Diageo (NYSE: DEO) details voting rights and executive share purchases

Rhea-AI Filing Summary

Diageo plc reports that its issued capital as at 31 March 2026 comprised 2,432,425,480 ordinary shares, of which 205,867,779 were held in treasury. This left a total of 2,226,557,701 voting rights, which shareholders can use as the reference point for disclosure thresholds.

The company also discloses several small insider share purchases under employee share plans. Chair Sir John Manzoni bought 446 shares at £14.71, and multiple Executive Committee members, including the Chief Financial Officer, purchased around 10–11 shares each at £14.71 with additional matching shares awarded. Further minor purchases and matching awards occurred under the One World Share Incentive Plan using both ordinary shares and American Depositary Shares.

Key Figures

Issued share capital: 2,432,425,480 ordinary shares Treasury shares: 205,867,779 ordinary shares Total voting rights: 2,226,557,701 voting rights +5 more

8 metrics

Issued share capital 2,432,425,480 ordinary shares Issued capital as at 31 March 2026

Treasury shares 205,867,779 ordinary shares Held in treasury with no voting rights, 31 March 2026

Total voting rights 2,226,557,701 voting rights Shareholder disclosure denominator as at 31 March 2026

Chair share purchase 446 shares at £14.71 Sir John Manzoni purchase on 10 April 2026

Executive plan price £14.71 per share Purchase of partnership shares on 10 April 2026

ADS plan price $81.7 per ADS One World Share Incentive Plan purchases on 17 April 2026

Sally Grimes ADS purchase 1.224 ADS at $81.7 Partnership shares on 17 April 2026

John O’Keeffe share purchase 9.761 shares at £14.97 One World Share Incentive Plan on 17 April 2026

Key Terms

Total Voting Rights, Treasury, Disclosure Guidelines and Transparency Rules, UK Market Abuse Regulation, +2 more

6 terms

Total Voting Rights financial

"Diageo PLC – Total Voting Rights Dated 01 April 2026"

The total voting rights number is the count of shares that carry the right to vote at a company’s shareholder meetings, reflecting how much voting power exists in the market. Investors use it to understand control and influence—like knowing how many votes are in play when measuring ownership stakes, calculating a shareholder’s voting percentage, or assessing how easy it would be for a holder to sway decisions.

Treasury financial

"205,867,779 Ordinary Shares were held in Treasury, in respect of which, voting rights were not exercised"

The treasury is the department or area within a government or organization responsible for managing its money, finances, and financial strategies. It handles tasks like collecting revenue, paying bills, and planning for future financial needs, much like a household manages its budget. For investors, understanding the treasury is important because it influences interest rates, government spending, and overall economic stability.

Disclosure Guidelines and Transparency Rules regulatory

"In conformity with Paragraph 5.6.1R of the Disclosure Guidelines and Transparency Rules"

UK Market Abuse Regulation regulatory

"made in accordance with the requirement of the UK Market Abuse Regulation, provides further details"

persons discharging managerial responsibilities regulatory

"Notification and public disclosure of transactions by persons discharging managerial responsibilities and persons closely associated with them"

Persons Discharging Managerial Responsibilities are the key people in a company who make big decisions, like top managers or executives. Knowing who they are is important because their actions can influence the company’s success or failure, and they are often required to share information about their dealings to ensure transparency for investors and the public.

Share Incentive Plan financial

"purchase of partnership shares under the Diageo 2001 Share Incentive Plan"

A share incentive plan is a company program that gives employees or directors the chance to receive or buy company shares, often after staying with the firm or meeting performance goals. It matters to investors because it’s like giving workers a slice of the company pie to boost performance and loyalty, but issuing those slices can reduce each existing owner’s portion and change metrics such as earnings per share and share count.

Form 6-K: How Foreign Companies Report to the SEC →

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16 OF THE

SECURITIES EXCHANGE ACT OF 1934

For the month of April 2026

Commission File Number:  001-10691

DIAGEO plc

(Translation of registrant’s name into English)

16 Great Marlborough Street, London, United Kingdom, W1F 7HS  

(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.

Form 20-F   X                                                                  Form 40-F  

List identifying information required to be furnished

by Diageo plc pursuant to Rule 13a-16 or 15d-16 of

The Securities Exchange Act 1934

(1 – 30 April 2026)

Information Public Announcements/Press	Required by/when The Stock Exchange, London
Announcement Total Voting Rights (01 April 2026)	Announcement Director/PDMR Shareholding (10 April 2026)
Announcement  Director/PDMR Shareholding (14 April 2026)	Announcement Director/PDMR Shareholding (20 April 2026)

Diageo PLC – Total Voting Rights

Dated 01 April 2026

Diageo plc

LEI: 213800ZVIELEA55JMJ32

Total Voting Rights and Capital

In conformity with Paragraph 5.6.1R of the Disclosure Guidelines and Transparency Rules, Diageo plc (the "Company") would like to notify the market of the following:

The Company's issued capital as at 31 March 2026 consisted of 2,432,425,480 Ordinary Shares of 28 101/108 pence each ("Ordinary Shares"), with voting rights. 205,867,779 Ordinary Shares were held in Treasury, in respect of which, voting rights were not exercised.

Therefore, the total number of voting rights in the Company was 2,226,557,701 and this figure may be used by shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, the Company under the FCA's Disclosure Guidelines and Transparency Rules.

James Edmunds

Deputy Company Secretary

1 April 2026

Diageo PLC – Director/PDMR Shareholding

Dated 10 April 2026

Diageo plc

LEI: 213800ZVIELEA55JMJ32

Director/PDMR Shareholding

On 10 April 2026, Sir John Manzoni purchased shares under an arrangement with the Company.

The notification below, which has been made in accordance with the requirement of the UK Market Abuse Regulation, provides further details.

James Edmunds

Deputy Company Secretary

10 April 2026

Notification and public disclosure of transactions by persons discharging managerial responsibilities and persons closely associated with them

1.	Details of the person discharging managerial responsibilities/person closely associated
a)	Name	Sir John Manzoni
2.	Reason for the notification
a)	Position / status	Chair
b)	Initial notification / amendment	Initial notification
3.	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Diageo plc
b)	LEI	213800ZVIELEA55JMJ32
4.	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument Identification code	Ordinary shares of 28 101/108 pence GB0002374006
b)	Nature of the transaction	Share purchase under an arrangement with the Company
c)	Price(s) and volume(s)	Price(s)	Volume(s)
		£14.71	446
d)	Aggregated information - Aggregated volume - Price	N/A
e)	Date of transaction	2026-04-10
f)	Place of transaction	London Stock Exchange (XLON)

Diageo PLC – Director/PDMR Shareholding

Dated 14 April 2026

Diageo plc

LEI: 213800ZVIELEA55JMJ32

Director/PDMR Shareholding

On 10 April 2026, the following transactions took place in relation to the Diageo 2001 Share Incentive Plan:

1.   purchase of partnership shares using deductions from salary; and

2.   award of one matching share for every two partnership shares purchased.

The notifications below, which have been made in accordance with the requirement of the UK Market Abuse Regulation, provide further details.

James Edmunds

Deputy Company Secretary

14 April 2026

Notification and public disclosure of transactions by persons discharging managerial responsibilities and persons closely associated with them

1.	Details of the person discharging managerial responsibilities/person closely associated
a)	Name	Louise Prashad
2.	Reason for the notification
a)	Position / status	Member of the Executive Committee
b)	Initial notification / amendment	Initial notification
3.	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Diageo plc
b)	LEI	213800ZVIELEA55JMJ32
4.	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument Identification code	Ordinary shares of 28 101/108 pence GB0002374006
b)	Nature of the transaction	1.   Purchase of partnership shares under the Diageo 2001 Share Incentive Plan. 2.   Award of matching shares under the Diageo 2001 Share Incentive Plan.
c)	Price(s) and volume(s)		Price(s)	Volume(s)
		1.	£14.71	10
		2.	Nil	5
d)	Aggregated information  - Aggregated volume - Price	N/A
e)	Date of transaction	2026-04-10
f)	Place of transaction	1.   London Stock Exchange (XLON) 2.   Outside a trading venue

1.	Details of the person discharging managerial responsibilities/person closely associated
a)	Name	Dayalan Nayager
2.	Reason for the notification
a)	Position / status	Member of the Executive Committee
b)	Initial notification / amendment	Initial notification
3.	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Diageo plc
b)	LEI	213800ZVIELEA55JMJ32
4.	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument Identification code	Ordinary shares of 28 101/108 pence GB0002374006
b)	Nature of the transaction	1.   Purchase of partnership shares under the Diageo 2001 Share Incentive Plan. 2.   Award of matching shares under the Diageo 2001 Share Incentive Plan.
c)	Price(s) and volume(s)		Price(s)	Volume(s)
		1.	£14.71	10
		2.	Nil	5
d)	Aggregated information  - Aggregated volume - Price	N/A
e)	Date of transaction	2026-04-10
f)	Place of transaction	1.   London Stock Exchange (XLON) 2.   Outside a trading venue

1.	Details of the person discharging managerial responsibilities/person closely associated
a)	Name	Randall Ingber
2.	Reason for the notification
a)	Position / status	Member of the Executive Committee
b)	Initial notification / amendment	Initial notification
3.	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Diageo plc
b)	LEI	213800ZVIELEA55JMJ32
4.	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument Identification code	Ordinary shares of 28 101/108 pence GB0002374006
b)	Nature of the transaction	1.   Purchase of partnership shares under the Diageo 2001 Share Incentive Plan. 2.   Award of matching shares under the Diageo 2001 Share Incentive Plan.
c)	Price(s) and volume(s)		Price(s)	Volume(s)
		1.	£14.71	11
		2.	Nil	5
d)	Aggregated information  - Aggregated volume -Price	N/A
e)	Date of transaction	2026-04-10
f)	Place of transaction	1.   London Stock Exchange (XLON) 2.   Outside a trading venue

1.	Details of the person discharging managerial responsibilities/person closely associated
a)	Name	Ewan Andrew
2.	Reason for the notification
a)	Position / status	Member of the Executive Committee
b)	Initial notification / amendment	Initial notification
3.	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Diageo plc
b)	LEI	213800ZVIELEA55JMJ32
4.	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument Identification code	Ordinary shares of 28 101/108 pence GB0002374006
b)	Nature of the transaction	1.   Purchase of partnership shares under the Diageo 2001 Share Incentive Plan. 2.   Award of matching shares under the Diageo 2001 Share Incentive Plan.
c)	Price(s) and volume(s)		Price(s)	Volume(s)
		1.	£14.71	10
		2.	Nil	5
d)	Aggregated information  - Aggregated volume - Price	N/A
e)	Date of transaction	2026-04-10
f)	Place of transaction	1.   London Stock Exchange (XLON) 2.   Outside a trading venue

1.	Details of the person discharging managerial responsibilities/person closely associated
a)	Name	Dan Mobley
2.	Reason for the notification
a)	Position / status	Member of the Executive Committee
b)	Initial notification / amendment	Initial notification
3.	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Diageo plc
b)	LEI	213800ZVIELEA55JMJ32
4.	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument Identification code	Ordinary shares of 28 101/108 pence GB0002374006
b)	Nature of the transaction	1.   Purchase of partnership shares under the Diageo 2001 Share Incentive Plan. 2.   Award of matching shares under the Diageo 2001 Share Incentive Plan.
c)	Price(s) and volume(s)		Price(s)	Volume(s)
		1.	£14.71	10
		2.	Nil	5
d)	Aggregated information  - Aggregated volume - Price	N/A
e)	Date of transaction	2026-04-10
f)	Place of transaction	1.   London Stock Exchange (XLON) 2.   Outside a trading venue

1.	Details of the person discharging managerial responsibilities/person closely associated
a)	Name	Nik Jhangiani
2.	Reason for the notification
a)	Position / status	Chief Financial Officer
b)	Initial notification / amendment	Initial notification
3.	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Diageo plc
b)	LEI	213800ZVIELEA55JMJ32
4.	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument Identification code	Ordinary shares of 28 101/108 pence GB0002374006
b)	Nature of the transaction	1.   Purchase of partnership shares under the Diageo 2001 Share Incentive Plan. 2.   Award of matching shares under the Diageo 2001 Share Incentive Plan.
c)	Price(s) and volume(s)		Price(s)	Volume(s)
		1.	£14.71	10
		2.	Nil	5
d)	Aggregated information  - Aggregated volume - Price	N/A
e)	Date of transaction	2026-04-10
f)	Place of transaction	1.   London Stock Exchange (XLON) 2.   Outside a trading venue

Diageo PLC – Director/PDMR Shareholding

Dated 20 April 2026

Diageo plc

LEI: 213800ZVIELEA55JMJ32

Director/PDMR Shareholding

On 17 April 2026, the following transactions took place in relation to the One World Share Incentive Plan.

1.   purchase of partnership shares using deductions from salary; and

2.   award of 50% matching shares for every partnership share purchased.

The notifications below, which have been made in accordance with the requirement of the UK Market Abuse Regulation, provide further details.

James Edmunds

Deputy Company Secretary

20 April 2026

1.	Details of the person discharging managerial responsibilities/person closely associated
a)	Name	Sally Grimes
2.	Reason for the notification
a)	Position / status	Member of the Executive Committee
b)	Initial notification / amendment	Initial notification
3.	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Diageo plc
b)	LEI	213800ZVIELEA55JMJ32
4.	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument Identification code	American Depositary Shares US25243Q2057
b)	Nature of the transaction	1.   Purchase of partnership shares under the One World Share Incentive Plan. 2.   Award of matching shares under the One World Share Incentive Plan.
c)	Price(s) and volume(s)		Price(s)	Volume(s)
		1.	$81.7	1.224
		2.	Nil	0.612
d)	Aggregated information  - Aggregated volume - Price	N/A
e)	Date of transaction	2026-04-17
f)	Place of transaction	1.  New York Stock Exchange (XNYS) 2.  Outside a trading venue

1.	Details of the person discharging managerial responsibilities/person closely associated
a)	Name	Hannah Brooks
2.	Reason for the notification
a)	Position / status	Member of the Executive Committee
b)	Initial notification / amendment	Initial notification
3.	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Diageo plc
b)	LEI	213800ZVIELEA55JMJ32
4.	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument Identification code	American Depositary Shares US25243Q2057
b)	Nature of the transaction	1.   Purchase of partnership shares under the One World Share Incentive Plan. 2.   Award of matching shares under the One World Share Incentive Plan.
c)	Price(s) and volume(s)		Price(s)	Volume(s)
		1.	$81.7	0.159
		2.	Nil	0.008
d)	Aggregated information  - Aggregated volume - Price	N/A
e)	Date of transaction	2026-04-17
f)	Place of transaction	1.   New York Stock Exchange (XNYS) 2.   Outside a trading venue

1.	Details of the person discharging managerial responsibilities/person closely associated
a)	Name	John O'Keeffe
2.	Reason for the notification
a)	Position / status	Member of the Executive Committee
b)	Initial notification / amendment	Initial notification
3.	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Diageo plc
b)	LEI	213800ZVIELEA55JMJ32
4.	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument Identification code	Ordinary shares of 28 101/108 pence GB0002374006
b)	Nature of the transaction	1.   Purchase of partnership shares under the One World Share Incentive Plan. 2.   Award of matching shares under the One World Share Incentive Plan.
c)	Price(s) and volume(s)		Price(s)	Volume(s)
		1.	£14.97	9.761
		2.	Nil	4.880
d)	Aggregated information  - Aggregated volume - Price	N/A
e)	Date of transaction	2026-04-17
f)	Place of transaction	1.   London Stock Exchange (XLON) 2.   Outside a trading venue

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, thereunto duly authorized.

Diageo plc

(Registrant)

Date: 01 May 2026

By:___/s/ James Edmunds

James Edmunds

Deputy Company Secretary



FAQ

What total voting rights did Diageo (DEO) report as of 31 March 2026?

Diageo reported a total of 2,226,557,701 voting rights as of 31 March 2026. Issued capital was 2,432,425,480 ordinary shares, including 205,867,779 held in treasury without voting rights, forming the denominator for UK disclosure threshold calculations.

How many Diageo shares were held in treasury at the March 2026 reference date?

Diageo stated that 205,867,779 ordinary shares were held in treasury as at 31 March 2026. These treasury shares carry no exercisable voting rights, so they are excluded when calculating the 2,226,557,701 total voting rights used for disclosure purposes.

What insider share purchase did Diageo chair Sir John Manzoni make in April 2026?

On 10 April 2026, Diageo’s chair Sir John Manzoni purchased 446 ordinary shares at £14.71 per share under an arrangement with the company. The transaction was disclosed in line with UK Market Abuse Regulation requirements for persons discharging managerial responsibilities.

Which Diageo executives acquired shares under the 2001 Share Incentive Plan in April 2026?

On 10 April 2026, several Diageo Executive Committee members, including Louise Prashad, Dayalan Nayager, Randall Ingber, Ewan Andrew, Dan Mobley and CFO Nik Jhangiani, bought around 10–11 partnership shares each at £14.71 and received additional matching shares at nil cost.

What transactions occurred under Diageo’s One World Share Incentive Plan in April 2026?

On 17 April 2026, executives Sally Grimes, Hannah Brooks and John O’Keeffe purchased small amounts of partnership shares in Diageo securities and received 50% matching awards. Trades used both American Depositary Shares on the NYSE and ordinary shares on the London Stock Exchange.

Why did Diageo disclose these director and PDMR share dealings in April 2026?

Diageo disclosed these transactions because they involve persons discharging managerial responsibilities, such as the chair and Executive Committee members. UK Market Abuse Regulation requires public notification of their dealings in Diageo shares or related instruments, ensuring transparency for investors.