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As Of Filer Filing For·On·As Docs:Size 4/19/18 Procter & Gamble Co 10-Q 3/31/18 71:6.6M |
Document/Exhibit Description Pages Size 1: 10-Q Fy1718 Q3 Jfm 10-Q HTML 897K 2: EX-10.1 Company's Form of Separation Agreement & Release HTML 60K 3: EX-10.2 Company's Form of Separation Letter & Release HTML 39K 4: EX-12 Computation of Ratio of Earnings to Fixed Charges HTML 40K 5: EX-31.1 Rule 13A-14(A)/15D-14(A) Certification Chief HTML 30K Executive Officer 6: EX-31.2 Rule 13A-14(A)/15D-14(A) Certification Chief HTML 30K Financial Officer 7: EX-32.1 Section 1350 Certifications Chief Executive HTML 24K Officer 8: EX-32.2 Section 1350 Certifications Chief Financial HTML 24K Officer 15: R1 Document and Entity Information HTML 48K 16: R2 Consolidated Statements of Earnings HTML 91K 17: R3 Condolidated Statements of Comprehensive Income HTML 47K 18: R4 Consolidated Balance Sheets HTML 116K 19: R5 Consolidated Statements of Cash Flows HTML 111K 20: R6 Basis of Presentation HTML 25K 21: R7 New Accounting Pronouncements and Policies HTML 35K 22: R8 Segment Information HTML 93K 23: R9 Goodwill and Other Intangible Assets HTML 69K 24: R10 Earnings Per Share HTML 106K 25: R11 Share-Based Compensation and Postretirement HTML 40K Benefits 26: R12 Risk Management Activities and Fair Value HTML 107K Measurements 27: R13 Accumulated Other Comprehensive Income (Loss) HTML 52K 28: R14 Restructuring Program HTML 71K 29: R15 Commitments and Contingencies HTML 28K 30: R16 Discontinued Operations HTML 46K 31: R17 Subsequent Event HTML 25K 32: R18 Segment Information (Tables) HTML 93K 33: R19 Goodwill and Other Intangible Assets (Tables) HTML 62K 34: R20 Earnings Per Share (Tables) HTML 106K 35: R21 Share-Based Compensation and Postretirement HTML 37K Benefits (Tables) 36: R22 Risk Management Activities and Fair Value HTML 110K Measurements (Tables) 37: R23 Accumulated Other Comprehensive Income (Loss) HTML 50K (Tables) 38: R24 Restructuring Program (Tables) HTML 66K 39: R25 Discontinued Operations (Tables) HTML 40K 40: R26 New Accounting Pronouncements and Policies - U.S. HTML 43K Tax Reform (Details) 41: R27 Segment Information (Details) HTML 49K 42: R28 Goodwill and Other Intangible Assets - Change in HTML 44K the Net Carrying Amount of Goodwill by Global Business Unit (Details) 43: R29 Goodwill and Other Intangible Assets - HTML 31K Identifiable Intangible Assets (Details) 44: R30 Goodwill and Other Intangible Assets - Additional HTML 40K Information (Details) 45: R31 Goodwill and Other Intangible Assets - Additional HTML 25K Information Other (Details) 46: R32 Goodwill and Other Intangible Assets - Fair Value HTML 34K Sensitivity (Details) 47: R33 Earnings Per Share (Details) HTML 79K 48: R34 Earnings Per Share - Antidilutive Securities HTML 29K (Details) 49: R35 Share-Based Compensation and Postretirement HTML 36K Benefits (Details) 50: R36 Share-Based Compensation and Postretirement HTML 30K Benefits - Additional Information (Details) 51: R37 Risk Management Activities and Fair Value HTML 30K Measurements - Assets Measured at Fair Value on A Recurring Basis (Details) 52: R38 Risk Management Activities and Fair Value HTML 40K Measurements - Additional Information (Details) 53: R39 Risk Management Activities and Fair Value HTML 38K Measurements - Derivative Notional Amounts and Fair Value (Details) 54: R40 Risk Management Activities and Fair Value HTML 28K Measurements - Derivative Notional Amounts and Fair Value - Additional Information (Details) (Details) 55: R41 Risk Management Activities and Fair Value HTML 27K Measurements - Gain (Loss) on Derivative Instruments (Effective Portion) (Details) 56: R42 Risk Management Activities and Fair Value HTML 43K Measurements - Gain (Loss) on Derivative Instruments (Details) 57: R43 Accumulated Other Comprehensive Income (Loss) - HTML 52K Changes in Aoci and Reclassification Out of Aoci (Details) 58: R44 Accumulated Other Comprehensive Income (Loss) - HTML 36K Net of Tax Expense (Benefit) (Details) 59: R45 Restructuring Program - Additional Information HTML 44K (Details) 60: R46 Restructuring Program - Restructuring Reserve by HTML 45K Type of Costs (Details) 61: R47 Restructuring Program - Restructuring Costs Per HTML 41K Segment (Details) 62: R48 Commitments and Contingencies - Additional HTML 29K Information (Details) 63: R49 Discontinued Operations - Additional Information HTML 40K (Details) 64: R50 Discontinued Operations - Additional Information HTML 24K on Tables (Details) 65: R51 Discontinued Operations - Net Earnings From HTML 55K Discontinued Operations for Beauty Brands (Details) 66: R52 Discontinued Operations - Cash Flows for Beauty HTML 37K Brands (Details) 67: R53 Subsequent Event - Additional Information HTML 26K (Details) 69: XML IDEA XML File -- Filing Summary XML 123K 14: XML XBRL Instance -- fy1718q3jfm10-qreport_htm XML 1.66M 68: EXCEL IDEA Workbook of Financial Reports XLSX 61K 10: EX-101.CAL XBRL Calculations -- pg-20180331_cal XML 190K 11: EX-101.DEF XBRL Definitions -- pg-20180331_def XML 575K 12: EX-101.LAB XBRL Labels -- pg-20180331_lab XML 1.06M 13: EX-101.PRE XBRL Presentations -- pg-20180331_pre XML 728K 9: EX-101.SCH XBRL Schema -- pg-20180331 XSD 121K 70: JSON XBRL Instance as JSON Data -- MetaLinks 251± 380K 71: ZIP XBRL Zipped Folder -- 0000080424-18-000034-xbrl Zip 225K
Exhibit |
Employment Separation Date: | Your
last day of employment with P&G will be [ ], which will be your “Employment Separation Date” for purposes of this letter. |
Vacation: | You will receive payment for your accrued but unused vacation as of your Employment Separation Date, which sum will be paid to you in accordance with P&G policy and applicable laws. You will not accrue any additional vacation following your Employment Separation Date. |
STAR Award | As
of your Employment Separation Date, if you were otherwise eligible for a STAR award and you worked at least 28 days (4 calendar weeks) during the fiscal year, you will receive a pro-rated STAR award for the fiscal year. Your STAR award will be pro-rated by dividing the number of calendar days during the fiscal year from July 1 through your Employment Separation Date by 365. Your STAR award will be paid in cash in the September (but no later than September 15th) immediately following the end of the fiscal year in which your employment terminates with P&G. |
Separation Payment [Optional]: | P&G will, within thirty (30) calendar days after your Employment
Separation Date, provide you with a separation payment in the amount of $[ ] (“Separation Payment”) (representing [ ] weeks of pay at your current salary), less applicable state and federal withholdings and deductions, which sum will be paid in one lump sum payment. The Separation Payment will be the only assistance P&G provides upon your separation. Other resources may be available to you as a participant in general compensation and benefit plans, which it will be your responsibility to identify and make any necessary arrangements upon separation. Amounts you owe to P&G as of your Employment Separation Date, including, but not limited to, wage and/or benefit overpayments and unpaid loans, will also be deducted from the Separation Payment. |
Unemployment
Compensation Benefits [Optional]: | Your Separation Payment will be allocated to the [ ] week period following your Employment Separation Date. |
Special Retirement (“Rule of 70”) [Optional]: | P&G will agree to allow the “Rule of 70” to apply to you, but only for purposes of eligibility for retiree health
care benefits under the Procter & Gamble Retiree Welfare Benefits Plan. The Rule of 70 is a special eligibility rule for retiree health care coverage (including medical, dental, and prescription drug benefits) under the Procter & Gamble Retiree Welfare Benefits Plan that only applies in specific circumstances. The Rule of 70 will apply to you with respect to health care coverage under the Procter & Gamble Retiree Welfare Benefits Plan as long as that Plan continues to exist and as long as the Rule of 70 continues as an eligibility rule for coverage under that Plan. For purposes of this paragraph only, the parties agree that your employment with P&G ended on [ ], and that you were not terminated for cause. The parties also agree that at the time your employment with the
Company ended, you were [ ] years old and had [ ] years of service with the Company, making your full years of age plus full years of service [ ], which is greater than 70. To avoid confusion, other than establishing that the Rule of 70 applies to you for purposes of retiree health care coverage under the Procter & Gamble Welfare Benefits Plan, you are subject to the same terms and conditions of the Procter & Gamble Welfare Benefits Plan, including but not limited to (1) coverage does not begin until you enrolls in the Plan, and once enrolled coverage is only prospective, (2) the monthly premiums required for coverage under the Plan must be paid on time to avoid coverage from terminating, (3) you will become ineligible for coverage under the Plan while you are employed by a direct
competitor of P&G (as determined by P&G’s Chief Human Resources Officer) in an officer and/or director capacity (if you were at Band 5 or below at the time your employment with the Company ended) or in any capacity (if you were at Band 6 or above at the time your employment with the Company ended), and (4) the Company’s reservation of amendment and termination rights with respect to the Plan. |
Retention of Vested & Unvested Equity Awards [Optional]: | Your
separation will be treated as a Special Separation for purposes of any outstanding equity awards granted under the Procter & Gamble 2009 Stock and Incentive Compensation Plan, the Procter & Gamble 2001 Stock and Incentive Compensation Plan, the Procter & Gamble 1992 Stock Plan, or the Gillette Company 2004 Long-Term Incentive Plan and, as a result, you will retain the awards subject to the original terms and conditions of the awards. You will also retain awards granted under the Procter & Gamble 2014 Stock & Incentive Compensation Plan subject to the terms and conditions of those Awards. This Separation Letter & Release does not alter the rights and obligations that you may have under the Procter & Gamble 2014 Stock & Incentive Compensation Plan, the Procter & Gamble 2009 Stock and Incentive Compensation Plan, the Procter & Gamble 2001 Stock
and Incentive Plan, the Procter & Gamble 1992 Stock Plan, and the Gillette Company 2004 Long-Term Incentive Plan. |
Release of Claims - Including Employment Claims: | You hereby release P&G from any and all claims or rights you may have against P&G. The term “P&G” includes The Procter & Gamble Company and any of its present, former and future owners, parents, affiliates and subsidiaries, and its and their directors, officers, shareholders, employees, agents, benefit plans, trustees, fiduciaries, servants, representatives, predecessors, successors and assigns. This release applies to claims
about which you now know or may later discover, and includes but is not limited to: (1) claims arising under the Age Discrimination in Employment Act ("ADEA"), 29 U.S.C. § 621, et seq.; (2) claims arising under any other federal, state or local law, regulation or ordinance or other order that regulates the employment relationship and/or employee benefits; and (3) claims arising out of or relating in any way to your employment with P&G or the conclusion of that employment. This release does not apply to claims that may arise after the date you sign this letter or that may not be released under applicable law. |
Governmental
Agencies: Nothing in this Separation Letter & Release prohibits or prevents you from filing a charge with or participating, testifying, or assisting in any investigation, hearing, or other proceeding before the U.S. Equal Employment Opportunity Commission, the National Labor Relations Board or a similar agency enforcing federal, state or local anti-discrimination laws. However, to the maximum extent permitted by law, you agree that if such an administrative claim is made to such an anti-discrimination agency, you shall not be entitled to recover any individual monetary relief or other individual remedies. Nothing in this Separation Letter & Release prohibits you from: (1) reporting possible violations of federal law or regulations, including any possible securities laws violations, to any governmental agency or entity, including but not limited to the U.S. Department of Justice, the U.S. Securities and Exchange Commission, the U.S. Congress, or any agency Inspector
General; (2) making any other disclosures that are protected under the whistleblower provisions of federal law or regulations; or (3) otherwise fully participating in any federal whistleblower programs, including but not limited to any such programs managed by the U.S. Securities and Exchange Commission and/or the Occupational Safety and Health Administration. You understand you do not need the prior authorization from the Company to make any such reports or disclosures, and you are not required to notify the Company that you have made such reports or disclosures. Moreover, nothing in this Separation Letter & Release prohibits or prevents you from receiving individual monetary awards or other individual relief by virtue of participating in such federal whistleblower programs. | |
Return
of P&G Property: | You agree that by your Employment Separation Date, you will return to P&G in good condition all of its equipment, materials and information that were in your possession, custody or control (including, but not limited to, computers, phones, iPads, tablets files, documents, credit cards, keys and identification badges). You further agree that you will provide your manager with all passwords to P&G electronic communication and data systems before your Employment Separation Date. |
Continuing Cooperation [Optional]: | Regardless of whether you sign this Agreement and in the event it becomes necessary, following your Employment
Separation Date, you are required to cooperate in executing any and all papers required for filing and prosecuting any patent applications and establishing P&G’s ownership of all inventions relating to its business which are made by employees hired to invent or create. You understand that you will not receive any additional compensation for such cooperation. |
No Other Agreements: | Except as specifically set forth in this Paragraph (“No Other Agreements”), this letter supersedes any prior written or oral agreements between P&G and you concerning the termination of your employment and any benefits you might receive following that event. This letter is neither a Negotiated Separation Agreement
under the Procter & Gamble Basic Separation Program nor an agreement under any other separation program or plan sponsored by The Procter & Gamble Company or any of its subsidiaries. This letter does not alter your rights and obligations under the terms of the P&G Profit Sharing and Employee Stock Ownership Plan, other retirement plans, the P&G Stock and Incentive Compensation Plan, and other compensation plans. |