Procter & Gamble Company (PG)

Introduction

Since its founding in 1837, the Company has prospered through changing economic cycles and huge social and political changes. Our focus throughout this time has not changed: we provide branded products that improve the lives of the world’s consumers. The management and employees of the Company pursue this mission knowing that our investors have entrusted us to continue the Company’s long-standing record of creating and marketing excellent, branded products that can generate sustainable profits over time.

The Company management and the Board of Directors are stewards of our resources and reputation. Our goal is to generate sustainable, industry-leading investment returns. Most of our executives have spent the majority of their professional careers here. This experience strengthens our connection to our consumers, retail customers, suppliers, investors and employees. Various programs throughout the Company, including our compensation system, recognize the importance of this stewardship. Leadership is critical to achieving our short-term and long-term goals. This Compensation Discussion and Analysis explains the principles, objectives and features of our executive compensation programs and shows how the compensation of our leaders aligns with our corporate objectives.

      The Compensation & Leadership Development Committee of the Board of Directors is responsible for ensuring that the Company’s executive compensation policies, practices and systems are competitive and reflect the long-term interests of shareholders. None of us has been an officer or recent employee of the Company, and each of us is considered independent for purposes of applicable New York Stock Exchange listing standards as well as the Independence Guidelines. You can learn more about the Committee’s purpose, responsibilities, structure and other details by reading the Committee’s charter and the Company’s Committee Charter Appendix which can be found in the corporate governance section of the Company’s corporate website, www.pg.com.

      We are also responsible for reporting on the Company’s executive compensation each year, as part of the annual proxy statement. This Report explains: