UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
Proxy Statement Pursuant to Section 14(a)
of the Securities Exchange Act of 1934
(Amendment No. )
Filed by the Registrant x
Filed by a Party other than the
Registrant ¨
Check the appropriate box:
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Preliminary Proxy Statement |
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Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
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Definitive Proxy Statement |
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Definitive Additional Materials |
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Soliciting Material Pursuant to §240.14a-12 |
The Procter & Gamble Company
(Name of Registrant as Specified In Its
Charter)
Payment of Filing Fee (Check the
appropriate box):
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Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11. |
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Title of each class of securities to which the transaction applies: |
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Aggregate number of securities to which the transaction applies: |
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Per unit price or other underlying value of the transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee is
calculated and state how it was determined): |
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Proposed maximum aggregate value of the transaction: |
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Fee paid previously with preliminary materials. |
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Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid
previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing. |
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Amount Previously Paid: |
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Form, Schedule or Registration Statement No.: |
EXHIBIT INDEX
Each of the exhibits hereto may be deemed soliciting materials within the meaning of the Securities Exchange Act of 1934, as amended (the Act), and the regulations of the Securities and
Exchange Commission issued thereunder.
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EXHIBIT |
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99.1 |
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Form of Notice of Internet Availability of Proxy Materials (Notice) to be sent to shareholders of the Registrant in connection with the Registrants 2015 Annual Meeting of
Shareholders. |
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99.2 |
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Form of Instructions to be sent to shareholders of the Registrant with the Notice in connection with the Registrants 2015 Annual Meeting of Shareholders. |
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99.3 |
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Form of reminder message to be sent to shareholders of the Registrant who have not voted their shares prior to October 6, 2015 in connection with the Registrants 2015 Annual Meeting of
Shareholders. |
Exhibit 99.1
*** Exercise Your Right to Vote ***
Important Notice
Regarding the Availability of Proxy Materials for the
Shareholder Meeting to Be Held on October 13, 2015.
THE PROCTER & GAMBLE COMPANY
Meeting Information
Meeting Type: Annual
For holders as of: August 14, 2015
Date: October 13, 2015 Time: 9:00 a.m.
Location: General Offices of the
Procter
& Gamble Company
1 Procter
& Gamble Plaza
Cincinnati, OH 45202
You are receiving this communication because you hold shares in the company named above.
This is not a ballot. You cannot use this notice to vote these shares. This communication presents only an overview of the more complete
proxy materials that are available to you on the Internet. You may view the proxy materials online at www.proxyvote.com or easily request a paper copy (see reverse side).
We encourage you to access and review all of the important information contained in the proxy materials before voting.
See
the reverse side of
this notice to
obtain proxy materials and
voting instructions.
Before You Vote
How to Access the Proxy Materials
Proxy Materials Available to VIEW or RECEIVE:
NOTICE AND PROXY STATEMENT ANNUAL REPORT
How to View Online:
Have the information that is printed in the box marked by the arrow
(located on the following page) and visit: www.proxyvote.com.
How to Request and
Receive a PAPER or E-MAIL Copy:
If you want to receive a paper or e-mail copy of these documents, you must request
one. There is NO charge for requesting a copy. Please choose one of the following methods to make your request:
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1) BY INTERNET: |
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www.proxyvote.com |
2) BY TELEPHONE: |
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1-800-579-1639 |
3) BY E-MAIL*: |
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sendmaterial@proxyvote.com |
* If requesting materials by e-mail, please send a blank e-mail with the information that is printed in the box marked by the
arrow
(located on the following page) in the subject line.
Requests,
instructions and other inquiries sent to this e-mail address will NOT be forwarded to your investment advisor. Please make the request as instructed above on or before September 29, 2015 to facilitate timely delivery.
How To Vote
Please Choose One of the Following Voting Methods
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Vote By Internet: To
vote now by Internet, go to www.proxyvote.com. Have the information that is printed in the box marked by the arrow
available and follow the instructions. Vote By Phone: To vote now by telephone, dial 1-800-690-6903, using any touch-tone telephone. Have the information that is printed in the box marked by the arrow
available and follow the instructions. Vote By Mail: You can vote by mail by requesting a paper copy of the materials, which will include a proxy card.
Vote In Person: To vote and/or attend the meeting, go to the shareholder meeting registration link at
www.proxyvote.com. At the meeting, you will need to request a ballot to vote these shares. |
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Voting Items |
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The Board of Directors recommends a vote FOR
the following action: |
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Nominees:
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1e. |
Susan Desmond-Hellmann |
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1h. |
W. James McNerney, Jr. |
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1k. |
Mary Agnes Wilderotter |
The Board of Directors recommends a vote FOR the following proposals:
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Ratify Appointment of the Independent Registered Public Accounting Firm |
3. |
Advisory Vote on the Companys Executive Compensation (the Say on Pay vote) |
The Board of Directors recommends a vote AGAINST the following proposal:
4. |
Shareholder Proposal Proxy Access
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Exhibit 99.2
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How to vote your shares
Dear P&G Shareholder,
As a part owner of The Procter & Gamble Company, you have an integral role
in determining how the Company is run. You express your views through your proxy vote. Exercising your right to vote is an important part of the governance process.
What is included in this mailing?
Proxy materials for the 2015 P&G Annual Meeting are now available.
The enclosed notice instructs you how to view the proxy
and vote your shares.
The enclosed notice is informational only. It is
NOT used to submit your vote.
So, what do I do? How do I vote?
1. Follow the instructions on page 2 of
the enclosed notice for choices on how to view the proxy materials and vote your shares.
2. Review the summary of proposals
(page 3 of the notice) to be voted on at the 2015 Annual Meeting.
3. VOTE YOUR
SHARES! |
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Voting your shares allows your voice to be heard and supports the long-term success of P&G
through good corporate governance. P&G thanks you for exercising your right to vote and for your continued confidence in our Company.
Exhibit 99.3
**REMINDER ANNUAL MEETING AND VOTING NOTIFICATION**
If you received this e-mail, our records
show that you are an employee of Procter & Gamble who has regular access to e-mail or you have consented to receive shareholder communications and to submit voting instructions via the Internet or by telephone. You may have given this
consent:
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by enrolling at http://enroll.icsdelivery.com/pg; or |
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during a prior vote at ProxyVote.com. Please read the instructions carefully before proceeding. |
Our records indicate that you have not voted your shares for Procter & Gambles 2015 Annual Meeting.
In connection with Procter & Gambles 2015 Annual Meeting of Shareholders, this e-mail describes how to access proxy materials and
submit your voting instructions.
Important Notice Regarding the Availability of Proxy Materials
GENERAL INFORMATION
This
message represents ALL of your holdings in Procter & Gamble stock. If you are an employee and have profit sharing shares or ISOP shares in your name, those shares are represented along with any additional shares you may hold.
This is a NOTIFICATION of:
THE
PROCTER & GAMBLE COMPANY 2015 Annual Meeting of Shareholders
MEETING DATE: October 13, 2015
RECORD DATE: August 14, 2015
CUSIP NUMBER: 742718
The meeting will be held at The Procter & Gamble Company General Offices, 1 Procter & Gamble Plaza, Cincinnati, OH, at 9:00 a.m. on Tuesday, October 13. If you would like to attend the
meeting in person, we encourage you to register for admission before 11:59 p.m. (EST) on Monday, October 12. You may register for yourself and one guest by visiting
www.proxyvote.com and following the instructions provided, or by calling 1-888-796-3713 (you will need the control number listed
below). At the entrance to the meeting, we will verify your registration and request to see a valid form of photo identification, such as a drivers license or passport.
CONTROL NUMBER: 012345678901
VOTING OVER THE INTERNET OR BY TELEPHONE
Internet and telephone votes are accepted until 11:59
p.m. (EST) on October 12, 2015. You can enter your voting instructions and view the proxy materials at the Internet sites listed below.
The first site listed below is a secure site and is the preferred link. The second site listed below is for Internet browsers that do not support a secure site.
PROCTER & GAMBLE EMPLOYEES SHOULD USE THE SECURE LINK.
For our secure site:
https://www.ProxyVote.com
For our non-secure site:
http://www.ProxyVote.com
If your e-mail software supports it, you can simply click on the above link. To access ProxyVote.com using one of the links above, you
will need the control number identified above and your four-digit PIN:
* If you are a P&G employee, your PIN is the last four digits of your Social Security number. If
you are a non-U.S. employee without a Social Security number, your PIN is the last four-digits of your computer Logon ID
(T
number).
* If you are a shareholder who consented to receive proxy materials electronically at either ProxyVote.com or
http://enroll.icsdelivery.com/pg, the PIN is the four-digit number you selected at the time of your consent.
* If you wish to vote by
telephone, please call 1-800-690-6903.
You will need the CONTROL NUMBER above to enter your voting instructions.
PROXY MATERIALS
Proxy
materials can also be found at the following Internet site:
Proxy Statement
https://materials.proxyvote.com/Approved/742718/20150815/NPS_218090/
Annual Report
https://materials.proxyvote.com/Approved/742718/20150815/AR_218158/
TO RECEIVE PAPER COPIES OF PROXY MATERIALS:
If you consented to receive proxy materials electronically via ProxyVote.com or http://enroll.icsdelivery.com/pg and wish to receive paper copies of
proxy materials in the future or otherwise revoke your consent, you may do so at http://enroll.icsdelivery.com/pg.
COSTS
There are no charges
to you to vote over the Internet or by telephone, other than nominal costs associated with electronic access, such as usage charges from Internet service providers and telephone companies.
QUESTIONS OR COMMENTS
Please REPLY to this e-mail with any comments or questions about ProxyVote.com. (Please include the original text and subject line of this message
for identification purposes.)
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