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Diageo SEC Filings

DEO NYSE

Diageo plc filings document foreign-issuer disclosures for the company's ADR and ordinary-share capital structure. Form 6-K reports furnish trading statements, interim results, regional sales commentary, operating-profit measures, cash-flow disclosures, leverage priorities and portfolio actions across Diageo's global beverage alcohol business.

The filing record also covers total voting rights, treasury shares, director and PDMR shareholding notifications, director declarations, block listing reviews, major-holdings notices and base prospectus supplements. These disclosures connect the NYSE-traded DEO ADR with Diageo's UK-listed ordinary shares, governance obligations and recurring capital-market reporting under foreign-issuer rules.

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Diageo reports Q3 fiscal 2026 net sales of $4.5 billion, up 2.3% year over year, and reiterates its full-year guidance. Organic net sales grew 0.3% in the quarter, with volume up 0.4% and price/mix slightly negative.

Europe, Latin America & Caribbean and Africa all delivered strong organic net sales growth, each at least high-single-digit, supported by Easter timing and FIFA World Cup-related sell-in. North America remained a drag, with organic net sales down high-single-digit and US Spirits particularly weak. Asia Pacific declined slightly as lower Chinese white spirits offset growth in international premium spirits.

Management expects fiscal 2026 organic net sales to be down 2–3% and organic operating profit to be flat to up low-single-digit, including about $300 million of cost savings from the Accelerate programme. The company targets $3 billion of free cash flow versus $2.7 billion in fiscal 2025, lower capital expenditure, and leverage reduction supported by the agreed sale of USL’s RCB business and the planned disposal of its stake in EABL.

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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.

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Diageo plc reports that Artisan Partners Limited Partnership now holds 5.026985% of its voting rights, representing 111,928,723 voting rights attached to shares.

The holding is entirely in shares, with no additional voting rights held through financial instruments. Custodian banks such as Bank of New York, State Street, Northern Trust, and others are listed as shareholders on behalf of the ultimate holder.

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Diageo plc filed a Form 6-K summarising multiple March 2026 disclosures, ranging from capital structure to executive share dealings and financing documentation. As of 28 February 2026, the company had 2,432,425,480 Ordinary Shares issued and 2,226,452,178 total voting rights after 205,973,302 treasury shares.

The filing details routine director and senior executive transactions, including share purchases by the Chair at £15.18 and various awards, option grants and tax-cover sales under long-term incentive and share incentive plans in London and New York. Diageo, Diageo Finance plc and Diageo Capital B.V. also published an FCA-approved supplement to their debt issuance Programme’s base prospectus.

A key event is Diageo subsidiary United Spirits Limited agreeing to sell its 100% equity stake in Royal Challengers Sports Private Limited, owner of the Royal Challengers Bengaluru IPL and WPL franchises, to an Aditya Birla Group–led consortium for INR 166.6 billion, subject to customary legal and regulatory approvals in India.

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Diageo plc filed a report summarizing several February 2026 disclosures. As of 31 January 2026, the company’s issued capital was 2,432,425,480 ordinary shares, including 205,986,795 held in treasury, giving a total of 2,226,438,685 voting rights for regulatory threshold calculations.

The filing also records insider share purchases and awards under Diageo share incentive plans. Chair Sir John Manzoni bought 365 ordinary shares at £17.99, while the Chief Financial Officer and multiple Executive Committee members acquired small numbers of partnership shares with matching shares granted.

In addition, Senior Independent Director Susan Kilsby is noted as serving as Executive Chair of Fortune Brands Innovations, Inc. from 12 February 2026 to 13 May 2026, temporarily assuming CEO duties there before returning to her non-executive chair role.

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Diageo plc reported mixed results for the six months ended 31 December 2025, with softer growth in key markets, a rebased dividend and a stronger deleveraging focus. Net sales were $10.46 billion, down 4.0% reported and 2.8% organically, as weakness in US Spirits and Chinese white spirits outweighed solid growth in Europe, Latin America and Africa.

Operating profit was $3.12 billion, down 1.2%, while organic operating profit fell 2.8% as adverse mix and tariffs only partly offset cost efficiencies. Free cash flow was $1.53 billion, $164 million lower than a year earlier, and net debt stood at $21.7 billion. Diageo expects fiscal 2026 organic net sales to decline 2–3% and organic operating profit to be flat to up low-single-digit, but still targets $3 billion of free cash flow.

The board cut the interim dividend to 20 cents per share from 40.50 cents and reset policy to a 30–50% payout ratio with a 50-cent annual floor, aiming to accelerate balance sheet strengthening. An agreed sale of its stakes in East African Breweries and the Kenyan spirits business to Asahi is expected to generate about $2.3 billion of net proceeds and reduce leverage by around 0.25x net debt to adjusted EBITDA, supporting a renewed focus on financial flexibility and future strategy under the new CEO.

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Diageo reported mixed interim results for the six months ended 31 December 2025. Reported net sales were $10.5 billion, down 4.0%, with organic net sales down 2.8% as growth in Europe, Latin America and Caribbean, and Africa was offset by weaker US spirits and Chinese white spirits.

Reported operating profit declined 1.2% to $3.1 billion, while net profit rose 1.7% and basic EPS reached 89.7 cents; EPS before exceptional items was 95.3 cents, down 2.5%. Free cash flow was $1.5 billion, $164 million lower than a year earlier, and net debt stood at $21.7 billion.

Diageo agreed to sell its stakes in East African Breweries and its Kenyan spirits business to Asahi for estimated net proceeds of $2.3 billion, implying a 17x EBITDA multiple and expected to reduce net debt to adjusted EBITDA by about 0.25x after completion in H2 2026. The company now expects fiscal 2026 organic net sales to decline 2–3% and organic operating profit to be flat to up low single digits, while reiterating $3 billion free cash flow guidance.

The Board has rebased the dividend to strengthen the balance sheet. The interim dividend is 20 cents per share versus 40.50 cents a year earlier, and Diageo is targeting a 30–50% payout ratio with a minimum annual dividend floor of 50 cents, aiming to increase financial flexibility while still providing shareholder returns.

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Diageo plc filed a Form 6-K summarizing a series of routine January 2026 disclosures, mainly director and senior management dealings in Diageo securities. Executives and directors, including Dayalan Nayager and Sir John Manzoni, bought Ordinary Shares around £16–£17 each through direct purchases, share incentive plans, and dividend reinvestment arrangements.

The company reported that, as of 31 December 2025, its issued capital comprised 2,432,425,480 Ordinary Shares, of which 205,999,299 were held in treasury, giving 2,226,426,181 voting rights. Diageo also provided a block listing review for employee share plans and disclosed that non-executive director John Rishton will become chair of Imperial Brands PLC in late 2026.

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Diageo plc filed a report summarizing December 2025 corporate information, including its share capital, board roles and routine insider share dealings. As of 30 November 2025, issued capital comprised 2,432,425,480 Ordinary Shares, of which 206,012,972 were held in treasury, giving 2,226,412,580 total voting rights for disclosure threshold calculations.

The filing notes that non-executive director Melissa Bethell is also a director of The Magnum Ice Cream Company N.V., which has been admitted to trading on Euronext Amsterdam, the London Stock Exchange and the New York Stock Exchange, where she will chair the remuneration committee and serve on the audit committee.

Multiple directors and senior managers acquired Diageo Ordinary Shares and American Depositary Shares through salary deduction share incentive plans, matching share awards and dividend reinvestment plans, at prices including about £16–£17 per Ordinary Share and $88–$90 per ADS. These transactions are disclosed under UK Market Abuse Regulation as routine updates on management shareholdings.

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Diageo plc has agreed to sell its 100% shareholding in Diageo Kenya Limited, which holds a 65% stake in East African Breweries plc (EABL), along with its 53.68% directly owned shareholding in Kenyan spirits company UDVK, to Asahi Group Holdings.

Diageo expects estimated net proceeds after tax and transaction costs of $2.3bn, equal to 17x adjusted EBITDA and implying an enterprise value of $4.8bn for 100% of EABL. The transaction is expected to reduce Diageo’s leverage by about 0.25x and is described as consistent with its strategy of selective disposals of non-core assets to strengthen the balance sheet and support de‑levering.

Diageo will enter long-term licensing and transitional service agreements so EABL continues producing and distributing Guinness, local spirits and ready‑to‑drink brands, and importing Diageo’s international spirits. Subject to regulatory approvals, completion is expected in the second half of calendar 2026, with EABL anticipated to remain listed on the Kenya, Uganda and Tanzania stock exchanges.

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FAQ

How many Diageo (DEO) SEC filings are available on StockTitan?

StockTitan tracks 26 SEC filings for Diageo (DEO), including 10-K annual reports, 10-Q quarterly reports, 8-K current reports, and Form 4 insider trading disclosures. Each filing includes AI-generated summaries, impact scoring, and sentiment analysis.

When was the most recent SEC filing for Diageo (DEO)?

The most recent SEC filing for Diageo (DEO) was filed on May 6, 2026.