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FORM 5500 DATA

The Procter & Gamble Profit Sharing Trust and Employee Stock Ownership Plan

Overview

Plan Information

  • Plan Year07/01/2018 — 06/30/2019
  • Date of Plan07/01/1944
  • Net Assets as of 06/30/2019 $17,464,554,014
  • Plan Number2
  • Plan Type Single Employer
  • Is the plan collectively bargained?Yes
  • Did the plan file for an extension of time or the DFVC Program? No
  • Plan Funding Arrangement Trust
  • Plan Benefit Arrangement Trust

Participant Information as of 06/30/2019

  • Active (Eligible) Participants24,867
  • Retired or separated participants receiving benefits737
  • Other retired or separated participants entitled to future benefits32,261
  • Subtotal57,865
  • Deceased participants whose beneficiaries are receiving or are entitled to receive benefits422
  • Total58,287
  • Total number of participants as of 07/01/201857,968
  • Number of participants with account balances53,048
  • Number of participants that terminated employment during the plan year with accrued benefits that were less than 100% vested314

Expenses

  • Total Benefit Payments$0
  • Corrective Distributions$0
  • Administrative Service Providers$0
  • Other Expenses$0
  • Total Expenses$0
  • Total Transfers$0

Sponsor Information

  • AddressP and G Tax Division Po Box 599
  • CityCincinnati
  • StateOH
  • Zip45201
  • Telephone(513) 983-7777
  • EIN31-0411980
  • Industry Code325600

Plan Administrator Information

  • Administrator NameThe Procter & Gamble U.S. Business Services Company
  • AddressTe-3 Attn - Paul Augustine 2 Procter and Gamble Plaza
  • CityCincinnati
  • StateOH
  • Zip45202-3315
  • Telephone(513) 983-7777
  • Administrator EIN26-0048600

Audit Information

  • Audit StatusAudited
  • AuditorDeloitte & Touche LLP
  • Auditor EIN13-3891517
  • Audit OpinionUnqualified
  • Audit Type Full Audit

Benefits Provided Under the Plan

Code Benefit Description
2A Age/Service Weighted or New Comparability or Similar Plan Age/Service Weighted Plan: Allocations are based on age, service, or age and service. New Comparability or Similar Plan: Allocations are based on participant classifications and a classification(s) consists entirely or predominantly of highly compensated employees; or the plan provides an additional allocation rate on compensation above a specified threshold, and the threshold or additional rate allowed under the permitted disparity rules of section 401(l)
2C Money purchase A pension plan, other than a target benefit plan that requires a fixed percentage of compensation to be contributed to each eligible employee.
2E Profit-sharing A defined contribution plan that allows employer discretionary contributions. These plans often contain a 401(k) feature.
2H Partial participant-directed account plan Participants have the opportunity to direct the investment of a portion of the assets allocated to their individual accounts, regardless of whether 29 CFR 2550.404c-1 is intended to be met.
2I Stock bonus A stock bonus plan is a type of profit-sharing by which a corporation uses its own stock to make contributions and distributions.
2P Leveraged ESOP An Employee Stock Ownership Plan (ESOP) that acquires employer securities with borrowed money or other debt-financing techniques.
3H Controlled Group Plan sponsor(s) is (are) a member(s) of a controlled group (Code sections 414(b), (c), or (m)).
3I Employer Securities Limitations Plan requiring that all or part of employer contributions be invested and held, at least for a limited period, in employer securities.

Questions and Answers

Question Answer Amount
During the plan year did the employer fail to transmit to the plan any participant contributions within the time period described in 29 CFT 2510.3-102? No
Were any loans by the plan or fixed income obligations due the plan in default as of the close of plan year or classified during the year as uncollectible? Disregard participant loans secured by participant's account balance. No
Were any leases to which the plan was a party in default or classified during the year as uncollectible? No
Were there any nonexempt transactions with any party-in-interest? No
Was this plan covered by a fidelity bond? Yes $10,000,000
Did the plan have a loss, whether or not reimbursed by the plan's fidelity bond, that was caused by fraud or dishonesty? No
Did the plan hold any assets whose current value was neither readily determinable on an established market nor set by an independent third party appraiser? No
Did the plan receive any noncash contributions whose value was neither readily determinable on an established market nor set by an independent third party appraiser? No
Did the plan have assets held for investment? Yes
Were any plan transactions or series of transactions in excess of 5% of the current value of plan assets? Yes
Were all the plan assets either distributed to participants or beneficiaries, transferred to another plan, or brought under the control of the PBGC? No
Has the plan failed to provide any benefit when due under the plan? No
If this is an individual account plan, was there a blackout period? No
If there was a blackout period, have you either provided the required notice or one of the exceptions to providing the notice applied under 29 CFR 2520.101-3? No

Financials

Income and Expense Statement

Income $5,702,719,174
Contributions $231,169,122
Cash Contributions $231,169,122
Cash from Employers $231,169,122
Cash from Participants $0
Others (including rollovers) $0
Noncash Contributions $0
Total Earnings on Investments $5,471,550,052
Total Interest $9,601,810
Interest-Bearing Cash $6,571,121
U.S. Government Securities $0
Corporate Debt Instruments $0
Loans (other than to participants) $3,030,689
Participant Loans $0
Interest from Other Investments $0
Total Dividends $456,531,788
Preferred Stock $262,625,746
Common Stock $193,906,042
Rents $0
Net gain (loss) on sale of assets $182,986,803
Aggregate Proceeds $1,194,338,211
Aggregate Carrying Amount $1,011,351,408
Total Unrealized Appreciation (depreciation) of assets $4,731,051,527
Real Estate $0
Other $4,731,051,527
Net investment gain (loss) from common/collective trusts $91,378,124
Net investment gain (loss) from pooled separate accounts $0
Net investment gain (loss) from master trust investment accounts $0
Net investment gain (loss) from 103-12 investment entities $0
Net investment gain (loss) from registered investment companies $0
Other Income $0
Expenses $1,281,565,028
Total Benefit Payments $1,206,553,420
Directly to participants or beneficiaries, including direct rollovers $1,206,553,420
To insurance carriers for the provision of benefits $0
Other Benefit Payment Fees $0
Corrective Distributions $0
Certain deemed distributions of participant loans $1,514,327
Interest expense $70,931,709
Total Administrative Expenses $2,565,572
Professional Fees $431,891
Contract Administrator Fees $1,680,893
Investment Advisory and management fees $452,788
Other Administrative Fees $0
Net Income $4,421,154,146
Transfers of Assets to this Plan $0
Transfers of Assets from this Plan $129,300,118

Asset and Liability Statement

06/30/2019 06/30/2018 Change YOY
Total Assets $18,688,875,333 $14,457,247,406 29.27%
Total noninterest-bearing cash $0 $0 0.0%
Receivables $264,238,790 $283,304,543 -6.73%
Employer Contributions $231,191,451 $250,497,543 -7.71%
Participant Contributions $0 $0 0.0%
Other Contributions $33,047,339 $32,807,000 0.73%
General Investments $7,413 $399,393 -98.14%
Interest-bearing cash $7,413 $399,393 -98.14%
U.S. Government Securities $0 $0 0.0%
Corporate Debt Instruments $0 $0 0.0%
Preferred $0 $0 0.0%
All Other $0 $0 0.0%
Corporate Stocks $12,781,828 $14,681,724 -12.94%
Preferred $0 $0 0.0%
Common $12,781,828 $14,681,724 -12.94%
Partnership/joint venture interests $0 $0 0.0%
Real estate (other than employer real property) $0 $0 0.0%
Loans (other than to participants) $0 $0 0.0%
Participants Loans $59,129,345 $67,359,356 -12.22%
Value of interest in common/collective trusts $1,939,262,601 $1,546,652,749 25.38%
Value of interest in pooled separate accounts $0 $0 0.0%
Value of interest in master trust investment accounts $0 $0 0.0%
Value of interest in 103-12 investment entities $0 $0 0.0%
Value of interest in registered investment companies $0 $0 0.0%
Value of funds held in insurance co. general account $0 $0 0.0%
Other Investments $0 $0 0.0%
Employer-related Investments $16,413,455,356 $12,544,849,641 30.84%
Employer Securities $16,413,455,356 $12,544,849,641 30.84%
Employer Real Property $0 $0 0.0%
Buildings and other property used in plan operation $0 $0 0.0%
Total Liabilities $1,224,321,319 $1,284,547,420 -4.69%
Benefit Claims Payable (1) $45,635,260 $44,068,357 3.56%
Operating Payables (1) $121,894 $110,883 9.93%
Acquisition Indebtedness (1) $1,144,802,260 $1,203,071,865 -4.84%
Other liabilities (1) $33,761,905 $37,296,315 -9.48%
Net Assets $17,464,554,014 $13,172,699,986 32.58%

Service Providers

Persons Receiving Only Eligible Indirect Compensation

There is no information on eligible indirect compensation for this plan.

Other Service Providers Receiving Direct or Indirect Compensation

Name Nature of Service Relationship to Plan Sponsor Direct Compensation Paid by Plan Indirect Compensation Paid by Plan Total Compensation
Alight Solutions LLC Recordkeeping and information management (computing, tabulating, data processing, etc.), Direct payment from the plan NONE $1,680,893 $0 $1,680,893
Northern Trust Company Trustee (bank, trust company, or similar financial institution), Direct payment from the plan, Float revenue, Soft dollars commissions, Securities brokerage commissions and fees NONE $428,191 $0 $428,191
Blackrock Trustee (bank, trust company, or similar financial institution), Trustee (discretionary), Investment management, Direct payment from the plan, Investment management fees paid directly by plan, Other fees NONE $357,177 $0 $357,177
State Street Bank & Trust Co. Custodial (other than securities), Custodial (securities), Investment management, Direct payment from the plan, Investment management fees paid directly by plan, Investment management fees paid indirectly by plan NONE $95,611 $0 $95,611
Total $2,561,872 $0 $2,561,872

Indirect Compensation

There are no service providers with indirect compensation listed for this plan.

Service Providers Who Fail or Refuse to Provide Information

There are no service providers who failed or refused to provide information.

Termination Information on Accountants and Enrolled Actuaries

There is no termination information for this plan.

Investments

Investments

Name of Investment Investment Manager Type of Investment Dollar Value
Msci Acwi Imi Index Non-Lend Fund F Blackrock Institutional Trust Co Na DFE: Common/Collective Trust $498,092,801
Us Debt Index Non-Lend Fund F Blackrock Institutional Trust Co Na DFE: Common/Collective Trust $294,131,508
Equity Index Non-Lendable Fund F Blackrock Institutional Trust Co Na DFE: Common/Collective Trust $263,771,317
Short-Term Investment Fund Blackrock Institutional Trust Co Na DFE: Common/Collective Trust $242,698,758
Russell 2000 Index Non-Lend Fund F Blackrock Institutional Trust Co Na DFE: Common/Collective Trust $194,359,914
Msci Acwi Ex-Us Index Non-Lend Fd F Blackrock Institutional Trust Co Na DFE: Common/Collective Trust $152,085,969
Us St Govt Cr Bond Ind Nl Sf Cl A State Street Bank and Trust Company DFE: Common/Collective Trust $116,519,799
Real Ret X-Natl Res Eq Nl Fd Cl A State Street Global Advisors Trust Company DFE: Common/Collective Trust $90,916,761
Nt Coltv Short Term Investment Fund Northern Trust Investments, Inc. DFE: Common/Collective Trust $86,685,774
Total $1,939,262,601

Insurance Information

Insurance Information

There are no insurance carriers listed for this plan.