SHELL PLC SEC Filings

Shell plc filed a Form 6-K that furnishes an Underwriting Agreement dated November 3, 2025 among Shell plc, Shell Finance US Inc., and underwriters led by Citigroup Global Markets, HSBC Securities (USA), J.P. Morgan Securities, Morgan Stanley & Co., and SMBC Nikko Securities America. The filing also includes legal opinions: Slaughter and May on Shell plc guarantees and Cravath, Swaine & Moore LLP on the validity of senior debt securities under New York law.

The 6-K is incorporated by reference into Shell’s Form F-3 shelf (Registration Nos. 333-276068, 333-276068-01, 333-276068-02) and into Form S-8 registrations (Registration Nos. 333-262396, 333-272192).

Shell plc reported PDMR share dealings. On October 31, 2025, CEO Wael Sawan elected to participate in a Dividend Reinvestment Plan to reinvest future dividends in a Computershare Share Plan Account. As at October 31, 2025, he held 374,808.246425 ordinary shares of €0.07 each in that account.

Chief Legal Officer Philippa Bounds disposed of 5,973 ordinary shares at £28.34 per share in London, for a total of £169,274.82. These disclosures were made in accordance with EU and UK market abuse regime requirements.

Shell plc reported multiple on- and off‑market share repurchases for cancellation across October 2025 under its existing buy‑back programme. The company executed purchases on major venues including the LSE, Chi‑X (CXE), BATS (BXE), Euronext Amsterdam (XAMS) and CBOE DXE, with volume‑weighted average prices disclosed for each trade.

HSBC Bank plc acted independently for the programme from 31 July 2025 through 24 October 2025. From 30 October 2025 through 30 January 2026, Merrill Lynch International will make trading decisions independently. Examples of aggregate daily activity include 930,000 shares on 1 October and 2,550,000 shares on 10 October, with further notable days such as 1,731,360 shares on 24 October and 1,456,924 shares on 31 October. All transactions were carried out within pre‑set parameters and in accordance with UK Listing Rules and EU/UK MAR requirements.

Shell Finance US Inc. launched a preliminary prospectus supplement for a primary offering of senior unsecured notes, including floating-rate and fixed-rate tranches, fully and unconditionally guaranteed by Shell plc. Application will be made to list the notes on the New York Stock Exchange.

The floating-rate notes will pay interest based on Compounded SOFR (using the SOFR Index), while the fixed-rate notes will pay semiannual interest. The fixed-rate notes may be redeemed at Shell Finance US’s option, including a make-whole call prior to a defined Par Call Date and at par on or after that date; all series are also subject to optional tax redemption. The guarantees rank senior unsecured, and the notes will be issued in book-entry form through DTC, Euroclear and Clearstream. Net proceeds are expected to be used for general corporate purposes.

Shell plc filed a Form 6-K announcing that it has commenced “any and all” exchange offers for six series of USD notes issued by Shell International Finance B.V. and BG Energy Capital plc. The filing includes Exhibit 99.1 describing the exchange offers.

The report is incorporated by reference into Shell’s shelf Registration Statement on Form F-3 (Nos. 333-276068, 333-276068-01, 333-276068-02) and its employee plan Registration Statements on Form S-8 (Nos. 333-262396, 333-272192).

Shell plc furnished a Form 6-K that includes its Unaudited Condensed Interim Financial Report for the three and nine months ended September 30, 2025, along with a regulatory release. The package contains interim consolidated financial statements and a business review for these periods.

The filing is incorporated by reference into Shell’s shelf registration on Form F-3 and two Form S-8 registration statements, allowing those offerings and plans to reference the newly furnished information. This is an administrative update; no specific financial results are detailed in this excerpt.

Shell plc disclosed a series of on- and off-market purchases of its own ordinary shares for cancellation during August 2025 under the buy-back programme announced 31 July 2025. Trades executed by HSBC Bank plc on behalf of the company are reported by trading venue with volumes and prices (examples: 04/08/2025 LSE 625,379 shares average £26.8927; 05/08/2025 LSE 638,705 shares average £26.9176; 29/08/2025 LSE 317,964 shares average £27.3166). HSBC will make trading decisions independently from 31 July 2025 up to and including 24 October 2025. The programme is described as being conducted in accordance with UK Listing Rules and EU/UK MAR rules. The filing includes Shell's LEI (21380068P1DRHMJ8KU70) and is signed by Deputy Company Secretary Julie Keefe.