compares with Argentina's $752
  million, not with the $801 million after-tax total. Fiscal 2024 also carried the $1.3
  billion pre-tax Gillette intangible impairment.

### Cash flow, liquidity and capital returns

Operating cash flow was $19.6 billion, up 10% — a rebound off a working-capital-depressed fiscal 2025 that
still leaves it roughly 1.5% below fiscal 2024's $19.8 billion. Net earnings adjusted for
non-cash items produced roughly $19.5 billion; working capital and other contributed $29
million.
Receivables released $84 million with DSO down one day; inventories consumed $641 million
on higher safety stock and new initiatives with days on hand up two; payables generated
$919 million; other items used $333 million, mainly the final 2017 U.S. Tax Act
transitional tax payment and lower postretirement accruals.

Investing used $4.6 billion, mainly capital expenditures and net investment hedge
settlements, partly offset by Glad dissolution proceeds. Financing used $14.5 billion,
mainly dividends and treasury stock purchases, against roughly $2.6 billion of new
long-term debt raised in November 2025 — essentially the whole year's long-term issuance.
On November 3, 2025 P&G closed public offerings of €1.0 billion across two euro tranches
and $1.25 billion across two dollar tranches (accession 0001193125-25-262609), followed on
November 4, 2025 by $258.9 million of floating rate notes due 2075 (accession
0001193125-25-264728), all under the existing shelf registration.

Total debt was $34.1 billion at June 30, 2026 — $11.3 billion due within one year and
$22.8 billion long-term — down slightly from $34.5 billion a year earlier, against $9.9
billion of cash and equivalents and $54.3 billion of shareholders' equity.

At June 30, 2026 current liabilities exceeded current assets by $12.5 billion, largely
accounts payable, short-term borrowings and debt due within one year — a structural
feature P&G expects to fund from operations. $8.9 billion of cash and equivalents sat at
foreign subsidiaries, primarily in Europe and Asia, with no expected material
repatriation restriction or tax. Short-term ratings were P-1 (Moody's) and A-1+ (S&P);
long-term Aa3 and AA−, all stable. Backup liquidity is an $8.0 billion bank facility
split into a $3.2 billion five-year tranche expiring October 2030 and a $4.8 billion
364-day tranche expiring October 2026, both undrawn with no cross-default, ratings
triggers or material-adverse-event clauses after signing. Supply chain finance confirmed
obligations outstanding rose to $6.176 billion from $5.790 billion; payment terms under
that program generally run 60 to 180 days.

**Capital returned.** Over $15 billion in fiscal 2026 — $10.2 billion of dividends and
$5.0 billion of share repurchases, per the July 29, 2026 earnings release (accession
0000080424-26-000093). The repurchase plan announced July 29, 2025 for approximately $5
billion ended June 30, 2026 having bought exactly that. In the June quarter alone P&G
repurchased 5,933,639 shares at an average $147.46. Fiscal 2026 dividends per share were
$4.26. The April 14, 2026 declaration (accession 0000080424-26-000048) raised the
quarterly dividend 3% to $1.0885 — the 70th consecutive annual increase, against 136
consecutive years of dividend payments. Approximately 6 million common shareowners as of
June 30, 2026.

**Pension assumptions.** Fiscal 2026 average return-on-assets assumptions were 6.0% for
pension plan assets and 8.5% for other post-retirement benefit assets; a 100 bp change in
both would move annual after-tax expense by roughly $160 million. The average defined
benefit pension discount rate was 4.6% and the OPRB discount rate 6.0%; 100 bp moves
would shift after-tax expense by roughly $35 million and $20 million respectively.

**Hedging.** Interest rate, currency and commodity exposures are managed centrally,
prioritizing natural offsets from the diversified portfolio over financial instruments;
currency hedging uses forwards and swaps generally under 18 months. P&G had **no**
financial commodity hedging activity in fiscal 2026 or 2025, and states that near-term
rate or currency moves at a 95% confidence level would not materially affect its
financial statements.

---

## Current period and recent trends

### Fourth quarter (April–June 2026)

*From the unaudited fourth-quarter figures in the earnings release furnished on Form 8-K
July 29, 2026, accession 0000080424-26-000093.*

P&G's fiscal year ends June 30, so the April–June quarter is never covered by a quarterly
report — the only standalone presentation of it is the company's earnings release. The
figures in this section are therefore unaudited press-release figures, condensed and not
subject to the review procedures that apply to a Form 10-Q or to the independent
auditor's examination behind the annual financial statements. The full fiscal year they
close out is audited and appears in the 10-K.

Net sales $21.2 billion, +2% (FX +1%, rounding +1%; volume, price and mix each neutral);
organic sales unchanged. Diluted EPS $1.26, −15%; core EPS $1.43, −3%; currency-neutral
core EPS −5%. Operating cash flow $5.1 billion, net earnings $3.1 billion, adjusted free
cash flow productivity 133%.

Reported gross margin fell 60 bp; core gross margin was flat, with 160 bp of productivity
savings, 40 bp of net tariff benefit from recognized recoveries, 20 bp of other items and
10 bp of pricing offset by 120 bp of unfavorable mix, 70 bp of product and package
reinvestment and 40 bp of higher commodity costs. Reported SG&A rose 160 bp as a
percentage of sales; core SG&A rose 130 bp, as 410 bp of reinvestment (primarily
marketing) plus 20 bp of other items were only partly offset by 300 bp of productivity
savings. Reported operating margin fell 220 bp; excluding 90 bp of non-core restructuring,
core operating margin fell 130 bp, and included 460 bp of gross productivity savings.

Segment organic sales for the quarter: Beauty +4%, Grooming flat, Health Care −1%, Fabric
& Home Care flat, Baby/Feminine/Family Care −2%. Within them: hair care and personal care
each up mid-single digits; skin care flat as SK-II mix offset a Greater China volume
decline; oral care down mid-single digits on North America and Greater China volume;
personal health care up mid-single digits; fabric care up low single digits; home care
down low single digits; baby care up low single digits led by Greater China; feminine care
down low single digits on European volume; family care down mid-single digits.

CEO Shailesh Jejurikar characterized fiscal 2026 as "a year of foundation building while
continuing to grow sales and profit and return high levels of cash to shareowners despite
a very challenging geopolitical and economic environment," and said the company expects
to "accelerate growth from semester-to-semester" in fiscal 2027 with investments funded
by a strong productivity program.

### Fiscal 2027 guidance

*From the same July 29, 2026 earnings release, accession 0000080424-26-000093.*

- All-in sales growth of 1% to 3%; organic sales growth of 1% to 3%, which includes a 30
  to 50 basis point headwind from brand, product form and go-to-market discontinuations.
- Diluted EPS growth of 1% to 5% off fiscal 2026's $6.62, including expected non-core
  restructuring charges of $0.13 to $0.17 per share.
- Core EPS growth of in-line to 3% off $6.89 — a range of $6.89 to $7.11, midpoint $7.00,
  or roughly +1.5%.
- Identified headwinds: approximately $1 billion after tax from higher raw materials,
  energy and transportation costs; $150 million after tax from higher net interest
  expense; $150 million after tax from lower non-operating income; $50 million after tax
  from unfavorable FX. Combined, $0.56 per share, or an eight-point drag on core EPS
  growth.
- Core effective tax rate approximately 20%, in line with fiscal 2026.
- Capital spending of 4.5% to 5.5% of net sales.
- Adjusted free cash flow productivity of 85% to 90%; approximately $10 billion of
  dividends and approximately $5 billion of share repurchases.

### Third quarter (January–March 2026), for interim context

*From the Form 10-Q for the quarter ended March 31, 2026, accession 0000080424-26-000060.*

Net sales rose 7% to $21.2 billion (FX +4%, volume +2%, price +1%); organic sales +3%.
Gross margin fell 150 bp to 49.5% — 180 bp unfavorable mix, 100 bp product and packaging
investment, 50 bp higher restructuring, 50 bp higher tariff costs (no IEEPA tariff
recovery had been recognized at that point), 10 bp commodities and 20 bp other, against
210 bp of manufacturing productivity and 50 bp of pricing. SG&A rose 7% to $5.9 billion
and 10 bp to 28.0% of sales. Operating income was flat at $4.6 billion with operating
margin down 150 bp to 21.5%. Other non-operating income rose $327 million to $537 million
on the Glad dissolution gain. The effective tax rate was 20.8% versus 18.6%.
Net earnings $4.0 billion, +4%; diluted EPS $1.63, +6%; core EPS $1.59, +3%. Nine-month
net sales were $65.8 billion, +4%, with organic sales +2%, diluted EPS $5.36 (+7%) and
core EPS $5.46 (+2%); nine-month operating cash flow $14.4 billion and adjusted free cash
flow $11.7 billion at 92% productivity.

---

## Subsequent events

**Thorne acquisition — $3.8 billion.** On August 4, 2026 — the same day the 10-K was
filed — P&G entered into an agreement to acquire **Thorne**, a premium wellness and
supplement brand in the vitamins, minerals and supplements category, for **$3.8 billion**.
The company expects the transaction to close in the second quarter of fiscal 2027, subject
to regulatory approval and customary closing conditions. This is the sole item in the
10-K's subsequent-event note (Note 15, accession 0000080424-26-000103) and would extend
the Health Care segment's personal health care franchise into VMS at scale.

**Board leadership change.** On July 29, 2026 P&G announced that Jon R. Moeller,
Executive Chairman, would retire from that role and from the Board effective July 31,
2026, remaining with the company through August 14, 2026. Shailesh G. Jejurikar,
President and CEO and a director, was appointed Chairman of the Board effective August 1,
2026, in addition to his existing responsibilities. The non-employee directors
reappointed Joseph Jimenez as independent Lead Director. Moeller had served 38 years,
including as CFO, COO, CEO and Executive Chairman. (Form 8-K filed July 29, 2026,
accession 0000080424-26-000094.)

**Dividend declared.** On July 14, 2026 the Board declared a quarterly dividend of
$1.0885 per share on the Common Stock and on the Series A and Series B ESOP Convertible
Class A Preferred Stock, payable on or after August 17, 2026 to holders of record July
24, 2026. (Form 8-K filed July 14, 2026, accession 0000080424-26-000082.)

No post-period financings, divestitures or litigation outcomes were disclosed beyond the
above.