SHELL PLC
RESULT OF ANNUAL GENERAL MEETING
Shell plc (Shell) announces the poll results on the resolutions at its Annual General Meeting held on Tuesday May 19, 2026 at the Sofitel London Heathrow Hotel Terminal 5, London Heathrow Airport, London TW6 2GD. Resolutions 1 – 22 were carried and Resolution 23 was not carried.
In accordance with the UK Listing Rules, a copy of all resolutions other than resolutions concerning ordinary business at the Annual General Meeting, will be submitted to the National Storage Mechanism and will be available for inspection at: https://data.fca.org.uk/#/nsm/nationalstoragemechanism
| RESOLUTION | VOTES FOR |
% | VOTES AGAINST |
% | VOTES TOTAL |
% of ISC VOTED | VOTES WITHHELD |
|
| 1 | Receipt of Annual Report & Accounts | 3,692,655,862 | 99.09 | 33,814,873 | 0.91 | 3,726,470,735 | 66.57% | 16,661,674 |
| 2 | Approval of Directors’ Remuneration Policy | 3,562,735,886 | 95.96 | 149,959,212 | 4.04 | 3,712,695,098 | 66.33% | 30,433,635 |
| 3 | Approval of Directors’ Remuneration Report | 3,628,186,714 | 97.37 | 98,015,735 | 2.63 | 3,726,202,449 | 66.57% | 16,926,344 |
| 4 | Appointment of Holly Keller Koeppel | 3,553,257,053 | 95.33 | 173,969,267 | 4.67 | 3,727,226,320 | 66.59% | 15,898,007 |
| 5 | Appointment of Clare Scherrer | 3,662,274,189 | 98.25 | 65,078,408 | 1.75 | 3,727,352,597 | 66.59% | 15,770,496 |
| 6 | Reappointment of Dick Boer | 3,625,334,266 | 97.26 | 102,168,924 | 2.74 | 3,727,503,190 | 66.59% | 15,626,274 |
| 7 | Reappointment of Ann Godbehere | 3,616,390,170 | 97.05 | 110,012,888 | 2.95 | 3,726,403,058 | 66.57% | 16,724,742 |
| 8 | Reappointment of Sinead Gorman | 3,675,023,920 | 98.58 | 52,800,102 | 1.42 | 3,727,824,022 | 66.60% | 15,303,651 |
| 9 | Reappointment of Jane H. Lute | 3,659,266,518 | 98.17 | 68,105,115 | 1.83 | 3,727,371,633 | 66.59% | 15,756,348 |
| 10 | Reappointment of Sir Andrew Mackenzie | 3,506,851,112 | 94.08 | 220,515,498 | 5.92 | 3,727,366,610 | 66.59% | 15,760,465 |
| 11 | Reappointment of Sir Charles Roxburgh | 3,625,263,737 | 97.26 | 102,194,890 | 2.74 | 3,727,458,627 | 66.59% | 15,669,287 |
| 12 | Reappointment of Wael Sawan | 3,685,469,229 | 98.86 | 42,564,384 | 1.14 | 3,728,033,613 | 66.60% | 15,094,467 |
| 13 | Reappointment of Abraham (Bram) Schot | 3,639,570,466 | 97.64 | 87,830,408 | 2.36 | 3,727,400,874 | 66.59% | 15,725,602 |
| 14 | Reappointment of Leena Srivastava | 3,676,835,105 | 98.65 | 50,424,913 | 1.35 | 3,727,260,018 | 66.59% | 15,865,837 |
| 15 | Reappointment of Cyrus Taraporevala | 3,598,669,275 | 96.55 | 128,654,336 | 3.45 | 3,727,323,611 | 66.59% | 15,804,212 |
| 16 | Reappointment of Auditors | 3,689,340,949 | 99.11 | 33,062,898 | 0.89 | 3,722,403,847 | 66.50% | 20,717,698 |
| 17 | Remuneration of Auditors | 3,722,097,413 | 99.84 | 5,841,504 | 0.16 | 3,727,938,917 | 66.60% | 15,180,063 |
| 18 | Authority to allot shares | 3,629,483,988 | 97.39 | 97,221,634 | 2.61 | 3,726,705,622 | 66.58% | 16,425,426 |
| 19 | Disapplication of pre-emption rights* | 3,685,984,387 | 98.96 | 38,651,329 | 1.04 | 3,724,635,716 | 66.54% | 18,489,852 |
| 20 | Authority to make on-market purchases of own shares* | 3,717,577,637 | 99.74 | 9,833,027 | 0.26 | 3,727,410,664 | 66.59% | 15,711,689 |
| 21 | Authority to make off-market purchases of own shares* | 3,694,862,655 | 99.14 | 32,054,638 | 0.86 | 3,726,917,293 | 66.58% | 16,206,236 |
| 22 | Authority for certain donations and expenditure | 3,686,389,940 | 98.92 | 40,124,806 | 1.08 | 3,726,514,746 | 66.57% | 16,574,054 |
| 23 | Shareholder resolution* | 470,824,659 | 13.01 | 3,148,423,871 | 86.99 | 3,619,248,530 | 64.66% | 119,605,420 |
* Special resolution
Please note that a ‘vote withheld’ is not a vote under English Law and is not counted in the calculation of the proportion of the votes ‘for’ and ‘against’ a resolution.
Chief Executive Officer Wael Sawan said: “Shell’s shareholders continue to strongly back our strategy as we transform Shell into a better performing and more resilient business. We are making progress towards our financial and climate targets, providing the oil and gas the world needs today while helping to build the energy system of the future. We will apply discipline and focus as we continue to deliver more value with less emissions.”
May 19, 2026
Sean Ashley
Company Secretary
Shell plc
ENQUIRIES
Shell Media Relations
International, UK, European Press: +44 20 7934 5550
Cautionary Note
The companies in which Shell plc directly and indirectly owns investments are separate legal entities. In this announcement “Shell”, “Shell Group” and “Group” are sometimes used for convenience to reference Shell plc and its subsidiaries in general. Likewise, the words “we”, “us” and “our” are also used to refer to Shell plc and its subsidiaries in general or to those who work for them. These terms are also used where no useful purpose is served by identifying the particular entity or entities. ‘‘Subsidiaries’’, “Shell subsidiaries” and “Shell companies” as used in this announcement refer to entities over which Shell plc either directly or indirectly has control. The terms “joint venture”, “joint operations”, “joint arrangements”, and “associates” may also be used to refer to a commercial arrangement in which Shell has a direct or indirect ownership interest with one or more parties. The term “Shell interest” is used for convenience to indicate the direct and/or indirect ownership interest held by Shell in an entity or unincorporated joint arrangement, after exclusion of all third-party interest.
Forward-Looking statements
This announcement contains forward-looking statements (within the meaning of the U.S. Private Securities Litigation Reform Act of 1995) concerning the financial condition, results of operations and businesses of Shell. All statements other than statements of historical fact are, or may be deemed to be, forward-looking statements. Forward-looking statements are statements of future expectations that are based on management’s current expectations and assumptions and involve known and unknown risks and uncertainties that could cause actual results, performance or events to differ materially from those expressed or implied in these statements. Forward-looking statements include, among other things, statements concerning the potential exposure of Shell to market risks and statements expressing management’s expectations, beliefs, estimates, forecasts, projections and assumptions. These forward-looking statements are identified by their use of terms and phrases such as “aim”; “ambition”; ‘‘anticipate’’; “aspire”, “aspiration”, ‘‘believe’’; “commit”; “commitment”; ‘‘could’’; “desire”; ‘‘estimate’’; ‘‘expect’’; ‘‘goals’’; ‘‘intend’’; ‘‘may’’; “milestones”; ‘‘objectives’’; ‘‘outlook’’; ‘‘plan’’; ‘‘probably’’; ‘‘project’’; ‘‘risks’’; “schedule”; ‘‘seek’’; ‘‘should’’; ‘‘target’’; “vision”; ‘‘will’’; “would” and similar terms and phrases. There are a number of factors that could affect the future operations of Shell and could cause those results to differ materially from those expressed in the forward-looking statements included in this announcement, including (without limitation): (a) price fluctuations in crude oil and natural gas; (b) changes in demand for Shell’s products; (c) currency fluctuations; (d) drilling and production results; (e) reserves estimates; (f) loss of market share and industry competition; (g) environmental and physical risks, including climate change; (h) risks associated with the identification of suitable potential acquisition properties and targets, and successful negotiation and completion of such transactions; (i) the risk of doing business in developing countries and countries subject to international sanctions; (j) legislative, judicial, fiscal and regulatory developments including tariffs and regulatory measures addressing climate change; (k) economic and financial market conditions in various countries and regions; (l) political risks, including the risks of expropriation and renegotiation of the terms of contracts with governmental entities, delays or advancements in the approval of projects and delays in the reimbursement for shared costs; (m) risks associated with the impact of pandemics, regional conflicts, such as the Russia-Ukraine war and the conflict in the Middle East, and a significant cyber security, data privacy or IT incident; (n) the pace of the energy transition; and (o) changes in trading conditions. No assurance is provided that future dividend payments will match or exceed previous dividend payments. All forward-looking statements contained in this announcement are expressly qualified in their entirety by the cautionary statements contained or referred to in this section. Readers should not place undue reliance on forward-looking statements. Additional risk factors that may affect future results are contained in Shell plc’s Form 20-F for the year ended December 31, 2025 (available at www.shell.com/investors/news-and-filings/sec-filings.html and www.sec.gov). These risk factors also expressly qualify all forward-looking statements contained in this announcement and should be considered by the reader. Each forward-looking statement speaks only as of the date of this announcement, May 19, 2026. Neither Shell plc nor any of its subsidiaries undertake any obligation to publicly update or revise any forward-looking statement as a result of new information, future events or other information. In light of these risks, results could differ materially from those stated, implied or inferred from the forward-looking statements contained in this announcement.
Investors are urged to consider closely the disclosure in our Form 20-F, File No 1-32575, available on the SEC website www.sec.gov.
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