P&G Rejects 31% Discounted Mini-Tender Offer and Declares $1.0568 Dividend

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P&G urges shareholders to reject Potemkin’s unsolicited offer to buy up to 50,000 shares at $100 each, a 31% discount to the Dec.18 closing price of $145.52, expiring Oct.13, 2026 with a 14-day withdrawal window. P&G declared a $1.0568 quarterly dividend payable Feb.17, 2026 to shareholders of record Jan.23, 2026.

1. P&G Urges Shareholders to Reject Potemkin Mini-Tender Offer

Procter & Gamble has publicly advised its common stockholders against tendering shares in the unsolicited mini-tender offer by Potemkin Limited, which proposes to acquire up to 50,000 P&G shares at $100.00 per share. That offer price represents a 31 percent discount to the stock’s closing price on December 18, 2025. P&G noted that the offer is subject to numerous conditions, lacks the regulatory protections afforded larger tender offers, and may be extended at Potemkin’s discretion beyond its current October 13, 2026 5:00 p.m. New York City expiration. Shareholders who have already tendered may withdraw their shares within 14 days of delivery of their acceptance form to the depositary. P&G is not associated with Potemkin or its offer and has urged investors to consult their broker or financial advisor and obtain current market quotations before making any decision.

2. Board Declares Quarterly Dividend of $1.0568 Per Share

P&G’s Board of Directors approved a quarterly dividend of $1.0568 per share on both its Common Stock and its Series A and B ESOP Convertible Class A Preferred Stock, payable on or after February 17, 2026. The dividend will be paid to shareholders of record as of the close of business on January 23, 2026 (common stock) and as of the start of business on the same date (preferred stock). This announcement marks P&G’s 135th consecutive year of paying dividends and extends its streak of annual dividend increases to 69 years, underscoring the company’s commitment to returning cash to its shareholders.

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