Shell plc has successfully completed its exchange offers, accepting a total aggregate principal amount of $6,298,101,000 in Restricted Notes. The company exchanged these unregistered notes for new registered notes issued by Shell Finance US Inc. and fully and unconditionally guaranteed by Shell plc. This move allows Shell to convert outstanding debt into registered securities, enhancing liquidity and marketability for investors.

The exchange offers covered six series of Guaranteed Notes due between 2028 and 2051. The total amount tendered and accepted included $885,241,000 of 3.875% notes due 2028, $2,060,368,000 of 6.375% notes due 2038, and $801,303,000 of 5.500% notes due 2040. Additional series accepted were $680,997,000 of 5.125% notes due 2041, $993,464,000 of 3.125% notes due 2049, and $876,728,000 of 3.000% notes due 2051.

Settlement and issuance of the Exchange Notes are expected to occur on July 13, 2026. D.F. King & Co., Inc. served as the exchange and information agent for the offers. The exchange was conducted pursuant to a prospectus dated June 8, 2026, and was exempt from registration requirements under the U.S. Securities Act of 1933.

The following table details the aggregate principal amounts of Restricted Notes tendered and accepted for each series:

The Exchange Notes are not intended for retail investors in the European Economic Area, the United Kingdom, or other jurisdictions with specific distribution restrictions. The offers were made solely pursuant to the terms and conditions of the prospectus and are not an offer to sell or solicit an offer to buy any securities in jurisdictions where such actions would be unlawful.

Shell PLC has raised its production outlook for the second quarter of 2026, citing improved performance in its Integrated Gas and Upstream segments alongside better refining margins. The company now expects Integrated Gas production to range between 610,000 and 650,000 barrels of oil equivalent per day (boe/d), an increase from its previous guidance of 580,000 to 640,000 boe/d. LNG liquefaction volumes are forecast between 7.4 million and 7.8 million metric tons, compared to prior guidance of 6.8 million to 7.4 million metric tons. Trading & Optimisation results for the Integrated Gas segment are expected to be significantly higher than in Q1’26.

In the Upstream segment, Shell increased its production forecast to 1.75 million to 1.85 million boe/d, up from the earlier range of 1.62 million to 1.82 million boe/d. The taxation charge is expected to rise to a range of $2.4–3.2 billion from $2.1 billion. Marketing sales volumes are projected at 2.55 million to 2.65 million barrels per day, versus the earlier outlook of 2.50 million to 2.70 million barrels per day.

The Chemicals and Products segment indicates an improvement in margins, with the indicative refining margin expected to reach approximately $20 per barrel, up from $17/bbl in Q1’26. The indicative chemicals margin is forecast to rise to approximately $240/tonne from $139/tonne. Refinery utilisation is expected to be around 100%, compared to previous guidance of 91% to 99%, while chemicals utilisation is projected to be between 80% and 84%, up from prior guidance of 76% to 84%.

For the Renewables and Energy Solutions segment, adjusted earnings are forecast to be in the range of a loss of $0.3 billion to a profit of $0.3 billion. Corporate adjusted earnings are projected to be a loss of $0.5–0.7 billion. At the group level, cash flow from operating activities (CFFO) is expected to see working capital movements of $1–6 billion, reflecting the impact of unprecedented volatility in commodity prices.

Looking at long-term demand, Shell expects global liquefied natural gas demand to rise about 65% from 2025 levels to nearly 700 million metric tons a year by 2050. The company noted that disruption to shipping through the Strait of Hormuz has temporarily shut in about one-fifth of global monthly LNG supply, lifting spot prices. However, stronger North American output and improved plant performance have partly offset the impact. Shell forecasts about 180 million metric tons of new annual LNG supply by 2030.

The following table outlines the updated operational outlook for Shell’s key segments for Q2’26 compared to Q1’26:

*Given market dislocations, realised refining and chemicals margins are lower than the calculated IRM / ICM and have been adjusted accordingly.