Proctor and Gamble 2016 Annual Report Download - page 81

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The Procter & Gamble Company 67
shares of The Procter & Gamble Company subject to an
exchange ratio of .975 shares of P&G stock per share of Gillette
stock. Only employees previously employed by The Gillette
Company prior to October 1, 2005 are eligible to receive grants
under this plan.
The plan was designed to attract, retain and motivate
employees of The Gillette Company and, until the effective
date of the merger between The Gillette Company and The
Procter & Gamble Company, non-employee members of the
Gillette Board of Directors. Under the plan, eligible
participants are: (i) granted or offered the right to purchase
stock options, (ii) granted stock appreciation rights and/or
(iii) granted shares of the Company's common stock or
restricted stock units (and dividend equivalents). Subject to
adjustment for changes in the Company's capitalization and
the addition of any shares authorized but not issued or
redeemed under The Gillette Company 1971 Stock Option
Plan, the number of shares to be granted under the plan is not
to exceed 19,000,000 shares.
Except in the case of death of the recipient, all stock options
and stock appreciation rights must expire no later than ten years
from the date of grant. The exercise price for all stock options
granted under the plan must be equal to or greater than the fair
market value of the Company's stock on the date of grant. Any
common stock awarded under the plan may be subject to
restrictions on sale or transfer while the recipient is employed,
as the committee administering the plan may determine.
If a recipient of a grant leaves the Company while holding an
unexercised option or right: (1) any unexercisable portions
immediately become void, except in the case of death,
retirement, special separation (as those terms are defined in the
plan) or any grants as to which the Compensation Committee
of the Board of Directors has waived the termination
provisions; and (2) any exercisable portions immediately
become void, except in the case of death, retirement, special
separation, voluntary resignation that is not for Good Reason
(as those terms are defined in the plan) or any grants as to which
the Compensation Committee of the Board of Directors has
waived the termination provisions.
Additional information required by this item is incorporated
by reference to the 2016 Proxy Statement filed pursuant to
Regulation 14A, beginning with the section entitled Security
Ownership of Management and Certain Beneficial Owners and
up to but not including the section entitled Section 16(a)
Beneficial Ownership Reporting Compliance.
Item 13. Certain Relationships and Related Transactions and
Director Independence.
The information required by this item is incorporated by
reference to the following sections of the 2016 Proxy Statement
filed pursuant to Regulation 14A: the subsections of the
Corporate Governance section entitled Director Independence
and Review and Approval of Transactions with Related
Persons.
Item 14. Principal Accountant Fees and Services.
The information required by this item is incorporated by
reference to the following section of the 2016 Proxy Statement
filed pursuant to Regulation 14A: Report of the Audit
Committee, which ends with the subsection entitled Services
Provided by Deloitte.
PART IV
Item 15. Exhibits and Financial Statement Schedules.
1. Financial Statements:
The following Consolidated Financial Statements of The
Procter & Gamble Company and subsidiaries, management's
report and the reports of the independent registered public
accounting firm are incorporated by reference in Part II, Item 8
of this Form 10-K.
• Management's Report on Internal Control over Financial
Reporting
• Report of Independent Registered Public Accounting Firm
on Internal Control over Financial Reporting
• Report of Independent Registered Public Accounting Firm
on Consolidated Financial Statements
• Consolidated Statements of Earnings - for years ended
June 30, 2016, 2015 and 2014
• Consolidated Statements of Other Comprehensive
Income - for years ended June 30, 2016, 2015 and 2014
• Consolidated Balance Sheets - as of June 30, 2016 and
2015
• Consolidated Statements of Shareholders' Equity - for
years ended June 30, 2016, 2015 and 2014
• Consolidated Statements of Cash Flows - for years ended
June 30, 2016, 2015 and 2014
• Notes to Consolidated Financial Statements
2. Financial Statement Schedules:
These schedules are omitted because of the absence of the
conditions under which they are required or because the
information is set forth in the Consolidated Financial
Statements or Notes thereto.