Shell PLC

Foreign Filer Report • Dec 29, 2025

6-K 1 f6k_122925.htm FORM 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549****

Form 6-K

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

For the month of December 2025

Commission File Number: 1-32575

Shell plc (Exact name of registrant as specified in its charter)

England and Wales (Jurisdiction of incorporation or organization)

Shell Centre London, SE1 7NA 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 [ X ] 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): [ ]

Director/PDMR Shareholding

| NOTIFICATION AND PUBLIC DISCLOSURE
OF TRANSACTIONS BY PERSONS DISCHARGING MANAGERIAL RESPONSIBILITIES IN ACCORDANCE WITH THE REQUIREMENTS OF THE EU AND UK MARKET ABUSE
REGIMES | | | | |
| --- | --- | --- | --- | --- |
| December 24, 2025 | | | | |
| Shell plc (the "Company") has been
notified that following the payment of the interim dividend on December 18, 2025 in respect of the third quarter of 2025, the following
Persons Discharging Managerial Responsibilities ("PDMRs") acquired dividend shares in respect of shares previously delivered to them
under the annual bonus and/or shares previously vested under employee share plans and held in a Share Plan Account. Further information
can be found in the Shell plc Annual Report and Form 20-F for the year ended December 31, 2024 (www.shell.com/annualreport). | | | | |
| PDMR | Date
Acquired | Share
Type | Number
of dividend shares acquired | Purchase
price per Share |
| Wael
Sawan | 22
December 2025 | SHELL
(AMS) | 3,054.9554 | EUR
31.0198 |
| Wael
Sawan | 22
December 2025 | SHEL
(LSE) | 656.18285 | GBP
27.05954 |
| Sinead
Gorman | 22
December 2025 | SHEL
(LSE) | 2,145.9574 | GBP
27.05954 |
| Philippa
Bounds | 22
December 2025 | SHELL
(AMS) | 0.00593 | EUR
31.0198 |
| Philippa
Bounds | 22
December 2025 | SHEL
(LSE) | 307.48192 | GBP
27.05954 |
| Peter
Costello | 22
December 2025 | SHELL
(AMS) | 30.33224 | EUR
31.0198 |
| Peter
Costello | 22
December 2025 | SHEL
(LSE) | 1,007.40788 | GBP
27.05954 |
| Cederic
Cremers | 22
December 2025 | SHELL
(AMS) | 337.96228 | EUR
31.0198 |
| Machteld
de Haan | 22
December 2025 | SHELL
(AMS) | 291.35253 | EUR
31.0198 |
| Machteld
de Haan | 22
December 2025 | SHEL
ADS (NYSE) | 21.62565 | USD
72.97 |
| Robertus
Mooldijk | 22
December 2025 | SHELL
(AMS) | 703.89909 | EUR
31.0198 |
| Andrew
Smith | 22
December 2025 | SHELL
(AMS) | 420.71812 | EUR
31.0198 |
| Rachel
Solway | 22
December 2025 | SHEL
(LSE) | 84.59008 | GBP
27.05954 |
| The Notification of Dealing Form for
each PDMR can be found below. | | | | |
| Julie Keefe | | | | |
| Deputy Company Secretary | | | | |
| ENQUIRIES | | | | |
| Media: International +44 (0) 207 934
5550; U.S. and Canada: https://www.shell.us/about-us/news-and-insights/media/submit-an-inquiry.html | | | | |

| 1. Details
of the person discharging managerial responsibilities/person closely associated | |
| --- | --- |
| First
Name(s) | Wael |
| Last
Name(s) | Sawan |
| 2. Reason
for the notification | |
| Position/status | Chief
Executive Officer |
| Initial
notification/ amendment | Initial
notification |
| 3. Details
of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |
| Full
name of the entity | Shell
plc |
| Legal
Entity Identifier code | 21380068P1DRHMJ8KU70 |
| 4. Details
of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; (iv)
each place where transactions have been conducted | |
| Description
of the financial instrument | Ordinary
shares of €0.07 each |
| Identification
Code | GB00BP6MXD84 |
| Nature
of the transaction | Dividend
shares in respect of shares previously delivered under the annual bonus and/or shares previously vested under employee share plans
and held in a Share Plan Account. |
| Currency | EUR |
| Price | 31.0198 |
| Volume | 3,054.9554 |
| Total | 94,764.11 |
| Aggregated
information | |
| Volume | 3,054.9554 |
| Price | 31.0198 |
| Total | 94,764.11 |
| Date
of transaction | 22/12/2025 |
| Place
of transaction | Amsterdam |

| 1. Details
of the person discharging managerial responsibilities/person closely associated | |
| --- | --- |
| First
Name(s) | Wael |
| Last
Name(s) | Sawan |
| 2. Reason
for the notification | |
| Position/status | Chief
Executive Officer |
| Initial
notification/ amendment | Initial
notification |
| 3. Details
of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |
| Full
name of the entity | Shell
plc |
| Legal
Entity Identifier code | 21380068P1DRHMJ8KU70 |
| 4. Details
of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; (iv)
each place where transactions have been conducted | |
| Description
of the financial instrument | Ordinary
shares of €0.07 each |
| Identification
Code | GB00BP6MXD84 |
| Nature
of the transaction | Dividend
shares in respect of shares previously delivered under the annual bonus and/or shares previously vested under employee share plans
and held in a Share Plan Account. |
| Currency | GBP |
| Price | 27.05954 |
| Volume | 656.18285 |
| Total | 17,756.01 |
| Aggregated
information | |
| Volume | 656.18285 |
| Price | 27.05954 |
| Total | 17,756.01 |
| Date
of transaction | 22/12/2025 |
| Place
of transaction | London |

| 1. Details
of the person discharging managerial responsibilities/person closely associated | |
| --- | --- |
| First
Name(s) | Sinead |
| Last
Name(s) | Gorman |
| 2. Reason
for the notification | |
| Position/status | Chief
Financial Officer |
| Initial
notification/ amendment | Initial
notification |
| 3. Details
of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |
| Full
name of the entity | Shell
plc |
| Legal
Entity Identifier code | 21380068P1DRHMJ8KU70 |
| 4. Details
of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; (iv)
each place where transactions have been conducted | |
| Description
of the financial instrument | Ordinary
shares of €0.07 each |
| Identification
Code | GB00BP6MXD84 |
| Nature
of the transaction | Dividend
shares in respect of shares previously delivered under the annual bonus and/or shares previously vested under employee share plans
and held in a Share Plan Account. |
| Currency | GBP |
| Price | 27.05954 |
| Volume | 2,145.9574 |
| Total | 58,068.62 |
| Aggregated
information | |
| Volume | 2,145.9574 |
| Price | 27.05954 |
| Total | 58,068.62 |
| Date
of transaction | 22/12/2025 |
| Place
of transaction | London |

| 1. Details
of the person discharging managerial responsibilities/person closely associated | |
| --- | --- |
| First
Name(s) | Philippa |
| Last
Name(s) | Bounds |
| 2. Reason
for the notification | |
| Position/status | Chief
Legal Officer |
| Initial
notification/ amendment | Initial
notification |
| 3. Details
of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |
| Full
name of the entity | Shell
plc |
| Legal
Entity Identifier code | 21380068P1DRHMJ8KU70 |
| 4. Details
of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; (iv)
each place where transactions have been conducted | |
| Description
of the financial instrument | Ordinary
shares of €0.07 each |
| Identification
Code | GB00BP6MXD84 |
| Nature
of the transaction | Dividend
shares in respect of shares previously delivered under the annual bonus and/or shares previously vested under employee share plans
and held in a Share Plan Account. |
| Currency | EUR |
| Price | 31.0198 |
| Volume | 0.00593 |
| Total | 0.18 |
| Aggregated
information | |
| Volume | 0.00593 |
| Price | 31.0198 |
| Total | 0.18 |
| Date
of transaction | 22/12/2025 |
| Place
of transaction | Amsterdam |

| 1. Details
of the person discharging managerial responsibilities/person closely associated | |
| --- | --- |
| First
Name(s) | Philippa |
| Last
Name(s) | Bounds |
| 2. Reason
for the notification | |
| Position/status | Chief
Legal Officer |
| Initial
notification/ amendment | Initial
notification |
| 3. Details
of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |
| Full
name of the entity | Shell
plc |
| Legal
Entity Identifier code | 21380068P1DRHMJ8KU70 |
| 4. Details
of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; (iv)
each place where transactions have been conducted | |
| Description
of the financial instrument | Ordinary
shares of €0.07 each |
| Identification
Code | GB00BP6MXD84 |
| Nature
of the transaction | Dividend
shares in respect of shares previously delivered under the annual bonus and/or shares previously vested under employee share plans
and held in a Share Plan Account. |
| Currency | GBP |
| Price | 27.05954 |
| Volume | 307.48192 |
| Total | 8,320.32 |
| Aggregated
information | |
| Volume | 307.48192 |
| Price | 27.05954 |
| Total | 8,320.32 |
| Date
of transaction | 22/12/2025 |
| Place
of transaction | London |

| 1. Details
of the person discharging managerial responsibilities/person closely associated | |
| --- | --- |
| First
Name(s) | Peter |
| Last
Name(s) | Costello |
| 2. Reason
for the notification | |
| Position/status | President,
Upstream |
| Initial
notification/ amendment | Initial
notification |
| 3. Details
of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |
| Full
name of the entity | Shell
plc |
| Legal
Entity Identifier code | 21380068P1DRHMJ8KU70 |
| 4. Details
of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; (iv)
each place where transactions have been conducted | |
| Description
of the financial instrument | Ordinary
shares of €0.07 each |
| Identification
Code | GB00BP6MXD84 |
| Nature
of the transaction | Dividend
shares in respect of shares previously delivered under the annual bonus and/or shares previously vested under employee share plans
and held in a Share Plan Account. |
| Currency | EUR |
| Price | 31.0198 |
| Volume | 30.33224 |
| Total | 940.90 |
| Aggregated
information | |
| Volume | 30.33224 |
| Price | 31.0198 |
| Total | 940.90 |
| Date
of transaction | 22/12/2025 |
| Place
of transaction | Amsterdam |

| 1. Details
of the person discharging managerial responsibilities/person closely associated | |
| --- | --- |
| First
Name(s) | Peter |
| Last
Name(s) | Costello |
| 2. Reason
for the notification | |
| Position/status | President,
Upstream |
| Initial
notification/ amendment | Initial
notification |
| 3. Details
of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |
| Full
name of the entity | Shell
plc |
| Legal
Entity Identifier code | 21380068P1DRHMJ8KU70 |
| 4. Details
of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; (iv)
each place where transactions have been conducted | |
| Description
of the financial instrument | Ordinary
shares of €0.07 each |
| Identification
Code | GB00BP6MXD84 |
| Nature
of the transaction | Dividend
shares in respect of shares previously delivered under the annual bonus and/or shares previously vested under employee share plans
and held in a Share Plan Account. |
| Currency | GBP |
| Price | 27.05954 |
| Volume | 1,007.40788 |
| Total | 27,259.99 |
| Aggregated
information | |
| Volume | 1,007.40788 |
| Price | 27.05954 |
| Total | 27,259.99 |
| Date
of transaction | 22/12/2025 |
| Place
of transaction | London |

| 1. Details
of the person discharging managerial responsibilities/person closely associated | |
| --- | --- |
| First
Name(s) | Cederic |
| Last
Name(s) | Cremers |
| 2. Reason
for the notification | |
| Position/status | President,
Integrated Gas |
| Initial
notification/ amendment | Initial
notification |
| 3. Details
of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |
| Full
name of the entity | Shell
plc |
| Legal
Entity Identifier code | 21380068P1DRHMJ8KU70 |
| 4. Details
of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; (iv)
each place where transactions have been conducted | |
| Description
of the financial instrument | Ordinary
shares of €0.07 each |
| Identification
Code | GB00BP6MXD84 |
| Nature
of the transaction | Dividend
shares in respect of shares previously delivered under the annual bonus and/or shares previously vested under employee share plans
and held in a Share Plan Account. |
| Currency | EUR |
| Price | 31.0198 |
| Volume | 337.96228 |
| Total | 10,483.52 |
| Aggregated
information | |
| Volume | 337.96228 |
| Price | 31.0198 |
| Total | 10,483.52 |
| Date
of transaction | 22/12/2025 |
| Place
of transaction | Amsterdam |

| 1. Details
of the person discharging managerial responsibilities/person closely associated | |
| --- | --- |
| First
Name(s) | Machteld |
| Last
Name(s) | De
Haan |
| 2. Reason
for the notification | |
| Position/status | President,
Downstream, Renewables and Energy Solutions |
| Initial
notification/ amendment | Initial
notification |
| 3. Details
of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |
| Full
name of the entity | Shell
plc |
| Legal
Entity Identifier code | 21380068P1DRHMJ8KU70 |
| 4. Details
of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; (iv)
each place where transactions have been conducted | |
| Description
of the financial instrument | Ordinary
shares of €0.07 each |
| Identification
Code | GB00BP6MXD84 |
| Nature
of the transaction | Dividend
shares in respect of shares previously delivered under the annual bonus and/or shares previously vested under employee share plans
and held in a Share Plan Account. |
| Currency | EUR |
| Price | 31.0198 |
| Volume | 291.35253 |
| Total | 9,037.70 |
| Aggregated
information | |
| Volume | 291.35253 |
| Price | 31.0198 |
| Total | 9,037.70 |
| Date
of transaction | 22/12/2025 |
| Place
of transaction | Amsterdam |

| 1. Details
of the person discharging managerial responsibilities/person closely associated | |
| --- | --- |
| First
Name(s) | Machteld |
| Last
Name(s) | De
Haan |
| 2. Reason
for the notification | |
| Position/status | President,
Downstream, Renewables and Energy Solutions |
| Initial
notification/ amendment | Initial
notification |
| 3. Details
of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |
| Full
name of the entity | Shell
plc |
| Legal
Entity Identifier code | 21380068P1DRHMJ8KU70 |
| 4. Details
of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; (iv)
each place where transactions have been conducted | |
| Description
of the financial instrument | American
Depository Shares (SHEL) |
| Identification
Code | US7802593050 |
| Nature
of the transaction | Dividend
shares in respect of shares previously delivered under the annual bonus and/or shares previously vested under employee share plans
and held in a Share Plan Account. |
| Currency | USD |
| Price | 72.97 |
| Volume | 21.62565 |
| Total | 1,578.02 |
| Aggregated
information | |
| Volume | 21.62565 |
| Price | 72.97 |
| Total | 1,578.02 |
| Date
of transaction | 22/12/2025 |
| Place
of transaction | New
York |

| 1. Details
of the person discharging managerial responsibilities/person closely associated | |
| --- | --- |
| First
Name(s) | Robertus |
| Last
Name(s) | Mooldijk |
| 2. Reason
for the notification | |
| Position/status | President,
Projects and Technology |
| Initial
notification/ amendment | Initial
notification |
| 3. Details
of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |
| Full
name of the entity | Shell
plc |
| Legal
Entity Identifier code | 21380068P1DRHMJ8KU70 |
| 4. Details
of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; (iv)
each place where transactions have been conducted | |
| Description
of the financial instrument | Ordinary
shares of €0.07 each |
| Identification
Code | GB00BP6MXD84 |
| Nature
of the transaction | Dividend
shares in respect of shares previously delivered under the annual bonus and/or shares previously vested under employee share plans
and held in a Share Plan Account. |
| Currency | EUR |
| Price | 31.0198 |
| Volume | 703.89909 |
| Total | 21,834.81 |
| Aggregated
information | |
| Volume | 703.89909 |
| Price | 31.0198 |
| Total | 21,834.81 |
| Date
of transaction | 22/12/2025 |
| Place
of transaction | Amsterdam |

| 1. Details
of the person discharging managerial responsibilities/person closely associated | |
| --- | --- |
| First
Name(s) | Andrew |
| Last
Name(s) | Smith |
| 2. Reason
for the notification | |
| Position/status | President,
Trading and Supply |
| Initial
notification/ amendment | Initial
notification |
| 3. Details
of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |
| Full
name of the entity | Shell
plc |
| Legal
Entity Identifier code | 21380068P1DRHMJ8KU70 |
| 4. Details
of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; (iv)
each place where transactions have been conducted | |
| Description
of the financial instrument | Ordinary
shares of €0.07 each |
| Identification
Code | GB00BP6MXD84 |
| Nature
of the transaction | Dividend
shares in respect of shares previously delivered under the annual bonus and/or shares previously vested under employee share plans
and held in a Share Plan Account. |
| Currency | EUR |
| Price | 31.0198 |
| Volume | 420.71812 |
| Total | 13,050.59 |
| Aggregated
information | |
| Volume | 420.71812 |
| Price | 31.0198 |
| Total | 13,050.59 |
| Date
of transaction | 22/12/2025 |
| Place
of transaction | Amsterdam |

| 1. Details
of the person discharging managerial responsibilities/person closely associated | |
| --- | --- |
| First
Name(s) | Rachel |
| Last
Name(s) | Solway |
| 2. Reason
for the notification | |
| Position/status | Chief
Human Resources & Corporate Officer |
| Initial
notification/ amendment | Initial
notification |
| 3. Details
of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |
| Full
name of the entity | Shell
plc |
| Legal
Entity Identifier code | 21380068P1DRHMJ8KU70 |
| 4. Details
of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; (iv)
each place where transactions have been conducted | |
| Description
of the financial instrument | Ordinary
shares of €0.07 each |
| Identification
Code | GB00BP6MXD84 |
| Nature
of the transaction | Dividend
shares in respect of shares previously delivered under the annual bonus and/or shares previously vested under employee share plans
and held in a Share Plan Account. |
| Currency | GBP |
| Price | 27.05954 |
| Volume | 84.59008 |
| Total | 2,288.97 |
| Aggregated
information | |
| Volume | 84.59008 |
| Price | 27.05954 |
| Total | 2,288.97 |
| Date
of transaction | 22/12/2025 |
| Place
of transaction | London |

This Report on Form 6-K is incorporated by reference into:

(a) the Registration Statement on Form F-3 of Shell plc, Shell Finance US Inc. and Shell International Finance B.V. (Registration Numbers 333-276068, 333-276068-01 and 333-276068-02); and

(b) the Registration Statements on Form S-8 of Shell plc (Registration Numbers 333-262396, 333-272192 and 333-292109).

SIGNATURES

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.

	Shell plc
	(Registrant)
Date: December 29, 2025	/s/ Julie Keefe
	Julie Keefe
	Deputy Company Secretary