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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 November 2023

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 [   ]

On November 1, 2023 Shell plc (“Shell") received three notifications from Norges Bank, as set out below:

 

oNotification 1 – as a result of an acquisition of shares with the percentage of voting rights in Shell exceeding 3% on August 15, 2022;
oNotification 2 – correcting errors in Notification 1; and
oNotification 3 - Norges Bank’s shareholding falling below a notifiable threshold (below 3% of the voting rights in Shell) on October 30, 2023.

 

Norges Bank have advised Shell that Notifications 1 and 2 were not submitted to Shell in August 2022 as a result of an administrative error by Norges Bank.

 

Notifications 2 and 3 are set out below:

 

 

NOTIFICATION – Threshold crossed in August 2022 (corrected version)
TR-1: Standard form for notification of major holdings

 

NOTIFICATION OF MAJOR HOLDINGS
 
1a. Identity of the issuer or the underlying issuer of existing shares to which voting rights are attachedii: Shell plc
1b. Please indicate if the issuer is a non-UK issuer  (please mark with an “X” if appropriate)
Non-UK issuer  
2. Reason for the notification (please mark the appropriate box or boxes with an “X”)
An acquisition or disposal of voting rights X
An acquisition or disposal of financial instruments  
An event changing the breakdown of voting rights  
Other (please specify)iii:  
3. Details of person subject to the notification obligationiv
Name Norges Bank
City and country of registered office (if applicable) Oslo, Norway
4. Full name of shareholder(s) (if different from 3.)v
Name N/A
City and country of registered office (if applicable) N/A
5. Date on which the threshold was crossed or reachedvi: 15 August 2022
6. Date on which issuer notified (DD/MM/YYYY): 1 November 2023
7. Total positions of person(s) subject to the notification obligation
  % of voting rights attached to shares (total of 8. A) % of voting rights through financial instruments
(total of 8.B 1 + 8.B 2)		 Total of both in % (8.A + 8.B) Total number of voting rights of issuervii
Resulting situation on the date on which threshold was crossed or reached 3.015200 % 0.001990 % 3.017190 % 220,180,863

Position of previous notification (if

applicable)

 2.993500 0.000430 2.993930  
             


8. Notified details of the resulting situation on the date on which the threshold was crossed or reachedviii
A: Voting rights attached to shares

Class/type of
shares

ISIN code (if possible)

 Number of voting rightsix % of voting rights

Direct

(Art 9 of Directive 2004/109/EC) (DTR5.1)

Indirect

(Art 10 of Directive 2004/109/EC) (DTR5.2.1)

Direct

(Art 9 of Directive 2004/109/EC) (DTR5.1)

Indirect

(Art 10 of Directive 2004/109/EC) (DTR5.2.1)

GB00BP6MXD84 196654191   2.694800 %  
US7802593050 23381414   0.320400 %  
         
         
SUBTOTAL 8. A 220,035,605 3.015200%

 

B 1: Financial Instruments according to Art. 13(1)(a) of Directive 2004/109/EC (DTR5.3.1.1 (a))
Type of financial instrument Expiration
datex		 Exercise/
Conversion Periodxi

Number of voting rights that may be acquired if the instrument is

exercised/converted.

 % of voting rights
Shares on loan (right to recall) n/a At any time 145258 0.001990
    SUBTOTAL 8. B 1 145258 0.001990%

 

 

B 2: Financial Instruments with similar economic effect according to Art. 13(1)(b) of Directive 2004/109/EC (DTR5.3.1.1 (b))
Type of financial instrument Expiration
datex		 Exercise/
Conversion Period xi

Physical or cash

settlementxii

 Number of voting rights % of voting rights
N/A          
      SUBTOTAL 8.B.2    
                   

9. Information in relation to the person subject to the notification obligation (please mark the

applicable box with an “X”)

Person subject to the notification obligation is not controlled by any natural person or legal entity and does not control any other undertaking(s) holding directly or indirectly an interest in the (underlying) issuerxiii x
Full chain of controlled undertakings through which the voting rights and/or the
financial instruments are effectively held starting with the ultimate controlling natural person or legal entityxiv (please add additional rows as necessary)		  
Namexv % of voting rights if it equals or is higher than the notifiable threshold % of voting rights through financial instruments if it equals or is higher than the notifiable threshold Total of both if it equals or is higher than the notifiable threshold
       
       
 
10. In case of proxy voting, please identify:
Name of the proxy holder  
The number and % of voting rights held  
The date until which the voting rights will be held  
 
11. Additional informationxvi

 Correction of previous notification

 

         

Place of completion Oslo, Norway
Date of completion 1 November 2023 (Norges date from TR1 submission)

 

NOTIFICATION – Threshold crossed in October 2023

TR-1: Standard form for notification of major holdings

 

NOTIFICATION OF MAJOR HOLDINGS
 
1a. Identity of the issuer or the underlying issuer of existing shares to which voting rights are attachedii: Shell plc
1b. Please indicate if the issuer is a non-UK issuer  (please mark with an “X” if appropriate)
Non-UK issuer  
2. Reason for the notification (please mark the appropriate box or boxes with an “X”)
An acquisition or disposal of voting rights X
An acquisition or disposal of financial instruments  
An event changing the breakdown of voting rights  
Other (please specify)iii:  
3. Details of person subject to the notification obligationiv
Name Norges Bank
City and country of registered office (if applicable) Oslo, Norway
4. Full name of shareholder(s) (if different from 3.)v
Name N/A
City and country of registered office (if applicable) N/A
5. Date on which the threshold was crossed or reachedvi: 30 October 2023
6. Date on which issuer notified (DD/MM/YYYY): 1 November 2023
7. Total positions of person(s) subject to the notification obligation
  % of voting rights attached to shares (total of 8. A) % of voting rights through financial instruments
(total of 8.B 1 + 8.B 2)		 Total of both in % (8.A + 8.B) Total number of voting rights of issuervii
Resulting situation on the date on which threshold was crossed or reached 2.984360 0.000000 2.984360 197,118,319

Position of previous notification (if

applicable)

 3.015200 0.001990 3.017190  
             


8. Notified details of the resulting situation on the date on which the threshold was crossed or reachedviii
A: Voting rights attached to shares

Class/type of
shares

ISIN code (if possible)

 Number of voting rightsix % of voting rights

Direct

(Art 9 of Directive 2004/109/EC) (DTR5.1)

Indirect

(Art 10 of Directive 2004/109/EC) (DTR5.2.1)

Direct

(Art 9 of Directive 2004/109/EC) (DTR5.1)

Indirect

(Art 10 of Directive 2004/109/EC) (DTR5.2.1)

GB00BP6MXD84 195445567   2.959040 %  
US7802593050 1672752   0.025320 %  
         
         
SUBTOTAL 8. A 197,118,319 2.984360%

 

B 1: Financial Instruments according to Art. 13(1)(a) of Directive 2004/109/EC (DTR5.3.1.1 (a))
Type of financial instrument Expiration
datex		 Exercise/
Conversion Periodxi

Number of voting rights that may be acquired if the instrument is

exercised/converted.

 % of voting rights
N/A        
    SUBTOTAL 8. B 1    

 

B 2: Financial Instruments with similar economic effect according to Art. 13(1)(b) of Directive 2004/109/EC (DTR5.3.1.1 (b))
Type of financial instrument Expiration
datex		 Exercise/
Conversion Period xi

Physical or cash

settlementxii

 Number of voting rights % of voting rights
N/A          
      SUBTOTAL 8.B.2    
                   

9. Information in relation to the person subject to the notification obligation (please mark the

applicable box with an “X”)

Person subject to the notification obligation is not controlled by any natural person or legal entity and does not control any other undertaking(s) holding directly or indirectly an interest in the (underlying) issuerxiii x
Full chain of controlled undertakings through which the voting rights and/or the
financial instruments are effectively held starting with the ultimate controlling natural person or legal entityxiv (please add additional rows as necessary)		  
Namexv % of voting rights if it equals or is higher than the notifiable threshold % of voting rights through financial instruments if it equals or is higher than the notifiable threshold Total of both if it equals or is higher than the notifiable threshold
       
       
 
10. In case of proxy voting, please identify:
Name of the proxy holder  
The number and % of voting rights held  
The date until which the voting rights will be held  
 
11. Additional informationxvi
 
         

Place of completion Oslo, Norway
Date of completion 1 November 2023 (Norges date from TR1 submission)

 

Anthony Clarke

Deputy Company Secretary

Shell plc

 

LEI Number of Shell plc: 21380068P1DRHMJ8KU70

Classification: Major Shareholding Notifications

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

 

 (a)the Registration Statement on Form F-3 of Shell plc and Shell International Finance B.V. (Registration Numbers 333-254137 and 333-254137-01); and

 

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

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: November 3, 2023     /s/ Anthony Clarke    
  Anthony Clarke
  Deputy Company Secretary