Sec Form 4 Filing - Hutchison Colin A @ EDGEWELL PERSONAL CARE Co - 2020-11-16

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Hutchison Colin A 2. Issuer Name and Ticker or Trading Symbol EDGEWELL PERSONAL CARE Co [ EPC] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) Chief Operating Officer (Last) (First) (Middle) C/O EDGEWELL PERSONAL CARE, 6 RESEARCH DRIVE 3. Date of Earliest Transaction (MM/DD/YY) 11/16/2020 (Street) SHELTON, CT06484 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock 11/16/2020 M 3,499 A $ 0 33,825 D Common Stock 11/16/2020 F 1,453 ( 1 ) D $ 36.41 32,372 D Common Stock 11/16/2020 M 2,342 A $ 0 34,714 D Common Stock 11/16/2020 F 843 ( 1 ) D $ 36.41 33,871 D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Restricted Stock Equivalent 11/14/2019 $ 0 11/16/2020 M 3,499 ( 2 ) ( 2 ) Common Stock 3,499 $ 0 0 ( 3 ) D Restricted Stock Equivalent 11/15/2018 $ 0 11/16/2020 M 2,342 ( 2 ) ( 2 ) Common Stock 2,342 $ 0 0 ( 3 ) D Performance Stock Equivalent 11-14-2019 $ 0 11/16/2020 J 34,988 ( 3 ) ( 3 ) Common Stock 34,988 $ 0 0 D Performance Stock Equivalent 11-15-2018 $ 0 11/16/2020 J 79,607 ( 3 ) ( 3 ) Common Stock 79,607 $ 0 0 D Non-Qualified Stock Options 11-14-2019 $ 31.44 11/16/2020 J 15,720 ( 3 ) ( 3 ) Common Stock 15,720 $ 0 7,860 ( 4 ) D Non-Qualified Stock Options 11-15-2018 $ 42.71 11/16/2020 J 5,140 ( 3 ) ( 3 ) Common Stock 5,140 $ 0 10,281 ( 4 ) D Non-Qualified Stock Options 11-13-2017 $ 58.9 11/16/2020 J 0 ( 5 ) ( 5 ) Common Stock 0 $ 0 12,769 ( 4 ) D Non-Qualified Stock Options 11-3-2016 $ 74.7 11/16/2020 J 0 ( 5 ) ( 5 ) Common Stock 0 $ 0 14,695 ( 4 ) D Non-Qualified Stock Options 7-6-2015 $ 100.68 11/16/2020 J 0 ( 5 ) ( 5 ) Common Stock 0 $ 0 17,379 ( 6 ) D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Hutchison Colin A C/O EDGEWELL PERSONAL CARE 6 RESEARCH DRIVE SHELTON, CT06484 Chief Operating Officer Signatures Marisa Iasenza, Attorney in Fact 11/18/2020 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Shares withheld as payment of a tax liability on vesting of restricted stock equivalents. ( 2 )Restricted stock equivalents vested and converted into shares of EPC common stock on 11/16/2020. ( 3 )Unvested award forfeited upon Mr. Hutchison's departure from the Company on November 15, 2020. ( 4 )These options were vested prior to Mr. Hutchison's departure from the Company. He will have 5 years from his departure date to exercise them. ( 5 )There were no unvested options at the time of Mr. Hutchison's departure from the Company to forfeit. See column 9 for the number of vested and exercisable options at the time of his departure. ( 6 )These options were vested prior to Mr. Hutchison's departure from the Company. He has until their expiration date of 7/6/2025 to exercise them.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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