[6-K] National Grid PLC Current Report (Foreign Issuer)

Rhea-AI Filing Summary

National Grid plc (NGG) has filed a Form 6-K outlining the share issuance connected to its FY 2024/25 final dividend scrip alternative. The company has applied to the FCA and the London Stock Exchange for 59,266,294 new ordinary shares to be admitted to the Official List and to trading. Dealings and dividend payment are scheduled for 17 July 2025 and the new stock will rank pari passu with existing shares.

Under the Scrip Dividend Scheme, 58,457,054 ordinary shares will be allotted at 1,040.40 p per share, while 161,848 American Depositary Receipts—equivalent to 809,240 ordinary shares—will be issued to US holders at US$70.3102 per ADR. The programme allows shareholders to receive equity in lieu of cash, supporting the company’s liquidity but increasing the overall share count. No earnings, cash-flow data, or forward guidance accompanies the filing.

Positive

• Cash conservation: Paying the final dividend partly in shares retains approximately £609 m in corporate liquidity.
• Shareholder flexibility: Investors can elect stock or cash, potentially enhancing total return preferences.
• Equal rights assurance: Newly issued shares will rank pari passu with existing ordinary shares.

Negative

• Dilution: Issuance of 59,266,294 new ordinary shares increases the share count and may reduce EPS.
• Lack of financial detail: The filing provides no updated earnings, cash-flow, or guidance figures.

Insights

Financial Analyst

TL;DR: Cash-preserving scrip dividend adds 59 m shares; modest dilution, neutral fundamental impact.

The scrip alternative converts part of the FY 24/25 final dividend into equity, conserving cash that might otherwise leave the business—useful in a capital-intensive utility sector. At 1,040.40 p, the share issue value is roughly £609 m, plus c.US$11 m via ADRs. While liquidity strengthens, the enlarged float marginally dilutes EPS and existing ownership. Because National Grid’s regulated returns hinge on asset base rather than headline EPS, the move is strategically neutral; however, modest share overhang risk exists once the new stock begins trading.

Corporate Governance Expert

TL;DR: Issuance follows standard scrip rules, maintains equal rights; governance impact minimal.

The filing confirms compliance with FCA listing requirements and pari passu treatment, ensuring no preferential rights for new shareholders. Transparent pricing (1,040.40 p; US$70.3102 per ADR) aligns with best-practice disclosure. Shareholder choice between cash and stock promotes flexibility. No board or governance changes are disclosed, so overall governance risk profile remains unchanged.

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934

Date: 16 July 2025

Commission File Number: 001-14958

NATIONAL GRID plc

(Translation of registrant’s name into English)

England and Wales

 (Jurisdiction of Incorporation)

1-3 Strand, London, WC2N 5EH, United Kingdom

(Address of principal executive office)

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

☒  Form 20-F      ☐  Form 40-F

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):  ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):  ☐

Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3- 2(b) under the Securities Exchange Act of 1934.  ☐  Yes    ☒  No

If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): n/a

EXHIBIT INDEX

Exhibit No.	Description
99.1	Exhibit 99.1 Announcement sent to the London Stock Exchange on 16 July 2025 — National Grid plc Scrip Dividend

Exhibit 99.1

16 July 2025

National Grid plc ('National Grid' or 'Company')

National Grid plc Scrip Dividend

National Grid confirms that an application has been made to the Financial Conduct Authority for ordinary shares to be admitted to the Official List, and to the London Stock Exchange for 59,266,294 ordinary shares to be admitted to trading, in relation to the operation of the Scrip Dividend Scheme for the 2024/25 final dividend, payable on 17 July 2025.  Dealings are expected to commence on 17 July 2025 and the shares will rank pari passu with the existing issued ordinary shares of the Company. 

In accordance with the terms of the Scrip Dividend Scheme, 58,457,054 ordinary shares are to be issued at a price of 1,040.40 pence per share. In accordance with the terms of the scrip dividend for US holders of American Depositary Receipts ('ADRs'), 161,848 ADRs (each representing five ordinary shares) are to be issued at a price of US$70.3102, representing 809,240 ordinary shares (including fractional entitlements). 

The current terms and conditions of the Scrip Dividend Scheme are available in the Investors section on the Company's website and from Equiniti on 0800 169 7775 or help.shareview.co.uk. 

Julian Baddeley

Group Company Secretary

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.

	NATIONAL GRID plc
	By:	Beth Melges
		Beth Melges Head of Plc Governance

Date: 16 July 2025

FAQ

When will National Grid's new scrip shares (NGG) start trading?

Dealings are expected to commence on 17 July 2025 on the London Stock Exchange.

How many ordinary shares are being issued under the 2024/25 scrip dividend?

National Grid will issue 58,457,054 ordinary shares plus a further 809,240 shares via ADRs.

What is the issue price for the scrip dividend shares?

Each ordinary share is priced at 1,040.40 pence under the scheme.

What is the ADR issue price for US shareholders?

Each ADR (representing five shares) is priced at US$70.3102.

When is the FY 2024/25 final dividend payable?

Payment date for both cash and scrip alternatives is 17 July 2025.

Will the new shares carry the same rights as existing shares?

Yes, the shares will rank pari passu with National Grid's existing ordinary shares.