Transaction in Own Shares

Rhea-AI Summary

Shell (SHEL) announced on 10 December 2025 that it purchased shares for cancellation under its existing buy-back programme. Total shares purchased for cancellation: 1,507,757 shares (757,623 on LSE at VWAP £27.2388; 750,134 on XAMS at VWAP €31.2671).

The programme runs from 30 October 2025 to 30 January 2026, with Merrill Lynch International making independent trading decisions. Purchases follow UK MAR and EU MAR on-shored rules and the company’s on- and off-market authorities.

Positive

• Shares cancelled: 1,507,757 purchased for cancellation on 10/12/2025
• On- and off-market buy-back running through 30 January 2026 with independent broker execution

Negative

• None.

Key Figures

Shares repurchased LSE 757,623 shares 10 Dec 2025 buy-back, LSE venue, for cancellation

VWAP LSE 27.2388 GBP Volume weighted average price on LSE, 10 Dec 2025

Shares repurchased XAMS 750,134 shares 10 Dec 2025 buy-back, XAMS venue, for cancellation

VWAP XAMS 31.2671 EUR Volume weighted average price on XAMS, 10 Dec 2025

Buy-back window 30 Oct 2025–30 Jan 2026 Period where Merrill Lynch International executes programme

Current price $72.55 Pre-news trading level vs 52-week high $77.47

52-week range $58.545–$77.47 SHEL trading <b>-6.35%</b> vs high, <b>23.92%</b> vs low

Notes exchanged $6,347,729,000 Old notes tendered in Dec 4, 2025 exchange offers

Market Reality Check

$72.55 Last Close

Volume Volume 2,713,180 is below 20-day average 4,076,307, indicating subdued trading ahead of this disclosure. low

Technical Price 72.55 is trading above the 200-day MA 70.6, keeping the pre-news trend broadly supportive.

Peers on Argus

Peers showed mixed moves: CVX -0.38%, TTE -0.59%, BP -0.67% versus XOM +1.15% and PBR +1.82%. With SHEL at -0.21%, the pattern points to stock- and name-specific factors rather than a unified sector trend.

Historical Context

Date	Event	Sentiment	Move	Catalyst
Dec 08	Share buy-back	Positive	-0.4%	Daily buy-back disclosure of cancellations across LSE, BATS and XAMS venues.
Dec 08	Dividend detail	Positive	-0.4%	Announcement of Q3 2025 dividend currency equivalents and payment timetable.
Dec 05	Share buy-back	Positive	-2.0%	Disclosure of 1,485,081 shares repurchased and cancelled under buy-back.
Dec 04	Share buy-back	Positive	-0.8%	Report of 1,457,504 shares bought back across LSE and XAMS venues.
Dec 04	Debt exchange offers	Neutral	-0.8%	Final results of multi-series note exchanges totaling $6.35B to optimize capital.

Pattern Detected

Recent buy-back and capital actions have repeatedly coincided with modest negative next-day price moves, suggesting a pattern of short-term weakness around capital return and liability management headlines.

Recent Company History

Over the last week, Shell has repeatedly reported daily share repurchases for cancellation, including multi-venue trades on 04–08 Dec 2025 under the buy-back programme running to 30 January 2026. It also detailed Q3 2025 dividend currency equivalents and finalized large debt exchange offers totaling $6,347,729,000. Despite generally shareholder-friendly themes (buy-backs, dividends, capital structure optimization), the stock posted negative 24-hour reactions after each release, framing today’s further buy-back disclosure within a pattern of near-term price softness on such news.

Market Pulse Summary

This announcement details further purchases of Shell’s ordinary shares for cancellation on 10 December 2025 across LSE and XAMS, as part of the buy-back programme running from 30 October 2025 to 30 January 2026. The programme is executed independently by Merrill Lynch International and structured under UK Listing Rules and EU/UK MAR. Investors may track cumulative repurchase volumes, execution prices in GBP and EUR, and how these actions interact with dividend policy and prior debt exchange activity.

Key Terms

uk listing rules regulatory

"The programme will be conducted in accordance with Chapter 9 of the UK Listing Rules"

UK listing rules are a set of regulations that companies must follow to be officially listed on a UK stock exchange. These rules ensure that companies provide clear, accurate, and sufficient information to protect investors and maintain market confidence, similar to how safety standards ensure products are reliable. Adhering to these rules is important for investors because it helps them make informed decisions about buying or selling company shares.

eu mar regulatory

"dealing with buy-back programmes (“EU MAR”) and EU MAR as “onshored” into UK law"

EU MAR is the European Union’s Market Abuse Regulation, a set of rules designed to keep financial markets fair by stopping insider trading and market manipulation and by requiring timely, accurate public disclosure of inside information. Think of it as traffic laws for trading: it sets who can share sensitive information, how it must be disclosed, and penalties for breaking the rules, which matters to investors because stronger rules reduce surprises, boost trust, and affect companies’ legal and reporting costs.

uk mar regulatory

"from time to time (“UK MAR”) and the Commission Delegated Regulation (EU) 2016/1052"

UK MAR is the UK Market Abuse Regulation, a set of laws designed to prevent insider trading, market manipulation and other dishonest practices in financial markets while setting rules for how companies must disclose important information. It matters to investors because it helps ensure a fair playing field and timely, reliable disclosures so price changes reflect real news rather than secret deals—think of it as the rulebook that keeps the market honest and predictable.

off-market buyback contract financial

"pursuant to the off-market buyback contract approved by its shareholders"

An off-market buyback contract is an agreement where a company agrees to repurchase its shares directly from a specific investor or group of investors, outside of the regular stock exchange or public trading. This allows the company to buy back shares privately, often at a negotiated price, which can influence the company's stock value and impact investor holdings. Such contracts matter to investors because they can affect the supply of shares and the company's financial strategy.

AI-generated analysis. Not financial advice.

Transaction in Own Shares   

10 December, 2025

• • • • • • • • • • • • • • • •

Shell plc (the ‘Company’) announces that on 10 December, 2025 it purchased the following number of Shares for cancellation.

Aggregated information on Shares purchased according to trading venue:

Date of purchase	Number of Shares purchased	Highest price paid	Lowest price paid	Volume weighted average price paid per share	Venue	Currency
10/12/2025	757,623	27.3900	27.0850	27.2388	LSE	GBP
10/12/2025	-	-	-	-	Chi-X (CXE)	GBP
10/12/2025	-	-	-	-	BATS (BXE)	GBP
10/12/2025	750,134	31.4100	31.1000	31.2671	XAMS	EUR
10/12/2025	-	-	-	-	CBOE DXE	EUR
10/12/2025	-	-	-	-	TQEX	EUR

These share purchases form part of the on- and off-market limbs of the Company's existing share buy-back programme previously announced on 30 October 2025.

In respect of this programme, Merrill Lynch International will make trading decisions in relation to the securities independently of the Company for a period from 30 October 2025 up to and including 30 January 2026.

The on-market limb will be effected within certain pre-set parameters and in accordance with the Company’s general authority to repurchase shares on-market. The off-market limb will be effected in accordance with the Company’s general authority to repurchase shares off-market pursuant to the off-market buyback contract approved by its shareholders and the pre-set parameters set out therein. The programme will be conducted in accordance with Chapter 9 of the UK Listing Rules and Article 5 of the Market Abuse Regulation 596/2014/EU dealing with buy-back programmes (“EU MAR”) and EU MAR as “onshored” into UK law from the end of the Brexit transition period (at 11:00 pm on 31 December 2020) through the European Union (Withdrawal) Act 2018 (as amended by the European Union (Withdrawal Agreement) Act 2020), and as amended, supplemented, restated, novated, substituted or replaced by the Financial Services Act, 2021 and relevant statutory instruments (including, The Market Abuse (Amendment) (EU Exit) Regulations (SI 2019/310)), from time to time (“UK MAR”) and the Commission Delegated Regulation (EU) 2016/1052 (the “EU MAR Delegated Regulation”) and the EU MAR Delegated Regulation as “onshored” into UK law from the end of the Brexit transition period (at 11:00 pm on 31 December 2020) through the European Union (Withdrawal) Act 2018 (as amended by the European Union (Withdrawal Agreement) Act 2020), and as amended, supplemented, restated, novated, substituted or replaced by the Financial Services Act, 2021 and relevant statutory instruments (including, The Market Abuse (Amendment) (EU Exit) Regulations (SI 2019/310)), from time to time.

In accordance with EU MAR and UK MAR, a breakdown of the individual trades made by Merrill Lynch International on behalf of the Company as a part of the buy-back programme is detailed below.

Enquiries

Media: International +44 (0) 207 934 5550; U.S. and Canada: https://www.shell.us/about-us/news-and-insights/media/submit-an-inquiry.html

Attachment

• 2025.12.10 Shell RNS (with fills)

FAQ

How many shares did Shell (SHEL) purchase and cancel on 10 December 2025?

Shell purchased and cancelled 1,507,757 shares on 10 December 2025 (757,623 LSE; 750,134 XAMS).

What were the VWAPs for Shell (SHEL) purchases on 10 December 2025?

The VWAPs were £27.2388 on LSE and €31.2671 on XAMS.

What period does Shell's (SHEL) buy-back programme cover?

The programme runs from 30 October 2025 up to and including 30 January 2026.

Who executed the share purchases for Shell (SHEL)'s buy-back on 10 December 2025?

Merrill Lynch International made trading decisions independently on behalf of Shell for the programme.

Were Shell (SHEL) share purchases on 10 December 2025 made on multiple venues?

Yes. Purchases were recorded on LSE and XAMS; other listed venues showed no purchases that day.

Under which rules was Shell (SHEL)'s buy-back conducted?

The buy-back was conducted in accordance with UK MAR and the EU MAR Delegated Regulation as on-shored into UK law.