pg-20250930

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

(Mark one)


x			True			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the Quarterly Period Ended September 30, 2025


o			False			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

THE PROCTER & GAMBLE COMPANY

(Exact name of registrant as specified in its charter)

Ohio

1-434

31-0411980

(State of Incorporation)

(Commission File Number)

(I.R.S. Employer Identification Number)

One Procter & Gamble Plaza

Cincinnati

One Procter & Gamble Plaza, Cincinnati, Ohio

45202

(Address of principal executive offices)

(Zip Code)

(513) 983-1100

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading Symbol	Name of each exchange on which registered
Common Stock, without Par Value	PG	NYSE
0.110% Notes due 2026	PG26D	NYSE
3.250% EUR Notes due 2026	PG26F	NYSE
4.875% EUR Notes due May 2027	PG27A	NYSE
1.200% Notes due 2028	PG28	NYSE
3.150% EUR Notes due 2028	PG28B	NYSE
1.250% Notes due 2029	PG29B	NYSE
1.800% Notes due 2029	PG29A	NYSE
6.250% GBP Notes due January 2030	PG30	NYSE
0.350% Notes due 2030	PG30C	NYSE
0.230% Notes due 2031	PG31A	NYSE
3.250% EUR Notes due 2031	PG31B	NYSE
5.250% GBP Notes due January 2033	PG33	NYSE
3.200% EUR Notes due 2034	PG34C	NYSE
1.875% Notes due 2038	PG38	NYSE
0.900% Notes due 2041	PG41	NYSE

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes þ No o

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).

Yes þ No o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act.

Large accelerated filer

Accelerated filer

Non-accelerated filer

Smaller reporting company

False

Emerging growth company

False

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. ¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes o No þ False

There were 2,336,733,549 shares of Common Stock outstanding as of September 30, 2025.


FORM 10-Q TABLE OF CONTENTS			Page
PART I	Item 1.	Financial Statements	1
		Consolidated Statements of Earnings	1
		Consolidated Statements of Comprehensive Income	1
		Consolidated Balance Sheets	2
		Consolidated Statements of Shareholders' Equity	3
		Consolidated Statements of Cash Flows	4
		Notes to Consolidated Financial Statements	5
		Note 1: Basis of Presentation	5
		Note 2: New Accounting Pronouncements and Policies	5
		Note 3: Segment Information	5
		Note 4: Goodwill and Intangible Assets	7
		Note 5: Earnings Per Share	8
		Note 6: Share-Based Compensation and Postretirement Benefits	9
		Note 7: Risk Management Activities and Fair Value Measurements	9
		Note 8: Accumulated Other Comprehensive Income/(Loss)	11
		Note 9: Commitments and Contingencies	11
		Note 10: Supplier Finance Programs	12
		Note 11: Restructuring Program	12
	Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations	13
	Item 3.	Quantitative and Qualitative Disclosures About Market Risk	24
	Item 4.	Controls and Procedures	24
PART II	Item 1.	Legal Proceedings	24
	Item 1A.	Risk Factors	24
	Item 2.	Unregistered Sales of Equity Securities, Use of Proceeds and Issuer Purchases of Equity Securities	24
	Item 5.	Other Information	25
	Item 6.	Exhibits	26
		Signature	27

The Procter & Gamble Company 1

PART I. FINANCIAL INFORMATION


Item 1.			Financial Statements

THE PROCTER & GAMBLE COMPANY AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF EARNINGS


	Three Months Ended September 30
Amounts in millions except per share amounts	2025		2024
NET SALES	$	22,386	$	21,737
Cost of products sold	10,887		10,421
Selling, general and administrative expense	5,643		5,519
OPERATING INCOME	5,856		5,797
Interest expense	(197)		(238)
Interest income	108		135
Other non-operating income/(expense), net	268		(554)
EARNINGS BEFORE INCOME TAXES	6,034		5,140
Income taxes	1,253		1,152
NET EARNINGS	4,781		3,987
Less: Net earnings attributable to noncontrolling interests	31		28
NET EARNINGS ATTRIBUTABLE TO PROCTER & GAMBLE	$	4,750	$	3,959

NET EARNINGS PER COMMON SHARE (1)
Basic	$	2.00	$	1.65
Diluted	$	1.95	$	1.61

(1)Basic net earnings per common share and Diluted net earnings per common share are calculated on Net earnings attributable to Procter & Gamble.

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME


	Three Months Ended September 30
Amounts in millions	2025		2024
NET EARNINGS	$	4,781	$	3,987
OTHER COMPREHENSIVE INCOME/(LOSS), NET OF TAX
Foreign currency translation	(20)		1,026
Unrealized gains/(losses) on investment securities	(2)		2
Unrealized gains/(losses) on defined benefit postretirement plans	3		(21)
TOTAL OTHER COMPREHENSIVE INCOME/(LOSS), NET OF TAX	(19)		1,007
TOTAL COMPREHENSIVE INCOME	4,762		4,994
Less: Comprehensive income attributable to noncontrolling interests	24		28
TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO PROCTER & GAMBLE	$	4,737	$	4,965

See accompanying Notes to Consolidated Financial Statements.

2 The Procter & Gamble Company

THE PROCTER & GAMBLE COMPANY AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS


Amounts in millions			September 30, 2025		June 30, 2025
Assets
CURRENT ASSETS
Cash and cash equivalents			$	11,171	$	9,556
Accounts receivable			6,487		6,185
INVENTORIES
Materials and supplies			2,072		2,022
Work in process			1,041		1,012
Finished goods			4,735		4,516
Total inventories			7,848		7,551
Prepaid expenses and other current assets			1,612		2,100
TOTAL CURRENT ASSETS			27,118		25,392
PROPERTY, PLANT AND EQUIPMENT, NET			24,119		23,897
GOODWILL			41,643		41,650
TRADEMARKS AND OTHER INTANGIBLE ASSETS, NET			21,818		21,910
OTHER NONCURRENT ASSETS			12,901		12,381
TOTAL ASSETS			$	127,599	$	125,231

Liabilities and Shareholders' Equity
CURRENT LIABILITIES
Accounts payable			$	15,609	$	15,227
Accrued and other liabilities			10,756		11,318
Debt due within one year			11,631		9,513
TOTAL CURRENT LIABILITIES			37,995		36,058
LONG-TERM DEBT			24,315		24,995
DEFERRED INCOME TAXES			5,893		5,774
OTHER NONCURRENT LIABILITIES			5,844		6,120
TOTAL LIABILITIES			74,048		72,946
SHAREHOLDERS’ EQUITY
Preferred stock			770		777
Common stock – shares issued –	September 2025	4,009.2
	June 2025	4,009.2	4,009		4,009
Additional paid-in capital			68,917		68,770
Reserve for ESOP debt retirement			(637)		(672)
Accumulated other comprehensive loss			(12,156)		(12,143)
Treasury stock			(139,845)		(138,702)
Retained earnings			132,212		129,973
Noncontrolling interest			281		272
TOTAL SHAREHOLDERS’ EQUITY			53,551		52,284
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY			$	127,599	$	125,231

See accompanying Notes to Consolidated Financial Statements.

The Procter & Gamble Company 3

THE PROCTER & GAMBLE COMPANY AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY


	Three Months Ended September 30, 2025
Dollars in millions; shares in thousands	Common Stock		Preferred Stock	Additional Paid-In Capital	Reserve for ESOP Debt Retirement	Accumulated Other Comprehensive Income/(Loss)	Treasury Stock	Retained Earnings	Noncontrolling Interest	Total Shareholders' Equity
	Shares	Amount
BALANCE JUNE 30, 2025	2,341,994	$4,009	$777	$68,770	($672)	($12,143)	($138,702)	$129,973	$272	$52,284
Net earnings								4,750	31	4,781
Other comprehensive income/(loss)						(13)			(6)	(19)
Dividends and dividend equivalents ($1.0568 per share):
Common								(2,482)		(2,482)
Preferred								(73)		(73)
Treasury stock purchases	(8,025)						(1,258)			(1,258)
Employee stock plans	1,954			146			110			255
Preferred stock conversions	811		(7)	1			6			—
ESOP debt impacts					35			44		79
Noncontrolling interest, net				—					(16)	(16)
BALANCE SEPTEMBER 30, 2025	2,336,734	$4,009	$770	$68,917	($637)	($12,156)	($139,845)	$132,212	$281	$53,551


	Three Months Ended September 30, 2024
Dollars in millions; shares in thousands	Common Stock		Preferred Stock	Additional Paid-In Capital	Reserve for ESOP Debt Retirement	Accumulated Other Comprehensive Income/(Loss)	Treasury Stock	Retained Earnings	Noncontrolling Interest	Total Shareholders' Equity
	Shares	Amount
BALANCE JUNE 30, 2024	2,357,051	$4,009	$798	$67,684	($737)	($11,900)	($133,379)	$123,811	$272	$50,559
Net earnings								3,959	28	3,987
Other comprehensive income/(loss)						1,006			1	1,007
Dividends and dividend equivalents ($1.0065 per share):
Common								(2,378)		(2,378)
Preferred								(72)		(72)
Treasury stock purchases	(11,552)						(1,942)			(1,942)
Employee stock plans	8,769			417			492			910
Preferred stock conversions	774		(7)	1			6			—
ESOP debt impacts					30			41		71
Noncontrolling interest, net				—					—	—
BALANCE SEPTEMBER 30, 2024	2,355,042	$4,009	$791	$68,102	($707)	($10,893)	($134,823)	$125,361	$300	$52,141

See accompanying Notes to Consolidated Financial Statements.

4 The Procter & Gamble Company

THE PROCTER & GAMBLE COMPANY AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS


	Three Months Ended September 30
Amounts in millions	2025		2024
CASH, CASH EQUIVALENTS AND RESTRICTED CASH, BEGINNING OF PERIOD	$	9,556	$	9,482
OPERATING ACTIVITIES (1)
Net earnings	4,781		3,987
Depreciation and amortization	761		728
Share-based compensation expense	121		105
Deferred income taxes	53		184
Loss/(gain) on sale of assets	(3)		794


Change in accounts receivable	(305)		(134)
Change in inventories	(303)		(188)
Change in accounts payable	648		90

Other	(344)		(1,264)
TOTAL OPERATING ACTIVITIES	5,408		4,302
INVESTING ACTIVITIES
Capital expenditures	(1,200)		(993)
Proceeds from asset sales	8		45
Acquisitions, net of cash acquired	(5)		(6)
Other investing activity	(338)		(154)
TOTAL INVESTING ACTIVITIES	(1,535)		(1,108)
FINANCING ACTIVITIES
Dividends to shareholders	(2,549)		(2,445)
Additions to short-term debt with original maturities of more than three months	1,123		4,090
Reductions in short-term debt with original maturities of more than three months	(1,800)		(571)
Net additions/(reductions) to other short-term debt	2,108		(444)

Reductions in long-term debt	(3)		(70)
Treasury stock purchases	(1,250)		(1,939)
Impact of stock options and other	134		745
TOTAL FINANCING ACTIVITIES	(2,239)		(634)
EFFECT OF EXCHANGE RATE CHANGES ON CASH, CASH EQUIVALENTS AND RESTRICTED CASH	(20)		116
CHANGE IN CASH, CASH EQUIVALENTS AND RESTRICTED CASH	1,615		2,675
CASH, CASH EQUIVALENTS AND RESTRICTED CASH, END OF PERIOD	$	11,171	$	12,156

(1)Certain prior period amounts within Operating Activities have been reclassified for consistency with the current period presentation. These reclassifications had no effect on the previously reported Total Operating Activities.

See accompanying Notes to Consolidated Financial Statements.

The Procter & Gamble Company 5

THE PROCTER & GAMBLE COMPANY AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

1. Basis of Presentation

The accompanying unaudited Consolidated Financial Statements of The Procter & Gamble Company and subsidiaries ("the Company," "Procter & Gamble," "P&G," "we" or "our") should be read in conjunction with the Company’s Annual Report on Form 10-K for the fiscal year ended June 30, 2025. We have prepared these statements in conformity with accounting principles generally accepted in the United States (U.S. GAAP) pursuant to the rules and regulations of the U.S. Securities and Exchange Commission (SEC) for interim financial information. Note that certain columns and rows may not add due to rounding. In the opinion of management, the accompanying Consolidated Financial Statements contain all normal recurring adjustments necessary to present fairly the financial position, results of operations and cash flows for the interim periods reported. However, the results of operations included in such financial statements may not necessarily be indicative of annual results.

2. New Accounting Pronouncements and Policies

In December 2023, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2023-09, “Income Taxes: Improvements to Income Tax Disclosures”. This guidance requires consistent categories and greater disaggregation of information in the rate reconciliation and disclosures of income taxes paid by jurisdiction. This amendment is effective for our fiscal year ending June 30, 2026. This guidance will require additional disclosures in the Income Tax footnote but will not have a material impact on our Consolidated Financial Statements.

In November 2024, the FASB issued ASU No. 2024-03, “Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures: Disaggregation of Income Statement Expenses”. This guidance requires disclosures about significant expense categories, including but not limited to, inventory purchases, employee compensation, depreciation, amortization and selling expenses. This amendment is effective for our fiscal year ending June 30, 2028 and our interim periods within the fiscal year ending June 30, 2029. We are currently assessing the impact of this guidance on our disclosures.

In September 2025, the FASB issued ASU No. 2025-06, “Intangibles—Goodwill and Other—Internal-Use Software: Targeted Improvements to the Accounting for Internal-Use Software”. This guidance amends the accounting for and disclosure of software costs. This amendment is effective for our fiscal year ending June 30, 2029 and the interim periods within that fiscal year. We are currently assessing the impact of this guidance on our Consolidated Financial Statements.

No other new accounting pronouncement issued or effective during the fiscal year had, or is expected to have, a material impact on our Consolidated Financial Statements.

3. Segment Information

Under U.S. GAAP, our operating segments are aggregated into five reportable segments: 1) Beauty, 2) Grooming, 3) Health Care, 4) Fabric & Home Care and 5) Baby, Feminine & Family Care. Our five reportable segments are comprised of:

•Beauty: Hair Care (Conditioners, Shampoos, Styling Aids, Treatments); Personal Care (Antiperspirants and Deodorants, Personal Cleansing); Skin Care (Facial Moisturizers, Cleaners and Treatments);

•Grooming: Grooming (Appliances, Female Blades & Razors, Male Blades & Razors, Pre- and Post-Shave Products, Other Grooming);

•Health Care: Oral Care (Toothbrushes, Toothpastes, Other Oral Care); Personal Health Care (Gastrointestinal, Pain Relief, Rapid Diagnostics, Respiratory, Vitamins/Minerals/Supplements, Other Personal Health Care);

•Fabric & Home Care: Fabric Care (Fabric Enhancers, Laundry Additives, Laundry Detergents); Home Care (Air Care, Dish Care, P&G Professional, Surface Care); and

•Baby, Feminine & Family Care: Baby Care (Baby Wipes, Taped Diapers and Pants); Feminine Care (Adult Incontinence, Menstrual Care); Family Care (Paper Towels, Tissues, Toilet Paper).

Amounts in millions of dollars except per share amounts or as otherwise specified.

6 The Procter & Gamble Company

Operating segments as a percentage of consolidated net sales are as follows:

% of Net sales by operating segment (1)