UNITED STATESSECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM SDSpecialized Disclosure Report

THE PROCTER & GAMBLE COMPANY(Exact name of registrant as specified in its charter)
Ohio(State or other jurisdictionof incorporation)

1-434(Commission File Number)

31-0411980(IRS Employer
Identification Number)

One Procter & Gamble Plaza, Cincinnati, Ohio
(Address of principal executive offices)

45202
Zip Code

Giles Roblyer(513) 983-1100(Name and telephone number, including area code, of the person to contact in connection with this report.)
Check the appropriate box to indicate the rule pursuant to which this form is being filed, and provide the period to which the information in this form applies:
Rule 13p-1 under the Securities Exchange Act (17 CFR 240.13p-1) for the reporting period from January 1 to December 31, 2019.
Section 1 - Conflict Minerals Disclosure
Item 1.01 Conflict Minerals Disclosure and Report
The Procter & Gamble Company (the "Company") is filing this Specialized Disclosure Report (Form SD), including the Conflict Minerals Report attached as Exhibit
1.01 hereto, for the calendar year ended December 31, 2019 to comply with Rule 13p-1 of the Securities Exchange Act of 1934, as amended. This report has
been posted and is publicly available on the Company's website at
http://us.pg.com/sustainability/community-impact/policies-practices/conflict-materials. Information on the Company's website is not and should not be consideredpart of, nor is it incorporated by reference into, this Form SD.
Item 1.02 Exhibit
The Company's Conflict Minerals Report for calendar year 2019 is filed as Exhibit 1.01 of this report and is incorporated herein by reference.
Section 2 - Exhibits
Exhibit No.

Description

1.01

Conflict Minerals Report of The Procter & Gamble Company, as required by Items 1.01 and 1.02 of this Form.
SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned
hereunto duly authorized.
THE PROCTER & GAMBLE COMPANY

BY: /s/ Jon R. Moeller
Jon R. Moeller
Vice Chairman, Chief Operating Officer and Chief Financial Officer
June 1, 2020

Exhibit 1.01
The Procter & Gamble Company
Conflict Minerals Report
This Conflict Minerals Report for the year ended December 31, 2019 is provided by The Procter & Gamble Company (the “Company” ) pursuant to Rule 13p-1 under the Securities
Exchange Act of 1934 (the “Rule”). Under the Rule, we are required to make certain disclosures regarding our manufactured products that contain conflict minerals, provided thoseconflict minerals are necessary to the functionality or production of those products. As defined by the Rule, and for purpose s of this report, the conflict minerals are cassiterite,
columbite-tantalite, gold, wolframite, and their derivatives, which are limited to tin, tantalum, and tungsten (“Conflict Minerals”; tin, tantalum, tungsten and gold collectively are referred
to as “3TG”). References in this report to “we,” “us” or “our” refers to the Company and our subsidiaries, unless otherwise s pecified or unless the context otherwise requires.
As detailed below, based on our reasonable country of origin inquiry, the Company has no reason to believe that the 3TG in any of our products is funding armed conflict in the
Democratic Republic of Congo or an adjoining country (collectively, the “Covered Countries”). However, it remains challenging for many companies and their suppliers (including us
and our suppliers) to gather complete and reliable data. For that reason, we have not been able to rule out the possibility t hat some Conflict Minerals in our products may haveoriginated in the Covered Countries and may not be from recycled or scrap sources. Consequently, we exercised due diligence on the Conflict Minerals’ origin and chain of custody and
we are providing this Conflict Minerals Report to describe our due diligence processes and results.
1.

Company Overview

The Company is a global leader in retail goods, focused on providing branded consumer packaged goods of superior quality and value to our consumers around the world. Our products
are sold in more than 180 countries and territories primarily through mass merchandisers, grocery stores, membership club sto res, drug stores, department stores, salons, high -frequency
stores, and distributors.
The vast majority of the Company’s products do not contain Conflict Minerals. Based on an extensive review of our products, o nly a small number of products were identified as fallingwithin the scope of the Rule: blades and razors, electric charging devices, electric toothbrushes, powered beauty devices, and small electronic appliances.
2. Conflict Minerals Program and Compliance Systems
Our Conflict Minerals Program has been designed to conform, in all material respects, with the framework described in The Organisation for Economic Cooperation and Development(“OECD”) Due Diligence Guidance for Responsible Supply Chains of Minerals from Conflict-Affected and High-Risk Areas (“OECD Guidance”) and the related Supplements for gold andfor tin, tantalum, and tungsten. We are a “downstream company” within the meaning of the OECD Guidance, and, therefore, have designed our Conflict Minerals Program in a mannerconsistent with those portions of the OECD Guidance specifically applicable to downstream companies.
a) Conflict Minerals Policy Statement
The Company has adopted the following Conflict Minerals Policy Statement, which is publicly available on our website at https ://us.pg.com/policies-and-practices/conflict-freematerials/.
We're committed to ensuring that we are not sourcing minerals (tin, tantalum, tungsten, gold) that fund armed groups in the Democra tic Republic of Congo and adjoining countries.
We do not ban sourcing of minerals from this region because such a policy may harm legitimate miners.
We’re taking steps across our entire supply chain to confirm our sourcing does not fund armed groups in the DRC and adjoining countries. As part of this program, we continue tocarry out a reasonable country of origin inquiry on the pro ducts we manufacture and perform supply chain due diligence following the processes and procedures set forth in the
Organisation for Economic Co-operation and Development’s Due Diligence Guidance for Responsible Supply Chains of Minerals from Conflict -Affected and High-Risk Areas. Our
Chief Ethics and Compliance Officer is responsible for the efforts of this team.
We expect suppliers to have a policy in place and implement a system to trace the origin of tin, tantalum, tungsten, and gold supplied to the Company, following the templatedeveloped by the Responsible Minerals Initiative. Suppliers are encouraged to report any ethical concerns or policy violation s, as outlined at http://www.pgsupplier.com/en/pgvalues/report-a-concern.shtml. This reporting mechanism is operated by a third -party supplier to help ensure anonymity.
If any external business partner has challenges in complying with our expectation, we'll attempt to work to address these cha llenges. If compliance cannot be achieved, we willterminate the relationship with the external business partner.
b)Internal Management Systems and Controlsi)Compliance TeamIn order to facilitate our compliance with the Rule, the Company created a multi -functional core team (“Core Team”), which includes representatives from Purchases, Product Supply,
Sustainability, Research & Development, Finance & Accounting, Global Business Services, Corporate Communications, Corporate Compliance, and Legal. The Core Team designed an
extensive Conflict Minerals Program, including, but not limited to, processes for supply chain review, supplier and employee outreach, due diligence, and risk management. Our Chief
Ethics & Compliance Officer is responsible for the efforts of the Core Team.
ii) Control Systems
As a downstream company, the Company does not generally have a direct relationship with mines from which mineral ores are ext racted, or with 3TG smelters and refiners or other
upstream participants. Consequently, we have engaged with other companies through trade associations and industry initiatives , such as the Responsible Business Alliance-Global eSustainability Initiative’s (“RBA-GeSI”) Responsible Minerals Initiative (“RMI”), to improve transparency with respect to smelters and other upstream participan ts in the Conflict
Minerals supply chain.
In addition to our Conflict Minerals Policy, our work is governed by:• our Worldwide Business Conduct Manual, which contains the global standards P&G employees must follow to ensure they uphold P&G’s Purpose, Values and Principles in their
daily work (available at https://us.pg.com/policies-and-practices/worldwide-business-conduct-manual/ );•

our Sustainability Guidelines for External Business Partners, which outline the values we seek in the suppliers with whom we do business (available athttps://www.pgsupplier.com/en-US/png-values/supplier-sustainability/sustainability-ebp); and•

our Human Rights Policy Statement, which outlines our commitment to respect human rights and the expectation that our business partners share this commitment (available athttps://us.pg.com/policies-and-practices/human-rights-statement/).
iii) Supplier Engagement

We have engaged with our suppliers to ensure they are aware of the Rule and the implications for them as suppliers of the Company. The Company communicates with all Compa ny
suppliers that we anticipate would be within the scope of the Rule, informing them that each in-scope supplier is expected to have a conflict minerals policy in place and to implement asystem to trace the origin of any 3TG supplied to the Company, including by collecting the supplier and smelter information c alled for by the conflict minerals reporting templatedeveloped by the RMI (the “Template”), which we provide to each direct supplier. We also provide a Company contact to answer any q uestions the suppliers have regarding
implementation of the Rule.
As described in our Conflict Minerals Policy, we will engage with any of our suppliers if we have reason to believe that the supplier is providing the Company with 3TG that may support
conflict in the Covered Countries, with the goal of establishing an alternative source of 3TG that does not support such conf lict. To date, we have found no instance where there isreason to believe our sourcing of 3TG is being used to fund armed conflict in the Covered Countries; therefore, it has not be en necessary to seek alternative sources or terminate acontract.
iv)

Grievance Mechanism

The Company is committed to creating an environment that fosters open communication. The Company has well -established grievance mechanisms through which both employees andsuppliers can report violations of the law or Company policies. For employees, the C ompany has created the Worldwide Business Conduct Manual Helpline (the “Helpline”), which isstaffed by an independent third party and provides an anonymous way to report concerns about potential violations 24 hours a day, 7 days a week. For suppliers, the Company
encourages them to report any ethical concerns or policy violations, as outlined at http://www.pgsupplier.com/en/pg-values/report-a-concern.shtml. This reporting mechanism isoperated by a third-party supplier to help ensure anonymity.
To date, the Company has received no reports through either mechanism indicating any potential concerns with our Conflict Minerals Policy, our 3TG sourcing, or our Conflict Minerals
Program.
v) Maintenance of Records
The Company has adopted a policy to maintain relevant documentation.
c)

Identify and Assess Risks in the Supply Chain

For 2019, we conducted a review of our direct suppliers to identify suppliers of components and materials used in products within the scope of the Rule. As a result of this review, we
determined that, for 2019, there were 46 direct suppliers within the scope of the Rule.
The breadth and complexity of our supply chain creates a challenge in identifying all parties who are upstream from our direct suppliers. Therefore, we must rely on our direct suppliers
to provide information on the source and chain of custody of the 3TG contained in components and materials supplied to us, in cluding sources of 3TG that are supplied to them fromsmelters further upstream in the supply chain.
3. Due Diligence
Our due diligence measures have been designed to conform, in all material respects, with the portions of the OECD Guidance ap plicable to a “downstream company.”a) Survey Requests
The Company has conducted a survey of its in-scope suppliers using the Template, representing direct suppliers that we determined potentially supplied components or materials
containing 3TG. The Template was developed by the RMI to facilitate disclosure and communication of information regarding a c ompany’s supply chain and includes questions
regarding the supplier’s conflict-free policy, the recipient’s engagement with its direct suppliers, and the smelters from which the suppliers (and its supplie rs) source minerals. In
addition, the Template contains questions about the origin of any 3TG provided by the supplier, as well as the supplier’s due diligence. Written instructions and recorded training
illustrating the use of the tool are available on the RMI website.
In 2019, we asked the in-scope suppliers to provide updated Templates or report no change to previous Templates.
b) Survey Responses
The Company has received Templates or updated information from all the suppliers surveyed. Members of the Core Team have revi ewed these responses for completeness and to
determine if any potential red flags were present, in accordance with the requirements of our Conflict Minerals Program, and followed up as needed with suppliers to clarify responses.
Our responses included varying degrees of information regarding the names and locations of 3TG smelters from which each suppl ier sourced minerals, and whether these smelters
supplied minerals that were actually used in components supplied to the Company. Some suppliers included smelter data for 3TG that we know is contained in components and materials
supplied to us. For this group of smelters, which we refer to as the “known smelters” in our supply chain, we analyzed and compared the smelters against the list of facilities that hav e
received a “conformant” designation through the RMI’s Responsible Minerals Assurance Process (“RMAP”) as of May 26, 2020. Whi le we have no indication that any of our remaining
suppliers are sourcing from any smelters that source from the Covered Countries, we have insufficient data at this time to va lidate the status of any other smelters or refiners.
c)Reporting

The Company has filed this Conflict Minerals Report for 2019 with the U.S. Securities and Exchange Commission. We have also made this report available on our website athttps://us.pg.com/policies-and-practices/conflict-free-materials/.
4. Our Efforts to Determine the Mine or Location of Origin with Greatest Possible Specificity
As a downstream company, we rely upon our suppliers and independent assessment programs to provide upstream information such as whether the mine or location of origin is in a
Covered Country, and whether smelters sourcing from Covered Countries have employed policies, practices and procedures to source these minerals in a manner that is conflict free.
RMI has developed an audit protocol for verification of entities as conformant with the RMAP in accordance with the OECD Guidance and in conjunction with complementary
traceability schemes in the Covered Countries. The RMAP conformant list is composed of entities that have undergone the third -party audit of the smelters' company-level management
processes for responsible mineral procurement.
Our efforts to determine the mine or location of origin of necessary Conflict Minerals with the greatest possible specificity consisted primarily of a review of whether our suppliers
reported that the smelters in their supply chain sourced their minerals from the Covered Countries. Where the supplier reported that a smelter may have s ourced minerals from a Covered

Country, we compared the list of smelters to the RMAP conformant smelter list. All known s melters that were reported by our suppliers as sourcing from a Covered Country appear on
the RMAP conformant list.
5. Steps to Mitigate Risk
The Company will continue to work to improve its Conflict Minerals due diligence process. To further mitigate the risk that any Conflict Minerals in our products finance or benefit
armed groups, we are making the following commitments:a) As a Company, we will engage in continued supplier engagement to increase the number and quality of supplier responses;b) When we become aware of a supplier that is not in compliance with our Conflict Minerals Policy, we will engage with the supplier for a remedy and, where necessary, find analternative source of 3TG; andc) We will continue to engage with relevant trade associations/industry initiatives to help improve supply chain diligence best practices consistent with OECD Guidance.

ATTACHMENT A
RMAP Conformant Smelters
The following facilities have been reported to us by our suppliers as part of their supply chain for components and materials known to contain Conflict Minerals. Each is listed by RMI
as a conformant smelter or refiner. The facility n ames are listed as they appear on the RMI smelter list.
Gold
Asahi Pretec Corporation
Asahi Refining USA Inc.
Eco-System Recycling Co., Ltd.
Heraeus Precious Metals GmbH & Co. KG
Heraeus Hong Kong Ltd.
Matsuda Sangyo Co., Ltd.
Metalor Technologies (Singapore) Pte., Ltd.
Mitsubishi Materials Corporation
Nihon Material Co., Ltd.
Tanaka Kikinzoku Kogyo K.K.
Western Australia Mint (T/a The Perth Mint)
Tin

Alpha
Chenzhou Yunxiang Mining and Metallurgy Co., Ltd.
China Tin Group, Co., Ltd.
CV Ayi Jaya
CV Dua Sekawan
CV Gita Pesona
CV United Smelting
CV Venus Inti Perkasa
Dowa
EM Vinto
Fenix Metals
Gejiu Fengming Metallurgy Chemical Plant
Gejiu Kai Meng Industry and Trade LLC
Gejiu Jinye Mineral Company
Gejiu Non-Ferrous Metal Processing Co., Ltd.
Guandong Hanhe Non-Ferrous Metal Co., Ltd.
Guanyang Guida Nonferrous Metal Smelting Plant
HuiChang Hill Tin Industry Co., Ltd.
Huichang Jinshunda Tin Co, Ltd.
Jiangxi New Nanshan Technology Ltd.
Magnu’s Minerais Metais e Ligas Ltda.
Malaysia Smelting
Corporation (MSC)
Melt Metais e Ligas S/AMetallic Resources, Inc.
Metallo Belgium N.V.
Mineração Taboca S.A.
MinsurMitsubishi Materials Corporation
O.M. Manufacturing (Thailand) Co., Ltd.
O.M. Manufacturing Philippines, Inc.
Operaciones Metalurgical S.A.
PT Aries Kencana Sejahtera
PT Artha Cipta Langgeng
PT ATD Makmur Mandiri Jaya
PT Babel Inti Perkasa
PT Bangka Prima Tin
PT Bangka Serumpun
PT Bangka Tin Industry

PT Belitung Industri Sejahtera
PT Bukit TimahPT DS Jaya Abadi
PT Eunindo Usaha Mandiri
PT Inti Stania Prima
PT Karimun Mining
PT Lautan Harmonis Sejahtera
PT Menara Cipta Mulia
PT Mitra Stania Prima
PT Panca Mega Persada
PT Prima Timah Utama
PT Refined Bangka Tin
PT Sariwiguna Binasentosa
PT Stanindo Inti Perkasa
PT Sukses Inti Makmur
PT Sumber Jaya IndahPT Timah (Persero) Tbk Kundur
PT Timah (Persero) Tbk Mentok
PT Tinindo Inter Nusa
PT Tommy Utama
Resind Industria e Comercio Ltda.
Rui Da Hung
Soft Metais Ltda.
Thaisarco
White Solder Metalurgia e Mineracao Ltda.
Yunnan Chengfeng Non-Ferrous Metals Co, Ltd.
Yunnan Tin Company Ltd.