Ownership Submission
FORM 3
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  Pierce Charles E
2. Date of Event Requiring Statement (Month/Day/Year)
03/01/2016
3. Issuer Name and Ticker or Trading Symbol
PROCTER & GAMBLE Co [PG]
(Last)
(First)
(Middle)
ONE PROCTER & GAMBLE PLAZA
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Group President Global Groomin
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

CINCINNATI, OH 45202
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock 11,956.668
D
 
Common Stock 40,058.7494
I
By Retirement Plan Trustee

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(Month/Day/Year)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Units   (1)   (1) Common Stock 1,750.032 $ (2) D  
Restricted Stock Units   (1)   (1) Common Stock 1,553.468 $ (3) D  
Restricted Stock Units   (1)   (1) Common Stock 1,633.558 $ (4) D  
Restricted Stock Units   (1)   (1) Common Stock 1,503.28 $ (5) D  
Restricted Stock Units   (1)   (1) Common Stock 1,642.281 $ (6) D  
Restricted Stock Units   (1)   (1) Common Stock 1,586.554 $ (7) D  
Stock Option (Right to Buy) 02/28/2010 02/28/2017 Common Stock 55,127 $ 63.49 D  
Restricted Stock Units   (1)   (1) Common Stock 1,461.548 $ (8) D  
Stock Option (Right to Buy) 02/28/2011 02/28/2018 Common Stock 55,909 $ 66.18 D  
Restricted Stock Units   (1)   (1) Common Stock 1,541.091 $ (9) D  
Stock Option (Right to Buy) 02/27/2012 02/27/2019 Common Stock 72,660 $ 48.17 D  
Restricted Stock Units   (1)   (1) Common Stock 2,042.395 $ (10) D  
Stock Option (Right to Buy) 09/15/2012 09/15/2019 Common Stock 29,657 $ 55.03 D  
Restricted Stock Units 02/26/2013 02/26/2020 Common Stock 63,212 $ 63.28 D  
Restricted Stock Units   (1)   (1) Common Stock 1,740.899 $ (11) D  
Stock Option (Right to Buy) 09/15/2013 09/15/2020 Common Stock 31,714 $ 61.11 D  
Restricted Stock Units 02/28/2014 02/28/2021 Common Stock 79,303 $ 63.05 D  
Stock Option (Right to Buy)   (1)   (1) Common Stock 1,725.246 $ (12) D  
Stock Option (Right to Buy) 02/28/2015 02/28/2022 Common Stock 88,863 $ 67.52 D  
Restricted Stock Units   (1)   (1) Common Stock 1,915.213 $ (13) D  
Stock Option (Right to Buy) 02/28/2016 02/28/2023 Common Stock 105,015 $ 76.18 D  
Restricted Stock Units   (1)   (1) Common Stock 1,546.742 $ (14) D  
Stock Option (Right to Buy) 09/13/2016 09/13/2023 Common Stock 75,621 $ 79.05 D  
Stock Option (Right to Buy) 02/28/2017 02/28/2024 Common Stock 106,789 $ 78.66 D  
Restricted Stock Units   (1)   (1) Common Stock 1,563.285 $ (15) D  
Stock Option (Right to Buy) 09/15/2017 09/15/2024 Common Stock 46,706 $ 83.87 D  
Stock Option (Right to Buy) 02/27/2018 02/27/2025 Common Stock 98,673 $ 85.13 D  
Restricted Stock Units   (1)   (1) Common Stock 1,531.745 $ (16) D  
Stock Option (Right to Buy) 09/15/2018 09/15/2025 Common Stock 56,464 $ 69.45 D  
Stock Option (Right to Buy) 02/28/2019 02/27/2026 Common Stock 109,603 $ 80.29 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Pierce Charles E
ONE PROCTER & GAMBLE PLAZA
CINCINNATI, OH 45202
      Group President Global Groomin  

Signatures

/s/ Sandra T. Lane, attorney-in-fact for Charles E. Pierce 03/11/2016
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) These units will deliver in shares on retirement from the company, unless delivery is deferred or such shares are contributed to reporting person's deferred compensation account.
(2) Retirement award in the form of Restricted Stock Units which represent a contingent right to receive P&G common stock or cash settlement. Amount and price computed per benefit formula for plan year ended 6/30/2001.
(3) Retirement award in the form of Restricted Stock Units which represent a contingent right to receive P&G common stock or cash settlement. Amount and price computed per benefit formula for plan year ended 6/30/2002.
(4) Retirement award in the form of Restricted Stock Units which represent a contingent right to receive P&G common stock or cash settlement. Amount and price computed per benefit formula for plan year ended 6/30/2003.
(5) Retirement award in the form of Restricted Stock Units which represent a contingent right to receive P&G common stock or cash settlement. Amount and price computed per benefit formula for plan year ended 6/30/2004.
(6) Retirement award in the form of Restricted Stock Units which represent a contingent right to receive P&G common stock or cash settlement. Amount and price computed per benefit formula for plan year ended 6/30/2005.
(7) Retirement award in the form of Restricted Stock Units which represent a contingent right to receive P&G common stock or cash settlement. Amount and price computed per benefit formula for plan year ended 6/30/2006.
(8) Retirement award in the form of Restricted Stock Units which represent a contingent right to receive P&G common stock or cash settlement. Amount and price computed per benefit formula for plan year ended 6/30/2007.
(9) Retirement award in the form of Restricted Stock Units which represent a contingent right to receive P&G common stock or cash settlement. Amount and price computed per benefit formula for plan year ended 6/30/2008.
(10) Retirement award in the form of Restricted Stock Units which represent a contingent right to receive P&G common stock or cash settlement. Amount and price computed per benefit formula for plan year ended 6/30/2009.
(11) Retirement award in the form of Restricted Stock Units which represent a contingent right to receive P&G common stock or cash settlement. Amount and price computed per benefit formula for plan year ended 6/30/2010.
(12) Retirement award in the form of Restricted Stock Units which represent a contingent right to receive P&G common stock or cash settlement. Amount and price computed per benefit formula for plan year ended 6/30/2011.
(13) Retirement award in the form of Restricted Stock Units which represent a contingent right to receive P&G common stock or cash settlement. Amount and price computed per benefit formula for plan year ended 6/30/2012.
(14) Retirement award in the form of Restricted Stock Units which represent a contingent right to receive P&G common stock or cash settlement. Amount and price computed per benefit formula for plan year ended 6/30/2013.
(15) Retirement award in the form of Restricted Stock Units which represent a contingent right to receive P&G common stock or cash settlement. Amount and price computed per benefit formula for plan year ended 6/30/2014.
(16) Retirement award in the form of Restricted Stock Units which represent a contingent right to receive P&G common stock or cash settlement. Amount and price computed per benefit formula for plan year ended 6/30/2015.
 
Remarks:
Pages 1, 2, 3, & 4 for Charles Pierce Form 3 filed on March 11, 2016. Page 5 filed separately.

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, See Instruction 6 for procedure.

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