Business Context and Reporting Period
This Form 6-K filing by Diageo plc covers the period from July 1, 2026, to July 31, 2026. The report discloses regulatory announcements regarding total voting rights and shareholding transactions by Persons Discharging Managerial Responsibilities (PDMRs) in compliance with the UK Market Abuse Regulation and FCA Disclosure Guidelines.
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 capital structure and insider trading disclosures.
- Issued Capital (as of June 30, 2026): 2,432,397,125 Ordinary Shares of 28 101/108 pence each.
- Treasury Shares: 205,812,357 Ordinary Shares (voting rights not exercised).
- Total Voting Rights: 2,226,584,768.
- Share Price Indicators: Transactions occurred at prices ranging from £15.03 to £15.77 per Ordinary Share and $85.58 per American Depositary Share (ADS).
Material Changes
Share Capital Rectification: The Company identified 28,355 Ordinary Shares (approx. 0.002% of issued capital) purportedly issued to subsidiaries in 1997 during the Guinness PLC and Grand Metropolitan plc merger. As subsidiaries generally cannot hold parent company shares, these issues were deemed null and void. The share register is being rectified, and the registrar of companies is being updated.
Insider Transactions: Multiple PDMRs executed transactions during July 2026, primarily involving the purchase of partnership shares under the Diageo 2001 Share Incentive Plan and the One World Share Incentive Plan, along with the receipt of matching shares.
Guidance, Outlook, and Risks
The filing contains no management commentary, financial guidance, outlook, or discussion of risks and contingencies. The primary disclosure relates to the correction of historical share issuance errors and routine reporting of executive shareholdings.
Investor Verification Checklist
- Confirm the updated total voting rights denominator (2,226,584,768) for calculating disclosure thresholds under FCA rules.
- Verify the rectification of the 28,355 shares issued to subsidiaries in 1997 to ensure accurate capital records.
- Review the specific share purchase volumes and prices for Chair Sir John Manzoni and Executive Committee members to assess insider confidence levels.
- Note the distinction between Ordinary Shares (London Stock Exchange) and American Depositary Shares (New York Stock Exchange) in the reported transactions.