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Transaction in Own Shares

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Shell plc announces the purchase and cancellation of a significant number of its own shares as part of its existing share buy-back program. The transactions were made on various trading venues at different prices, contributing to the company's ongoing capital management strategy.
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The share buyback announcement by Shell plc represents a strategic financial decision, potentially signaling the company's confidence in its intrinsic value and a commitment to enhancing shareholder value. From a financial perspective, the reduction in the number of shares outstanding can lead to an increase in earnings per share (EPS), assuming net income remains constant. This can make the stock more attractive to investors, as it may indicate improved financial ratios and a stronger financial position.

However, the cost of the buyback must be considered against other potential uses of capital, such as investment in growth opportunities or debt reduction. The decision to execute a buyback also suggests that the company views its stock as undervalued or that it is seeking to return capital to shareholders in a tax-efficient manner. Investors will be interested in how this buyback aligns with the company's long-term strategy and capital allocation priorities.

The execution of Shell's share buyback program within the parameters of market regulations, such as EU MAR and UK MAR, indicates compliance with market abuse prevention standards. The involvement of Citigroup Global Markets Limited to independently make trading decisions on behalf of Shell suggests an effort to maintain market integrity and transparency. Market participants will monitor the impact of these buybacks on share liquidity and market volatility.

Additionally, the geographical split in the buyback across different trading venues and currencies points to a strategic approach to capital management across Shell's investor base. This also reflects the company's global footprint and the need to balance market activities across different regulatory environments.

Shell's adherence to the complex regulatory frameworks governing share buybacks, such as EU MAR, UK MAR and the EU MAR Delegated Regulation, is crucial for legal compliance. The detailed disclosure of the buyback transactions and the involvement of an independent trading entity align with the transparency requirements set forth by these regulations. Legal scrutiny in such cases ensures that the company's actions do not contravene market abuse laws and that shareholders are treated fairly.

It is important for investors to understand that such regulatory compliance also serves to protect their interests by mitigating the risk of market manipulation. The legal intricacies of these transactions reflect the company's obligation to operate within a tightly controlled legal framework, which can have significant implications for corporate governance and shareholder rights.

Transaction in Own Shares

13 March, 2024

• • • • • • • • • • • • • • • •

Shell plc (the ‘Company’) announces that on 13 March 2024 it purchased the following number of Shares for cancellation.

Aggregated information on Shares purchased according to trading venue:

Date of purchaseNumber of Shares purchasedHighest price paid

 
Lowest price paid

 
Volume weighted average price paid per shareVenueCurrency
13/03/2024665,170 £25.3100£24.9050£25.0872LSEGBP
13/03/2024- £0.0000£0.0000£0.0000Chi-X (CXE)GBP
13/03/2024- £0.0000£0.0000£0.0000BATS (BXE)GBP
13/03/2024612,055 €29.9100€29.4600€29.6736XAMSEUR
13/03/2024- €0.0000€0.0000€0.0000CBOE DXEEUR
13/03/2024- €0.0000€0.0000€0.0000TQEXEUR

These share purchases form part of the on- and off-market limbs of the Company's existing share buy-back programme previously announced on 1 February 2024.

In respect of this programme, Citigroup Global Markets Limited will make trading decisions in relation to the securities independently of the Company for a period from 1 February 2024 up to and including 26 April 2024.

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 12 of the 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 Citigroup Global Markets Limited on behalf of the Company as a part of the buy-back programme is detailed below.

Enquiries

Media International: +44 (0) 207 934 5550

Media Americas: +1 832 337 4335

LEI number of Shell plc: 21380068P1DRHMJ8KU70

Classification: Acquisition or disposal of the issuer’s own shares

Attachment


FAQ

How many shares did Shell plc purchase for cancellation on 13th March 2024?

Shell plc purchased 1,277,225 shares for cancellation on 13th March 2024.

What was the highest price paid per share by Shell plc on 13th March 2024?

The highest price paid per share by Shell plc on 13th March 2024 was £25.3100 on the London Stock Exchange (LSE).

Which trading venues did Shell plc make share purchases on 13th March 2024?

Shell plc made share purchases on the London Stock Exchange (LSE), Chi-X (CXE), BATS (BXE), and XAMS.

Who will make trading decisions for Shell plc's share buy-back program until 26th April 2024?

Citigroup Global Markets Limited will make trading decisions for Shell plc's share buy-back program until 26th April 2024.

Under which regulations is Shell plc's share buy-back program being conducted?

Shell plc's share buy-back program is being conducted in accordance with Chapter 12 of the Listing Rules, EU MAR, and UK MAR.

Shell plc American Depositary Shares (Each represents two Ordinary shares)

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