Diageo plc Form 6-K Summary
Business Context and Reporting Period
This Form 6-K filing covers the period from 1 to 28 February 2026. The report discloses regulatory announcements regarding total voting rights, director and Persons Discharging Managerial Responsibilities (PDMR) shareholdings, and a director declaration concerning an external appointment.
Key Financial Metrics
The filing does not contain financial performance data such as revenue, profit, cash flow, margins, debt, or liquidity. It focuses exclusively on corporate governance and capital structure notifications.
- Issued Capital (as of 31 Jan 2026): 2,432,425,480 Ordinary Shares.
- Treasury Shares: 205,986,795 Ordinary Shares (voting rights not exercised).
- Total Voting Rights: 2,226,438,685.
Material Changes and Transactions
Several PDMRs executed share transactions under the Diageo 2001 Share Incentive Plan and the One World Share Incentive Plan during February 2026. These transactions involved purchasing partnership shares via salary deductions and receiving matching shares.
- 10 February 2026:
- Sir John Manzoni (Chair): Purchased 365 shares at £17.99/share.
- Nik Jhangiani (CFO): Purchased 9 shares at £17.84/share; received 4 matching shares.
- Executive Committee Members (Ewan Andrew, Daniel Mobley, Dayalan Nayager, Louise Prashad, Randall Ingber): Each purchased 8 shares at £17.84/share and received 4 matching shares.
- 17 February 2026:
- Sally Grimes (Exec Committee): Purchased 1.025 ADS at $97.60/ADS; received 0.512 matching ADS.
- Hannah Brooks (Exec Committee): Purchased 0.133 ADS at $97.60/ADS; received 0.067 matching ADS.
- John O'Keeffe (Exec Committee): Purchased 8.131 shares at £18.02/share; received 4.066 matching shares.
Guidance, Outlook, and Director Declaration
The filing contains no financial guidance, outlook, or management commentary on business performance. However, it includes a significant director declaration:
- Susan Kilsby (Senior Independent Director): Appointed as Executive Chair of Fortune Brands Innovations, Inc., effective 12 February 2026 through 13 May 2026. She will assume CEO duties during this transition before returning to her role as Non-Executive Chair.
Investor Verification Checklist
- Verify the impact of Susan Kilsby's temporary executive role at Fortune Brands on her availability for Diageo board duties.
- Confirm the total number of voting rights (2,226,438,685) for calculating disclosure thresholds under FCA rules.
- Review the specific terms of the Diageo 2001 and One World Share Incentive Plans to understand the matching share ratios (1:2 and 1:0.5 respectively).
- Note that this filing contains no operational or financial results; refer to the most recent Form 20-F or interim results for financial metrics.