Shell plc 6-K, filed Oct 29, 2026
Shell plc (SHEL)
6-K
2026-10-29
For: 2026-09-30
View Original
Added on
October 29, 2026
About this 6-K
Shell plc filed this 6-K on October 29, 2026.
Shell plc reported Q3 2026 income attributable to shareholders of $12,057 million, Adjusted Earnings of $10,814 million, free cash flow of $16,322 million, net debt of $39,733 million and gearing of 16.6%. It announced a $5.0 billion share buyback. AI summary
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington D.C. 20549
Form 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of October 2026
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 þ Form 40-F ¨
Shell plc (the “Registrant”) is filing the following exhibits on this Report on Form 6-K, each of which is hereby incorporated by reference:
| Exhibit | |||||
| No. | Description | ||||
| Regulatory release. | |||||
Shell plc – Three and nine month periods ended September 30, 2026 Unaudited Condensed Interim Financial Report. | |||||
This Report on Form 6-K contains the Unaudited Condensed Interim Financial Report. This Unaudited Condensed Interim Financial Report contains the Unaudited Condensed Interim Consolidated Financial Statements of the Registrant and its subsidiaries for the three and nine month periods ended September 30, 2026, and Business Review in respect of such periods.
This Report on Form 6-K is incorporated by reference into:
(a) the Registration Statement on Form F-3 of Shell plc, Shell Finance US Inc. and Shell International Finance B.V. (Registration Numbers 333-276068, 333-276068-01 and 333-276068-02); and
(b) the Registration Statements on Form S-8 of Shell plc (Registration Numbers 333-262396, 333-272192 and 333-292109).
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)
| By: | /s/ Sean Ashley | ||||
| Name: Sean Ashley | |||||
| Title: Company Secretary | |||||
Date: October 29, 2026
Exhibit 99.1
Regulatory release
Regulatory release
Three and nine month periods ended September 30, 2026
Unaudited Condensed Interim Financial Report
Unaudited Condensed Interim Financial Report
On October 29, 2026, Shell plc released the Unaudited Condensed Interim Financial Report for the three and nine month periods ended September 30, 2026, of Shell plc and its subsidiaries (collectively, “Shell”).
| Contact – Media | |||||
| International: | +44 (0) 207 934 5550 | ||||
| USA: | +1 832 337 4355 | ||||
Exhibit 99.2
Shell plc
Three and nine month periods ended September 30, 2026
Unaudited Condensed Interim Financial Report
Unaudited Condensed Interim Financial Report
Shell plc Unaudited Condensed Interim Financial Report 1
SHELL PLC 3rd QUARTER 2026 AND NINE MONTHS UNAUDITED RESULTS | |||||
| SUMMARY OF UNAUDITED RESULTS | ||||||||||||||||||||
| Quarters | $ million | Nine months | ||||||||||||||||||
| Q3 2026 | Q2 2026 | Q3 2025 | Reference* | 2026 | 2025 | |||||||||||||||
| 12,057 | 10,821 | 5,322 | Income attributable to Shell plc shareholders | 28,573 | 13,703 | |||||||||||||||
| 10,814 | 9,836 | 5,432 | Adjusted Earnings | A. | 27,565 | 15,273 | ||||||||||||||
| 22,736 | 20,710 | 14,773 | Adjusted EBITDA | A. | 61,187 | 43,336 | ||||||||||||||
| 21,043 | 21,432 | 12,207 | Cash flow from operating activities | 48,538 | 33,425 | |||||||||||||||
| (4,721) | (3,908) | (2,257) | Cash flow from investing activities | (11,765) | (11,622) | |||||||||||||||
| 16,322 | 17,524 | 9,950 | Free cash flow | G. | 36,773 | 21,803 | ||||||||||||||
| 7,922 | 4,237 | 4,907 | Cash capital expenditure | C. | 16,361 | 14,899 | ||||||||||||||
| 9,033 | 8,664 | 9,275 | Operating expenses | F. | 26,412 | 26,115 | ||||||||||||||
| 8,836 | 8,440 | 8,998 | Underlying operating expenses | F. | 25,861 | 25,596 | ||||||||||||||
| 14.4% | 12.4% | 9.4% | ROACE | D. | 14.4% | 9.4% | ||||||||||||||
| 76,075 | 73,076 | 73,977 | Total debt | E. | 76,075 | 73,977 | ||||||||||||||
| 39,733 | 41,754 | 41,204 | Net debt | E. | 39,733 | 41,204 | ||||||||||||||
| 16.6% | 18.7% | 18.8% | Gearing | E. | 16.6% | 18.8% | ||||||||||||||
| 2,574 | 2,455 | 2,821 | Oil and gas production available for sale (thousand boe/d) | 2,593 | 2,781 | |||||||||||||||
| 2.15 | 1.94 | 0.91 | Basic earnings per share ($) | 5.09 | 2.31 | |||||||||||||||
| 1.93 | 1.76 | 0.93 | Adjusted Earnings per share ($) | B. | 4.91 | 2.57 | ||||||||||||||
| 0.3906 | 0.3906 | 0.3580 | Dividend per share ($) | 1.1718 | 1.0740 | |||||||||||||||
* Alternative Performance (Non-GAAP) measure. See page 37.
Quarter Analysis1
Income attributable to Shell plc shareholders was driven by the same factors as Adjusted Earnings and includes the impact of identified items and a current cost of supplies adjustment of $0.4 billion.
Adjusted Earnings, compared with the second quarter 2026, reflected higher Refining margins, higher realised LNG prices and higher Integrated Gas volumes. These were partly offset by lower crude and oil products trading and optimisation, higher well write-offs and lower realised liquids prices.
Identified items in the third quarter 2026 amounted to a net gain of $0.8 billion and included favourable movements due to the fair value accounting of commodity derivatives and gains on the disposal of assets, partly offset by a loss from net impairment charges and reversals. This compares with identified items in the second quarter 2026 which amounted to a net gain of $0.4 billion.
Adjusted EBITDA was driven by the same factors as Adjusted Earnings.
Cash flow from operating activities for the third quarter 2026 was $21.0 billion, and primarily driven by Adjusted EBITDA and net cash inflows related to derivatives of $3.4 billion, partly offset by tax payments of $3.2 billion and net cash outflows related to the timing impact of payments for emission certificates and biofuel programmes of $2.2 billion.2
Cash flow from investing activities for the third quarter 2026 was an outflow of $4.7 billion, and included cash capital expenditure of $7.9 billion, which included the cash purchase consideration for the ARC Resources Ltd. (“ARC”) acquisition.3 This was partly offset by divestment proceeds of $2.7 billion which mainly related to the divestments of Jiffy Lube International and our interest in the Na Kika platform in the Gulf of America.
Net debt and Gearing: At the end of the third quarter 2026, net debt was $39.7 billion, compared with $41.8 billion at the end of the second quarter 2026. This reflects free cash flow of $16.3 billion, partly offset by lease additions of $6.6 billion4, share buybacks of $3.2 billion and cash dividends paid to Shell plc shareholders of $2.2 billion. In addition, as part of the acquisition of ARC, Shell took on net debt and leases of $2.5 billion, of which debt of $1.9 billion was repaid in September 2026. Gearing was 16.6% at the end of the third quarter 2026, compared with 18.7% at the end of the second quarter 2026, mainly driven by lower net debt and favourable equity movements. The acquisition of ARC resulted in a 0.8 percentage point reduction in gearing.
Shareholder distributions: Total shareholder distributions in the quarter amounted to $5.3 billion, comprising repurchases of shares of $3.2 billion and cash dividends paid to Shell plc shareholders of $2.2 billion. Dividends declared to Shell plc
Shell plc Unaudited Condensed Interim Financial Report 2
shareholders for the third quarter 2026 amount to $0.3906 per share. Shell has now completed the aggregate $4.2 billion of share buybacks announced in the second quarter 2026 results announcement. Today, Shell announces a share buyback programme of $5.0 billion which is expected to be completed by the fourth quarter 2026 results announcement.
Nine Months Analysis1
Income attributable to Shell plc shareholders was driven by the same factors as Adjusted Earnings and includes the impact of identified items and a current cost of supplies adjustment of $2.2 billion.
Adjusted Earnings, compared with the first nine months 2025, reflected higher trading and optimisation, higher realised prices, higher Refining margins and higher Chemicals margins. These were partly offset by lower volumes, unfavourable tax movements and unfavourable net interest movements.
Identified items in the first nine months 2026 amounted to a net loss of $1.2 billion and included a loss from net impairment charges and reversals and unfavourable movements due to the fair value accounting of commodity derivatives, partly offset by gains on the disposal of assets. This compares with identified items in the first nine months 2025 which amounted to a net loss of $1.2 billion.
Adjusted EBITDA was driven by the same factors as Adjusted Earnings.
Cash flow from operating activities for the first nine months 2026 was $48.5 billion, and primarily driven by Adjusted EBITDA, the non-cash cost of supplies adjustment of $3.2 billion (before tax) and net cash inflows related to derivatives of $2.6 billion, partly offset by tax payments of $8.5 billion and working capital outflows of $8.4 billion.
Cash flow from investing activities for the first nine months 2026 was an outflow of $11.8 billion and included cash capital expenditure of $16.4 billion. This was partly offset by divestment proceeds of $3.5 billion and interest received of $1.1 billion.
This Unaudited Condensed Interim Financial Report, together with supplementary financial and operational disclosure for this quarter, is available at www.shell.com/investors 5 .
1.All earnings amounts are shown post-tax, unless stated otherwise.,
2.Includes $2.4 billion payments for the Brennstoffemissionshandelsgesetz (Fuel Emissions Trading Act).
3.See Note 8 “Acquisition of ARC Resources”.
4.Includes non-cash increases of $5.4 billion in the variable component of shipping leases in the current macro environment. See Note 7 “Other notes to the unaudited Condensed Consolidated Interim Financial Statements” for further details.
5.Not incorporated by reference.
PORTFOLIO DEVELOPMENTS
Integrated Gas
In July 2026, we reached an agreement to sell our 35% non-operated interest in Cyprus Offshore Block 12 containing the Aphrodite gas field, for up to $720 million, subject to customary adjustments and milestone-linked contingent payments. The transaction is expected to complete in early 2027, subject to regulatory approval and closing conditions.
In September 2026, we completed the previously announced agreement to acquire ARC Resources Ltd. (“ARC”), following receipt of all required shareholder, court and regulatory approvals. The transaction adds approximately 370 kboe/d immediately across liquids and gas. In accordance with the terms of the agreement, ARC’s shareholders received CAD 8.20 in cash and 0.40247 ordinary shares of Shell plc for each ARC share, resulting in an equity value of USD 14.0 billion.1
In September 2026, Shell took a final investment decision on LNG Canada Phase 2. The project will increase LNG Canada’s production capacity from 14 million tonnes per annum (mtpa) to 28 mtpa. Shell has a 40% interest in LNG Canada and will receive nearly 6 mtpa of additional LNG from the expansion. Commercial operations are expected to begin in the early 2030s.
Upstream
In September 2026, we completed the previously announced sale of our 50% non-operated working interest in the Na Kika platform and associated fields in the Gulf of America, together with our 100%-owned Coulomb tieback, for cash proceeds of approximately $840 million reflecting adjustments between the effective date of July 1, 2025, and closing.
Marketing
In September 2026, we signed an agreement to increase our equity in Tri Star Energy, a convenience store operator and fuel distributor operating across the south-eastern United States, from 33% to 100%. The acquisition will make Shell the full owner of an additional 320 fuel and convenience retail sites and includes supply agreements with 552 more dealer-owned locations. The deal is expected to be completed by the end of 2026, subject to regulatory clearance and closing conditions.
Shell plc Unaudited Condensed Interim Financial Report 3
Renewables and Energy Solutions
In July 2026, we agreed to sell 100% of Solenergi Power Private Limited, which includes the Sprng Energy group of companies, to Aditya Birla Renewables Limited for $1.8 billion. The transaction is expected to complete by the end of 2026, subject to regulatory approval and closing conditions.
In August 2026, we signed an agreement to sell our European onshore renewables portfolio, including development-stage and operational assets across Italy, the Netherlands, Spain and the UK. The portfolio included in the transaction comprises ~0.5 GW of combined renewable generation capacity in operation and in development, as well as a pipeline of projects for future development. The transaction is subject to regulatory approvals and is expected to complete by the end of 2026.
In September 2026, we signed agreements to acquire 100% of Hunlock Creek Generating LLC, which owns 169 MW of natural gas-fired generation capacity in Pennsylvania, and to sell our interests in RISEC Holdings, LLC, which owns a 609-MW power plant that serves the New England power market, for $715 million. Both transactions are subject to regulatory approvals and are expected to close in the first quarter of 2027.
1.See Note 8 “Acquisition of ARC Resources”.
Shell plc Unaudited Condensed Interim Financial Report 4
PERFORMANCE BY SEGMENT
| INTEGRATED GAS | ||||||||||||||||||||
| Quarters | $ million | Nine months | ||||||||||||||||||
| Q3 2026 | Q2 2026 | Q3 2025 | Reference* | 2026 | 2025 | |||||||||||||||
| 4,553 | 2,680 | 2,355 | Income/(loss) for the period | 8,555 | 6,982 | |||||||||||||||
| 1,517 | (10) | 212 | Of which: Identified items | A. | 1,009 | 619 | ||||||||||||||
| 3,037 | 2,691 | 2,143 | Adjusted Earnings | A. | 7,546 | 6,363 | ||||||||||||||
| 5,184 | 4,761 | 4,257 | Adjusted EBITDA | A. | 14,060 | 12,867 | ||||||||||||||
| 4,606 | 4,629 | 3,038 | Cash flow from operating activities | A. | 9,717 | 10,129 | ||||||||||||||
| 4,756 | 1,269 | 1,169 | Cash capital expenditure | C. | 7,039 | 3,482 | ||||||||||||||
| 93 | 37 | 130 | Liquids production available for sale (thousand b/d) | 81 | 128 | |||||||||||||||
| 3,942 | 3,448 | 4,667 | Natural gas production available for sale (million scf/d) | 3,996 | 4,619 | |||||||||||||||
| 772 | 631 | 934 | Total production available for sale (thousand boe/d) | 770 | 925 | |||||||||||||||
| 7.43 | 7.73 | 7.29 | LNG liquefaction volumes (million tonnes) | 23.03 | 20.61 | |||||||||||||||
| 19.25 | 17.96 | 18.88 | LNG sales volumes (million tonnes) | 56.37 | 53.14 | |||||||||||||||
* Alternative Performance (Non-GAAP) measure. See page 37.
Integrated Gas includes natural gas and liquids exploration and extraction. The gas is then processed to produce liquefied natural gas (LNG) or converted into gas-to-liquids (GTL) fuels and other products. The business includes the operation of both upstream and midstream infrastructure necessary to deliver natural gas and its derivatives to market. Integrated Gas also includes the marketing, trading and optimisation of LNG.
Quarter Analysis1
Income/(loss) for the period was driven by the same factors as Adjusted Earnings and includes the impact of identified items.
Adjusted Earnings, compared with the second quarter 2026, reflected higher volumes (increase of $360 million) and the combined net effect of realised prices and contributions from trading and optimisation (increase of $324 million), partly offset by higher operating expenses (increase of $180 million).
Identified items in the third quarter 2026 included a gain from net impairment reversals of $1,290 million, mainly related to an asset in North America.
Adjusted EBITDA was driven by the same factors as Adjusted Earnings.
Cash flow from operating activities for the third quarter 2026 was primarily driven by Adjusted EBITDA. This was partly offset by tax payments of $442 million.
Total oil and gas production, compared with the second quarter 2026, increased by 22%, mainly due to the acquisition of ARC Resources Ltd. on September 2, 2026, partly offset by higher planned maintenance. LNG liquefaction volumes decreased by 4%, mainly due to higher planned maintenance across the portfolio.
Nine Months Analysis1
Income/(loss) for the period was driven by the same factors as Adjusted Earnings and includes the impact of identified items.
Adjusted Earnings, compared with the first nine months 2025, reflected the combined effect of higher contributions from trading and optimisation and higher realised prices (increase of $3,783 million), partly offset by lower volumes (decrease of $1,279 million), unfavourable tax movements ($583 million) and higher operating expenses (increase of $508 million).
Identified items in the first nine months 2026 included a gain from net impairment reversals and charges of $1,277 million, mainly related to an asset in North America, partly offset by unfavourable movements of $510 million due to the fair value accounting of commodity derivatives. These net reversals and unfavourable movements compare with the first nine months 2025 which included favourable movements of $946 million due to the fair value accounting of commodity derivatives, partly offset by a loss from impairment charges of $455 million. As part of Shell's normal business, commodity derivative contracts are entered into as hedges for mitigation of economic exposures on future purchases, sales and inventory.
Adjusted EBITDA was driven by the same factors as Adjusted Earnings.
Cash flow from operating activities for the first nine months 2026 was primarily driven by Adjusted EBITDA. This was partly offset by tax payments of $1,701 million, a payment relating to a legal case of $635 million and net cash outflows related to derivatives of $608 million.
Shell plc Unaudited Condensed Interim Financial Report 5
Total oil and gas production, compared with the first nine months 2025, decreased by 17%, mainly due to the impact of the Middle East conflict on Qatari volumes. LNG liquefaction volumes increased by 12%, mainly due to LNG Canada ramp-up, partly offset by the impact of the Middle East conflict on Qatari volumes.
1.All earnings amounts are shown post-tax, unless stated otherwise.
Shell plc Unaudited Condensed Interim Financial Report 6
| UPSTREAM | ||||||||||||||||||||
| Quarters | $ million | Nine months | ||||||||||||||||||
| Q3 2026 | Q2 2026 | Q3 2025 | Reference* | 2026 | 2025 | |||||||||||||||
| 3,860 | 3,579 | 1,707 | Income/(loss) for the period | 9,995 | 5,795 | |||||||||||||||
| 671 | 93 | -97 | Of which: Identified items | A. | 943 | (78) | ||||||||||||||
| 3,189 | 3,485 | 1,804 | Adjusted Earnings | A. | 9,052 | 5,873 | ||||||||||||||
| 9,269 | 8,891 | 6,557 | Adjusted EBITDA | A. | 25,421 | 20,582 | ||||||||||||||
| 7,281 | 6,835 | 4,841 | Cash flow from operating activities | A. | 17,294 | 15,286 | ||||||||||||||
| 1,691 | 1,633 | 1,885 | Cash capital expenditure | C. | 5,483 | 6,634 | ||||||||||||||
| 1,360 | 1,367 | 1,399 | Liquids production available for sale (thousand b/d) | 1,358 | 1,356 | |||||||||||||||
| 2,562 | 2,648 | 2,513 | Natural gas production available for sale (million scf/d) | 2,697 | 2,613 | |||||||||||||||
| 1,802 | 1,824 | 1,832 | Total production available for sale (thousand boe/d) | 1,823 | 1,806 | |||||||||||||||
* Alternative Performance (Non-GAAP) measure. See page 37.
Upstream explores for and extracts crude oil, natural gas and natural gas liquids. The segment also includes marketing and transportation of oil, gas and liquids, supported by the infrastructure required to deliver them to market or to process them within Shell's chemicals manufacturing plants and refineries. Upstream activities span deep-water and conventional oil and gas operations.
Quarter Analysis1
Income/(loss) for the period was driven by the same factors as Adjusted Earnings and includes the impact of identified items.
Adjusted Earnings, compared with the second quarter 2026, reflected higher well write-offs (increase of $309 million), unfavourable tax movements ($246 million), and lower realised prices and margins (decrease of $129 million), mainly due to lower realised liquids prices. Adjusted Earnings also reflected favourable movements in unrealised profit eliminations on inter-segment sales ($341 million).2
Identified items in the third quarter 2026 included gains of $777 million from the disposal of assets, mainly related to the sale of our interest in the Na Kika platform in the Gulf of America. These gains compare with the second quarter 2026 which included gains of $83 million from the disposal of assets.
Adjusted EBITDA was driven by the same factors as Adjusted Earnings.
Cash flow from operating activities for the third quarter 2026 was primarily driven by Adjusted EBITDA and dividends (net of profits) from joint ventures and associates of $908 million. These inflows were partly offset by tax payments of $2,577 million.
Total production, compared with the second quarter 2026, decreased mainly due to production sharing contract effects and field decline, partly offset by new oil production in the Gulf of America and Brazil.
Nine Months Analysis1
Income/(loss) for the period was driven by the same factors as Adjusted Earnings and includes the impact of identified items.
Adjusted Earnings, compared with the first nine months 2025, reflected higher realised prices and margins (increase of $4,137 million), mainly due to higher realised liquids prices, partly offset by higher operating expenses (increase of $433 million) and depreciation, depletion and amortisation expenses (increase of $345 million).
Identified items in the first nine months 2026 included gains of $823 million from the disposal of assets, mainly related to the sale of our interest in the Na Kika platform in the Gulf of America, gains of $238 million related to the impact of inflationary adjustments in Argentinian peso on a deferred tax position and gains of $104 million related to the impact of the strengthening Brazilian real on a deferred tax position. These gains compare with the first nine months 2025 which included a charge of $509 million related to the UK Energy Profits Levy, partly offset by gains of $524 million from disposal of assets.
Adjusted EBITDA was driven by the same factors as Adjusted Earnings.
Cash flow from operating activities for the first nine months 2026 was primarily driven by Adjusted EBITDA, partly offset by tax payments of $6,130 million and working capital outflows of $2,159 million.
Total production for the first nine months 2026 increased mainly due to new production in the Gulf of America and Brazil, partly offset by portfolio changes and field decline.
1.All earnings amounts are shown post-tax, unless stated otherwise.
Shell plc Unaudited Condensed Interim Financial Report 7
2.Sales of products between segments are based on prices generally equivalent to commercially available prices. Any profit on products still held in inventory at the end of the period is excluded from the segment earnings until these products are sold to third parties.
Shell plc Unaudited Condensed Interim Financial Report 8
| MARKETING | ||||||||||||||||||||
| Quarters | $ million | Nine months | ||||||||||||||||||
| Q3 2026 | Q2 2026 | Q3 2025 | Reference* | 2026 | 2025 | |||||||||||||||
| 55 | 1,747 | 576 | Income/(loss) for the period | 3,698 | 2,155 | |||||||||||||||
| (1,895) | 157 | (759) | Of which: Identified items | A. | (1,886) | (1,161) | ||||||||||||||
| 1,164 | 1,329 | 1,316 | Adjusted Earnings | A. | 3,827 | 3,416 | ||||||||||||||
| 1,986 | 2,392 | 2,340 | Adjusted EBITDA | A. | 6,816 | 6,389 | ||||||||||||||
| (210) | 2,547 | 1,788 | Cash flow from operating activities | A. | 4,561 | 6,414 | ||||||||||||||
| 415 | 380 | 489 | Cash capital expenditure | C. | 1,043 | 1,173 | ||||||||||||||
| 2,581 | 2,570 | 2,824 | Marketing sales volumes (thousand b/d) | 2,593 | 2,771 | |||||||||||||||
* Alternative Performance (Non-GAAP) measure. See page 37.
Marketing includes Mobility, Lubricants, and Sectors and Decarbonisation. Mobility operates our retail network, including electric vehicle charging, convenience retail, and the Wholesale Commercial Fuels business for transport and industry. Lubricants produces, markets and sells products for road transport and machinery in manufacturing, mining, power generation, agriculture and construction. Sectors and Decarbonisation supplies fuels, speciality products and services, including low-carbon energy solutions such as biofuels, to a broad range of commercial customers, including in the aviation, marine and agriculture sectors.
Quarter Analysis1
Income/(loss) for the period was driven by the same factors as Adjusted Earnings and includes the impact of identified items and a current cost of supplies adjustment of $787 million.
Adjusted Earnings, compared with the second quarter 2026, reflected lower Marketing margins (decrease of $262 million), mainly due to weaker Mobility unit margins and lower Lubricants volumes. These unfavourable margin movements were partly offset by favourable tax movements ($120 million).
Identified items in the third quarter 2026 included a loss from net impairment charges and reversals of $1,904 million, mainly related to European biogas assets. These net charges compare with the second quarter 2026, which included gains of $282 million from the disposal of assets, mainly related to the divestment of Jiffy Lube International, partly offset by unfavourable movements of $78 million due to the fair value accounting of commodity derivatives. As part of Shell's normal business, commodity derivative contracts are entered into as hedges for mitigation of economic exposures on future purchases, sales and inventory.
Adjusted EBITDA was driven by the same factors as Adjusted Earnings.
Cash flow from operating activities for the third quarter 2026 was primarily driven by net cash outflows related to the timing impact of payments for emission certificates and biofuel programmes of $1,866 million and working capital outflows of $947 million. These outflows were partly offset by Adjusted EBITDA and the cost of supplies adjustment of $1,043 million (before tax).
Marketing sales volumes (comprising hydrocarbon sales), compared with the second quarter 2026, increased mainly due to higher Mobility volumes, driven by seasonally higher demand, partly offset by lower Lubricants volumes due to market impacts from the Middle East conflict.
Nine Months Analysis1
Income/(loss) for the period was driven by the same factors as Adjusted Earnings and includes the impact of identified items and a current cost of supplies adjustment of $1,757 million.
Adjusted Earnings, compared with the first nine months 2025, reflected lower operating expenses (decrease of $168 million), partly offset by lower Marketing margins (decrease of $18 million). Lower margins included lower volumes and weaker unit margins, which were largely offset by support from trading and optimisation.
Identified items in the first nine months 2026 included a loss from net impairment charges and reversals of $2,098 million, mainly related to European biogas assets. These net charges compare with the first nine months 2025 which included a loss from net impairment charges and reversals of $857 million and provisions of $186 million², both of which included the impact of the decision not to restart construction of the planned biofuels facility at the Shell Energy and Chemicals Park in Rotterdam.
Adjusted EBITDA was driven by the same factors as Adjusted Earnings.
Cash flow from operating activities for the first nine months 2026 was primarily driven by Adjusted EBITDA and the cost of supplies adjustment of $2,339 million (before tax). These inflows were partly offset by working capital outflows of $2,974
Shell plc Unaudited Condensed Interim Financial Report 9
million and net cash outflows related to the timing impact of payments for emission certificates and biofuel programmes of $555 million.
Marketing sales volumes (comprising hydrocarbon sales), compared with the first nine months 2025, decreased mainly due to market impacts from the Middle East conflict, as well as portfolio changes in Mobility.
1.All earnings amounts are shown post-tax, unless stated otherwise.
2. Included in Other identified items. See Note 2 “Segment information”.
Shell plc Unaudited Condensed Interim Financial Report 10
| CHEMICALS AND PRODUCTS | ||||||||||||||||||||
| Quarters | $ million | Nine months | ||||||||||||||||||
| Q3 2026 | Q2 2026 | Q3 2025 | Reference* | 2026 | 2025 | |||||||||||||||
| 4,299 | 3,981 | 1,074 | Income/(loss) for the period | 8,675 | 822 | |||||||||||||||
| 715 | 804 | 564 | Of which: Identified items | A. | (568) | (67) | ||||||||||||||
| 3,855 | 2,877 | 550 | Adjusted Earnings | A. | 8,657 | 1,117 | ||||||||||||||
| 6,201 | 4,664 | 1,667 | Adjusted EBITDA | A. | 14,409 | 3,941 | ||||||||||||||
| 8,527 | 7,941 | 2,088 | Cash flow from operating activities | A. | 14,160 | 3,591 | ||||||||||||||
| 678 | 507 | 813 | Cash capital expenditure | C. | 1,548 | 2,046 | ||||||||||||||
| 1,211 | 1,267 | 1,176 | Refinery processing intake (thousand b/d) | 1,232 | 1,230 | |||||||||||||||
| 2,369 | 2,281 | 2,147 | Chemicals sales volumes (thousand tonnes) | 6,903 | 7,124 | |||||||||||||||
* Alternative Performance (Non-GAAP) measure. See page 37.
Chemicals and Products includes chemicals manufacturing plants, with their own marketing network, and refineries, which turn crude oil and other feedstocks into a range of oil products that are moved and marketed around the world for domestic, industrial and transport use. The segment also includes the pipeline business, and trading and optimisation of crude oil, oil products and petrochemicals.
Quarter Analysis1
Income/(loss) for the period was driven by the same factors as Adjusted Earnings and includes the impact of identified items and a current cost of supplies adjustment of $271 million.
Adjusted Earnings, compared with the second quarter 2026, reflected higher Products margins (increase of $1,065 million), mainly driven by higher Refining margins, partly offset by lower trading and optimisation. Adjusted Earnings also reflected favourable tax movements ($230 million).
In the third quarter 2026, Chemicals had Adjusted Earnings of $103 million and Products had Adjusted Earnings of $3,751 million.
Identified items in the third quarter 2026 included favourable movements of $836 million due to the fair value accounting of commodity derivatives that, as part of Shell's normal business, are entered into as hedges for mitigation of economic exposures on future purchases, sales and inventory. These favourable movements compare with the second quarter 2026, which included favourable movements of $972 million due to the fair value accounting of commodity derivatives.
Adjusted EBITDA was driven by the same factors as Adjusted Earnings.
Cash flow from operating activities for the third quarter 2026 was primarily driven by Adjusted EBITDA, net cash inflows related to derivatives of $1,454 million and working capital inflows of $1,239 million.
Refinery utilisation was 96% compared with 102% in the second quarter 2026, mainly due to low Rhine river water levels impacting Rheinland refinery utilisation.
Chemicals manufacturing plant utilisation was 84% compared with 83% in the second quarter 2026, mainly due to lower maintenance activities.
Nine Months Analysis1
Income/(loss) for the period was driven by the same factors as Adjusted Earnings and includes the impact of identified items and a current cost of supplies adjustment of $586 million.
Adjusted Earnings, compared with the first nine months 2025, reflected higher Products margins (increase of $7,031 million), driven mainly by higher refining margins and higher margins from trading and optimisation. Adjusted Earnings also reflected higher Chemicals margins (increase of $699 million).
In the first nine months 2026, Chemicals had Adjusted Earnings of $340 million and Products had Adjusted Earnings of $8,317 million.
Identified items in the first nine months 2026 included losses from unfavourable movements of $208 million due to the fair value accounting of commodity derivatives, charges of $121 million related to redundancy and restructuring, and impairment charges of $114 million. These unfavourable movements and charges compare with the first nine months 2025, which included net gains from the sale of assets of $691 million mainly relating to gains from the sale of our interest in Colonial Enterprises, Inc., partly offset by a loss from impairment charges of $447 million, unfavourable movements of $168 million due to the fair value accounting of commodity derivatives, and charges of $70 million related to redundancy and restructuring.
Adjusted EBITDA was driven by the same factors as Adjusted Earnings.
Shell plc Unaudited Condensed Interim Financial Report 11
Cash flow from operating activities for the first nine months 2026 was primarily driven by Adjusted EBITDA, net cash inflows related to the timing impact of payments for emission certificates and biofuel programmes of $1,032 million and the cost of supplies adjustment of $850 million (before tax). These inflows were partly offset by working capital outflows of $2,222 million.
Refinery utilisation was 99% compared with 91% in the first nine months 2025, mainly due to lower maintenance activities.
Chemicals manufacturing plant utilisation was 84% compared with 78% in the first nine months 2025, mainly due to lower maintenance activities.
1.All earnings amounts are shown post-tax, unless stated otherwise.
Shell plc Unaudited Condensed Interim Financial Report 12
| RENEWABLES AND ENERGY SOLUTIONS | ||||||||||||||||||||
| Quarters | $ million | Nine months | ||||||||||||||||||
| Q3 2026 | Q2 2026 | Q3 2025 | Reference* | 2026 | 2025 | |||||||||||||||
| 75 | (550) | 110 | Income/(loss) for the period | 52 | (391) | |||||||||||||||
| (214) | (629) | 18 | Of which: Identified items | A. | (664) | (432) | ||||||||||||||
| 289 | 79 | 92 | Adjusted Earnings | A. | 716 | 41 | ||||||||||||||
| 373 | 212 | 223 | Adjusted EBITDA | A. | 1,133 | 436 | ||||||||||||||
| 1,558 | (65) | 660 | Cash flow from operating activities | A. | 4,430 | 1,028 | ||||||||||||||
| 342 | 429 | 517 | Cash capital expenditure | C. | 1,175 | 1,475 | ||||||||||||||
| 74 | 70 | 72 | External power sales (terawatt hours)1 | 216 | 218 | |||||||||||||||
| 158 | 161 | 150 | Sales of pipeline gas to end-use customers (terawatt hours)2 | 516 | 465 | |||||||||||||||
* Alternative Performance (Non-GAAP) measure. See page 37.
1.Physical power sales to third parties; excluding financial trades and physical trade with brokers, investors, financial institutions, trading platforms, and wholesale traders.
2.Physical natural gas sales to third parties; excluding financial trades and physical trade with brokers, investors, financial institutions, trading platforms, and wholesale traders. Excluding sales of natural gas by other segments and LNG sales.
Renewables and Energy Solutions encompasses renewable power generation, marketing, trading, and optimisation of power and pipeline gas. It also includes hydrogen production, commercial carbon capture and storage (CCS) hubs and carbon credits. The business invests in nature-based projects that compensate for carbon emissions and Shell Ventures, which invests in or works with start-ups and other early-stage businesses to help them scale up and grow.
Quarter Analysis1
Income/(loss) for the period was driven by the same factors as Adjusted Earnings and includes the impact of identified items.
Adjusted Earnings, compared with the second quarter 2026, reflected higher margins (increase of $141 million), mainly from trading and optimisation, and favourable tax movements ($58 million).
Positive Adjusted Earnings from trading and optimisation, energy marketing and renewable power generation were partly offset by losses from other Renewables and Energy Solutions activities.
Identified items in the third quarter 2026 included a loss from impairment charges of $147 million. These charges compare with the second quarter 2026, which included a loss from impairment charges of $536 million, mainly related to renewable generation assets in Asia and Europe, and unfavourable movements of $146 million due to the fair value accounting of commodity derivatives. As part of Shell's normal business, commodity derivative contracts are entered into as hedges for mitigation of economic exposures on future purchases, sales and inventory.
Adjusted EBITDA was driven by the same factors as Adjusted Earnings.
Cash flow from operating activities for the third quarter 2026 was primarily driven by net cash inflows related to derivatives of $1,913 million and Adjusted EBITDA, partly offset by working capital outflows of $413 million.
Nine Months Analysis1
Income/(loss) for the period was driven by the same factors as Adjusted Earnings and includes the impact of identified items.
Adjusted Earnings, compared with the first nine months 2025, reflected higher margins (increase of $442 million), mainly from trading and optimisation, lower operating expenses (decrease of $99 million) and favourable tax movements ($93 million).
Most Renewables and Energy Solutions activities were loss-making for the first nine months 2026, these were more than offset by positive Adjusted Earnings from trading and optimisation.
Identified items in the first nine months 2026 included a loss from impairment charges of $712 million, mainly related to renewable generation assets in Asia and Europe. These charges compare with the first nine months 2025 which included unfavourable movements of $284 million relating to the fair value accounting of commodity derivatives and impairment charges of $177 million, partly offset by gains on disposals of assets of $99 million.
Adjusted EBITDA was driven by the same factors as Adjusted Earnings.
Cash flow from operating activities for the first nine months 2026 was primarily driven by net cash inflows related to derivatives of $3,245 million and Adjusted EBITDA.
1.All earnings amounts are shown post-tax, unless stated otherwise.
Shell plc Unaudited Condensed Interim Financial Report 13
| CORPORATE | ||||||||||||||||||||
| Quarters | $ million | Nine months | ||||||||||||||||||
| Q3 2026 | Q2 2026 | Q3 2025 | Reference* | 2026 | 2025 | |||||||||||||||
| (698) | (631) | (402) | Income/(loss) for the period | (2,266) | (1,424) | |||||||||||||||
| 7 | (15) | (20) | Of which: Identified items | A. | (36) | (122) | ||||||||||||||
| (705) | (617) | (383) | Adjusted Earnings | A. | (2,230) | (1,302) | ||||||||||||||
| (277) | (210) | (272) | Adjusted EBITDA | A. | (651) | (879) | ||||||||||||||
| (719) | (455) | (208) | Cash flow from operating activities | A. | (1,625) | (3,022) | ||||||||||||||
* Alternative Performance (Non-GAAP) measure. See page 37.
The Corporate segment covers the non-operating activities supporting Shell. It comprises Shell’s holdings and treasury organisation, headquarters and central functions, self-insurance activities and centrally managed longer-term innovation portfolio. All finance expense, income and related taxes are included in Corporate segment earnings rather than in the earnings of business segments.
Quarter Analysis1
Income/(loss) for the period was driven by the same factors as Adjusted Earnings and includes the impact of identified items.
Adjusted Earnings, compared with the second quarter 2026, reflected higher operating expenses (increase of $82 million) and unfavourable tax movements ($76 million), partly offset by favourable foreign currency exchange rate effects ($57 million).
Adjusted EBITDA was driven by the same factors as Adjusted Earnings.
Cash flow from operating activities for the third quarter 2026 was primarily driven by working capital outflows of $299 million, which included a reduction in joint venture deposits, and Adjusted EBITDA.
Nine Months Analysis1
Income/(loss) for the period was driven by the same factors as Adjusted Earnings and includes the impact of identified items.
Adjusted Earnings, compared with the first nine months 2025, reflected unfavourable net interest movements (decrease of $543 million) and unfavourable tax movements ($494 million), partly offset by favourable foreign currency exchange rate effects ($152 million).
Adjusted EBITDA was driven by the same factors as Adjusted Earnings.
Cash flow from operating activities for the first nine months 2026 was primarily driven by working capital outflows of $754 million, which included a reduction in joint venture deposits, and Adjusted EBITDA.
1.All earnings amounts are shown post-tax, unless stated otherwise.
OUTLOOK FOR THE FOURTH QUARTER 2026
Full year 2025 cash capital expenditure was $21 billion. Our cash capital expenditure for the full year 2026 is expected to be $23-$25 billion.
Integrated Gas production is expected to be approximately 1,080 - 1,180 thousand boe/d. LNG liquefaction volumes are expected to be approximately 7.3 - 7.9 million tonnes. Fourth quarter 2026 outlook includes the impact of the ARC Resources Ltd. acquisition, which completed on September 2, 2026.
Upstream production is expected to be approximately 1,700 - 1,900 thousand boe/d. Fourth quarter 2026 outlook includes allowance for weather related impacts in the Gulf of America.
Marketing sales volumes are expected to be approximately 2,400 - 2,600 thousand b/d.
Refinery utilisation is expected to be approximately 92% - 100%. Chemicals manufacturing plant utilisation is expected to be approximately 78% - 86%.
Corporate Adjusted Earnings1 were a net expense of $705 million for the third quarter 2026. Corporate Adjusted Earnings are expected to be a net expense of approximately $600 - $800 million in the fourth quarter 2026.
1.For the definition of Adjusted Earnings and the most comparable GAAP measure please see Reference A.
Shell plc Unaudited Condensed Interim Financial Report 14
FORTHCOMING EVENTS
| Date | Event | ||||
| February 4, 2027 | Capital Markets Update 2027 & Fourth quarter 2026 results and dividends | ||||
| March 11, 2027 | Publication of Annual Report and Accounts and filing of Form 20-F for the year ended December 31, 2026 | ||||
| April 29, 2027 | First quarter 2027 results and dividends | ||||
| July 29, 2027 | Second quarter 2027 results and dividends | ||||
| October 28, 2027 | Third quarter 2027 results and dividends | ||||
Shell plc Unaudited Condensed Interim Financial Report 15
UNAUDITED CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
| CONSOLIDATED STATEMENT OF INCOME | |||||||||||||||||
| Quarters | $ million | Nine months | |||||||||||||||
| Q3 2026 | Q2 2026 | Q3 2025 | 2026 | 2025 | |||||||||||||
| 92,848 | 94,664 | 68,153 | Revenue1 | 257,203 | 202,793 | ||||||||||||
| 883 | 642 | 507 | Share of profit/(loss) of joint ventures and associates | 1,432 | 1,834 | ||||||||||||
| 1,591 | 1,048 | 1,751 | Interest and other income/(expenses)2 | 3,174 | 2,379 | ||||||||||||
| 95,322 | 96,354 | 70,410 | Total revenue and other income/(expenses) | 261,808 | 207,006 | ||||||||||||
| 60,064 | 64,530 | 45,145 | Purchases | 169,368 | 135,093 | ||||||||||||
| 6,264 | 5,476 | 5,609 | Production and manufacturing expenses | 17,485 | 16,068 | ||||||||||||
| 2,537 | 2,911 | 3,258 | Selling, distribution and administrative expenses | 8,251 | 9,175 | ||||||||||||
| 232 | 277 | 409 | Research and development | 676 | 872 | ||||||||||||
| 661 | 110 | 175 | Exploration | 869 | 745 | ||||||||||||
| 6,411 | 6,183 | 6,607 | Depreciation, depletion and amortisation2 | 18,336 | 18,718 | ||||||||||||
| 1,168 | 1,114 | 1,284 | Interest expense | 3,755 | 3,478 | ||||||||||||
| 77,336 | 80,600 | 62,486 | Total expenditure | 218,741 | 184,148 | ||||||||||||
| 17,985 | 15,754 | 7,924 | Income/(loss) before taxation | 43,068 | 22,858 | ||||||||||||
| 5,840 | 4,949 | 2,504 | Taxation charge/(credit)2 | 14,359 | 8,918 | ||||||||||||
| 12,145 | 10,805 | 5,420 | Income/(loss) for the period | 28,709 | 13,940 | ||||||||||||
| 88 | (16) | 98 | Income/(loss) attributable to non-controlling interest | 136 | 236 | ||||||||||||
| 12,057 | 10,821 | 5,322 | Income/(loss) attributable to Shell plc shareholders | 28,573 | 13,703 | ||||||||||||
| 2.15 | 1.94 | 0.91 | Basic earnings per share ($)3 | 5.09 | 2.31 | ||||||||||||
| 2.13 | 1.92 | 0.90 | Diluted earnings per share ($)3 | 5.04 | 2.28 | ||||||||||||
1. See Note 2 “Segment information”.
2. See Note 7 “Other notes to the unaudited Condensed Consolidated Interim Financial Statements”.
3 See Note 3 “Earnings per share”.
Shell plc Unaudited Condensed Interim Financial Report 16
| CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME | |||||||||||||||||
| Quarters | $ million | Nine months | |||||||||||||||
| Q3 2026 | Q2 2026 | Q3 2025 | 2026 | 2025 | |||||||||||||
| 12,145 | 10,805 | 5,420 | Income/(loss) for the period | 28,709 | 13,940 | ||||||||||||
| Other comprehensive income/(loss) net of tax: | |||||||||||||||||
| Items that may be reclassified to income in later periods: | |||||||||||||||||
| (168) | (314) | (268) | – Currency translation differences1 | (1,302) | 5,569 | ||||||||||||
| 2 | (3) | 10 | – Debt instruments remeasurements | 1 | 23 | ||||||||||||
| 114 | 54 | (86) | – Cash flow hedging gains/(losses) | 171 | (221) | ||||||||||||
| — | — | — | – Net investment hedging gains/(losses) | (3) | — | ||||||||||||
| 8 | (18) | 11 | – Deferred cost of hedging | (1) | (26) | ||||||||||||
| (2) | (4) | (18) | – Share of other comprehensive income/(loss) of joint ventures and associates | (16) | 169 | ||||||||||||
| (45) | (285) | (351) | Total | (1,151) | 5,515 | ||||||||||||
| Items that are not reclassified to income in later periods: | |||||||||||||||||
| 425 | 222 | (4,628) | – Retirement benefits remeasurements | 838 | (4,163) | ||||||||||||
| (6) | (59) | (31) | – Equity instruments remeasurements | (56) | (55) | ||||||||||||
| — | (13) | — | – Share of other comprehensive income/(loss) of joint ventures and associates | (14) | (59) | ||||||||||||
| 419 | 149 | (4,659) | Total | 768 | (4,277) | ||||||||||||
| 373 | (135) | (5,010) | Other comprehensive income/(loss) for the period | (383) | 1,238 | ||||||||||||
| 12,519 | 10,670 | 411 | Comprehensive income/(loss) for the period | 28,326 | 15,178 | ||||||||||||
| 86 | (5) | 140 | Comprehensive income/(loss) attributable to non-controlling interest | 177 | 366 | ||||||||||||
| 12,433 | 10,675 | 271 | Comprehensive income/(loss) attributable to Shell plc shareholders | 28,148 | 14,811 | ||||||||||||
1. See Note 7 “Other notes to the unaudited Condensed Consolidated Interim Financial Statements”.
Shell plc Unaudited Condensed Interim Financial Report 17
| CONDENSED CONSOLIDATED BALANCE SHEET | ||||||||
| $ million | ||||||||
| September 30, 2026 | December 31, 2025 | |||||||
| Assets | ||||||||
| Non-current assets | ||||||||
| Goodwill | 16,071 | 15,662 | ||||||
| Other intangible assets | 10,261 | 11,010 | ||||||
| Property, plant and equipment | 203,374 | 185,077 | ||||||
| Joint ventures and associates | 27,562 | 27,775 | ||||||
| Investments in securities | 1,045 | 1,557 | ||||||
Deferred tax1 | 5,565 | 8,173 | ||||||
Retirement benefits1 | 5,737 | 5,052 | ||||||
| Trade and other receivables | 8,261 | 8,252 | ||||||
Derivative financial instruments2 | 883 | 619 | ||||||
| 278,759 | 263,177 | |||||||
| Current assets | ||||||||
| Inventories | 29,773 | 22,216 | ||||||
| Trade and other receivables | 58,874 | 44,597 | ||||||
Derivative financial instruments2 | 13,131 | 9,114 | ||||||
| Cash and cash equivalents | 36,425 | 30,216 | ||||||
| 138,203 | 106,143 | |||||||
Assets classified as held for sale1 | 3,611 | 1,030 | ||||||
| 141,815 | 107,173 | |||||||
| Total assets | 420,574 | 370,350 | ||||||
| Liabilities | ||||||||
| Non-current liabilities | ||||||||
Debt1 | 67,134 | 66,515 | ||||||
| Trade and other payables | 6,611 | 4,463 | ||||||
Derivative financial instruments2 | 1,256 | 1,108 | ||||||
Deferred tax1 | 14,790 | 11,983 | ||||||
Retirement benefits1 | 6,262 | 7,136 | ||||||
| Decommissioning and other provisions | 22,020 | 21,411 | ||||||
| 118,074 | 112,616 | |||||||
| Current liabilities | ||||||||
Debt1 | 8,941 | 9,128 | ||||||
| Trade and other payables | 70,928 | 57,770 | ||||||
Derivative financial instruments2 | 13,088 | 5,664 | ||||||
| Income taxes payable | 5,815 | 3,149 | ||||||
| Decommissioning and other provisions | 3,758 | 5,884 | ||||||
| 102,529 | 81,595 | |||||||
Liabilities directly associated with assets classified as held for sale1 | 457 | 820 | ||||||
| 102,987 | 82,415 | |||||||
| Total liabilities | 221,060 | 195,031 | ||||||
| Equity attributable to Shell plc shareholders | 198,435 | 174,392 | ||||||
| Non-controlling interest | 1,078 | 927 | ||||||
| Total equity | 199,513 | 175,319 | ||||||
| Total liabilities and equity | 420,574 | 370,350 | ||||||
1. See Note 7 “Other notes to the unaudited Condensed Consolidated Interim Financial Statements”.
2. See Note 6 “Derivative financial instruments and debt excluding lease liabilities”.
Shell plc Unaudited Condensed Interim Financial Report 18
| CONSOLIDATED STATEMENT OF CHANGES IN EQUITY | |||||||||||||||||||||||
| Equity attributable to Shell plc shareholders | |||||||||||||||||||||||
| $ million | Share capital1 | Shares held in trust | Other reserves² | Retained earnings | Total | Non-controlling interest | Total equity | ||||||||||||||||
| At January 1, 2026 | 477 | (847) | 21,234 | 153,528 | 174,392 | 927 | 175,319 | ||||||||||||||||
| Comprehensive income/(loss) for the period | — | — | (425) | 28,573 | 28,148 | 177 | 28,326 | ||||||||||||||||
| Transfer from other comprehensive income | — | — | (60) | 60 | — | — | — | ||||||||||||||||
| Dividends³ | — | — | — | (6,418) | (6,418) | (41) | (6,458) | ||||||||||||||||
Shares issued4 | 19 | — | 10,582 | — | 10,601 | — | 10,601 | ||||||||||||||||
Repurchases of shares5 | (18) | — | 18 | (8,334) | (8,334) | — | (8,334) | ||||||||||||||||
| Share-based compensation | — | 611 | (362) | (205) | 43 | — | 43 | ||||||||||||||||
| Other changes | — | — | — | 3 | 3 | 15 | 18 | ||||||||||||||||
| At September 30, 2026 | 478 | (236) | 30,987 | 167,206 | 198,435 | 1,078 | 199,513 | ||||||||||||||||
| At January 1, 2025 | 510 | (803) | 19,766 | 158,834 | 178,307 | 1,861 | 180,168 | ||||||||||||||||
| Comprehensive income/(loss) for the period | — | — | 1,108 | 13,703 | 14,811 | 366 | 15,178 | ||||||||||||||||
| Transfer from other comprehensive income | — | — | 19 | (19) | — | — | — | ||||||||||||||||
| Dividends³ | — | — | — | (6,405) | (6,405) | (119) | (6,524) | ||||||||||||||||
Repurchases of shares5 | (25) | — | 25 | (10,556) | (10,556) | — | (10,556) | ||||||||||||||||
| Share-based compensation | — | 360 | (293) | (419) | (352) | — | (352) | ||||||||||||||||
| Other changes | — | — | — | 22 | 22 | (109) | (87) | ||||||||||||||||
| At September 30, 2025 | 485 | (444) | 20,625 | 155,157 | 175,823 | 1,999 | 177,822 | ||||||||||||||||
1. See Note 4 “Share capital”.
2. See Note 5 “Other reserves”.
3. The amount charged to retained earnings is based on prevailing exchange rates on payment date.
4. See Note 8 “Acquisition of ARC Resources”.
5. Where applicable, includes shares committed to repurchase under an irrevocable contract and repurchases subject to settlement at the end of the quarter.
Shell plc Unaudited Condensed Interim Financial Report 19
| CONSOLIDATED STATEMENT OF CASH FLOWS | |||||||||||||||||
| Quarters | $ million | Nine months | |||||||||||||||
| Q3 2026 | Q2 2026 | Q3 2025 | 2026 | 2025 | |||||||||||||
| 17,985 | 15,754 | 7,924 | Income before taxation for the period | 43,068 | 22,858 | ||||||||||||
| Adjustment for: | |||||||||||||||||
| 743 | 799 | 822 | – Interest expense (net) | 2,644 | 1,973 | ||||||||||||
| 6,411 | 6,183 | 6,607 | – Depreciation, depletion and amortisation1 | 18,336 | 18,718 | ||||||||||||
| 475 | (1) | 49 | – Exploration well write-offs | 475 | 283 | ||||||||||||
| (1,069) | (642) | (1,068) | – Net (gains)/losses on sale and revaluation of non-current assets and businesses | (1,775) | (1,069) | ||||||||||||
| (883) | (642) | (507) | – Share of (profit)/loss of joint ventures and associates | (1,432) | (1,834) | ||||||||||||
| 1,787 | 547 | 700 | – Dividends received from joint ventures and associates | 2,930 | 3,584 | ||||||||||||
| (3,269) | 3,739 | 352 | – (Increase)/decrease in inventories | (6,216) | 1,178 | ||||||||||||
| (6,681) | 1,593 | 569 | – (Increase)/decrease in current receivables | (15,492) | 1,594 | ||||||||||||
| 9,312 | (1,887) | (949) | – Increase/(decrease) in current payables | 13,337 | (5,850) | ||||||||||||
| 2,151 | (1,354) | (153) | – Derivative financial instruments | 3,272 | 229 | ||||||||||||
| (178) | (153) | (61) | – Retirement benefits | (410) | (179) | ||||||||||||
| (531) | (115) | 515 | – Decommissioning and other provisions | (1,732) | (391) | ||||||||||||
| (1,993) | 546 | 74 | – Other1 | (14) | 1,328 | ||||||||||||
| (3,217) | (2,934) | (2,668) | Tax paid | (8,452) | (8,999) | ||||||||||||
| 21,043 | 21,432 | 12,207 | Cash flow from operating activities | 48,538 | 33,425 | ||||||||||||
| (7,578) | (4,031) | (4,557) | Capital expenditure | (15,366) | (13,698) | ||||||||||||
| (343) | (187) | (342) | Investments in joint ventures and associates | (955) | (1,161) | ||||||||||||
| (1) | (20) | (8) | Investments in equity securities | (40) | (40) | ||||||||||||
| (7,922) | (4,237) | (4,907) | Cash capital expenditure | (16,361) | (14,899) | ||||||||||||
| 2,455 | 366 | 747 | Proceeds from sale of property, plant and equipment and businesses | 3,093 | 1,249 | ||||||||||||
| 74 | 71 | 1,023 | Proceeds from joint ventures and associates from sale, capital reduction and repayment of long-term loans | 186 | 1,057 | ||||||||||||
| 121 | 31 | 2 | Proceeds from sale of equity securities | 192 | 27 | ||||||||||||
| 410 | 374 | 468 | Interest received | 1,146 | 1,484 | ||||||||||||
| 515 | 176 | 903 | Other investing cash inflows | 1,385 | 1,768 | ||||||||||||
| (374) | (689) | (494) | Other investing cash outflows | (1,406) | (2,308) | ||||||||||||
| (4,721) | (3,908) | (2,257) | Cash flow from investing activities | (11,765) | (11,622) | ||||||||||||
| (182) | 178 | (72) | Net increase/(decrease) in debt with maturity period within three months | 7 | (200) | ||||||||||||
| Other debt: | |||||||||||||||||
| 33 | 194 | 176 | – New borrowings | 226 | 495 | ||||||||||||
| (4,536) | (3,206) | (2,801) | – Repayments | (10,536) | (9,390) | ||||||||||||
| (954) | (1,167) | (848) | Interest paid | (3,157) | (2,907) | ||||||||||||
| (273) | 27 | (61) | Derivative financial instruments | (562) | 1,161 | ||||||||||||
| (18) | 4 | 7 | Change in non-controlling interest | 16 | (17) | ||||||||||||
| Cash dividends paid to: | |||||||||||||||||
| (2,152) | (2,164) | (2,103) | – Shell plc shareholders | (6,416) | (6,403) | ||||||||||||
| (3) | (29) | (6) | – Non-controlling interest | (41) | (119) | ||||||||||||
| (3,183) | (3,001) | (3,610) | Repurchases of shares | (9,366) | (10,454) | ||||||||||||
| 26 | (2) | (155) | Shares held in trust: net sales/(purchases) and dividends received | (399) | (927) | ||||||||||||
| (11,242) | (9,166) | (9,473) | Cash flow from financing activities | (30,228) | (28,762) | ||||||||||||
| (29) | (101) | (106) | Effects of exchange rate changes on cash and cash equivalents | (335) | 902 | ||||||||||||
| 5,051 | 8,257 | 371 | Increase/(decrease) in cash and cash equivalents | 6,210 | (6,057) | ||||||||||||
| 31,374 | 23,117 | 32,682 | Cash and cash equivalents at beginning of period | 30,216 | 39,110 | ||||||||||||
| 36,425 | 31,374 | 33,053 | Cash and cash equivalents at end of period | 36,425 | 33,053 | ||||||||||||
1. See Note 7 “Other notes to the unaudited Condensed Consolidated Interim Financial Statements”.
Shell plc Unaudited Condensed Interim Financial Report 20
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
1. Basis of preparation
These unaudited Condensed Consolidated Interim Financial Statements of Shell plc (“the Company”) and its subsidiaries (collectively referred to as “Shell”) have been prepared in accordance with IAS 34 Interim Financial Reporting as issued
by the International Accounting Standards Board ("IASB") and adopted by the UK, and on the basis of the same accounting principles as those used in the Company's Annual Report and Accounts (pages 229 to 306) for the year ended December 31, 2025, as filed with the Registrar of Companies for England and Wales and as filed with the Autoriteit Financiële Markten (the Netherlands) and Form 20-F (pages 214 to 290) for the year ended December 31, 2025, as filed with the US Securities and Exchange Commission, and should be read in conjunction with these filings.
The financial information presented in the unaudited Condensed Consolidated Interim Financial Statements does not constitute statutory accounts within the meaning of section 434(3) of the Companies Act 2006 (“the Act”). Statutory accounts for the year ended December 31, 2025, were published in Shell's Annual Report and Accounts, a copy of which was delivered to the Registrar of Companies for England and Wales. The auditor's report on those accounts was unqualified, did not include a reference to any matters to which the auditor drew attention by way of emphasis without qualifying the report and did not contain a statement under sections 498(2) or 498(3) of the Act.
Key accounting considerations, significant judgements and estimates
Future long-term commodity price assumptions, which represent a significant estimate, were subject to change in the second quarter 2026. These remained unchanged in the third quarter 2026. Noting continued volatility in markets, price assumptions remain under review.
The discount rates applied for impairment testing and the discount rate applied to provisions are reviewed on a regular basis. These discount rates applied in the first nine months of 2026 remain unchanged compared with 2025.
2. Segment information
Segment earnings are presented on an Adjusted Earnings basis (Adjusted Earnings), which is the earnings measure used by the Chief Executive Officer, who serves as the Chief Operating Decision Maker, for the purposes of making decisions about allocating resources and assessing performance. This aligns with Shell's focus on performance, discipline and simplification.
The Adjusted Earnings measure is presented on a current cost of supplies (CCS) basis and aims to facilitate a comparative understanding of Shell's financial performance from period to period by removing the effects of oil price changes on inventory carrying amounts and removing the effects of identified items. Identified items are in some cases driven by external factors and may, either individually or collectively, hinder the comparative understanding of Shell's financial results from period to period.
Shell plc Unaudited Condensed Interim Financial Report 21
ADJUSTED EARNINGS BY SEGMENT
| Q3 2026 | $ million | ||||||||||||||||||||||
| Integrated Gas | Upstream | Marketing | Chemicals and Products | Renewables and Energy Solutions | Corporate | Total | |||||||||||||||||
| Income/(loss) attributable to Shell plc shareholders | 12,057 | ||||||||||||||||||||||
| Income/(loss) attributable to non-controlling interest | 88 | ||||||||||||||||||||||
| Income/(loss) for the period | 4,553 | 3,860 | 55 | 4,299 | 75 | (698) | 12,145 | ||||||||||||||||
| Current cost of supplies adjustment before taxation | (1,043) | 309 | (734) | ||||||||||||||||||||
| Tax on current cost of supplies adjustment | 256 | (38) | 218 | ||||||||||||||||||||
| Identified items before taxation | (1,993) | (835) | 2,132 | (916) | 222 | (12) | (1,402) | ||||||||||||||||
| Tax included in identified items | 476 | 164 | (237) | 202 | (8) | 4 | 601 | ||||||||||||||||
| Adjusted Earnings | 3,037 | 3,189 | 1,164 | 3,855 | 289 | (705) | 10,828 | ||||||||||||||||
| Adjusted Earnings attributable to Shell plc shareholders | 10,814 | ||||||||||||||||||||||
| Adjusted Earnings attributable to non-controlling interest | 14 | ||||||||||||||||||||||
| Q2 2026 | $ million | ||||||||||||||||||||||
| Integrated Gas | Upstream | Marketing | Chemicals and Products | Renewables and Energy Solutions | Corporate | Total | |||||||||||||||||
| Income/(loss) attributable to Shell plc shareholders | 10,821 | ||||||||||||||||||||||
| Income/(loss) attributable to non-controlling interest | (16) | ||||||||||||||||||||||
| Income/(loss) for the period | 2,680 | 3,579 | 1,747 | 3,981 | (550) | (631) | 10,805 | ||||||||||||||||
| Current cost of supplies adjustment before taxation | (346) | (397) | (742) | ||||||||||||||||||||
| Tax on current cost of supplies adjustment | 84 | 97 | 181 | ||||||||||||||||||||
| Identified items before taxation | 23 | (66) | (314) | (1,057) | 745 | 12 | (658) | ||||||||||||||||
| Tax included in identified items | (12) | (28) | 157 | 253 | (115) | 3 | 258 | ||||||||||||||||
| Adjusted Earnings | 2,691 | 3,485 | 1,329 | 2,877 | 79 | (617) | 9,845 | ||||||||||||||||
| Adjusted Earnings attributable to Shell plc shareholders | 9,836 | ||||||||||||||||||||||
| Adjusted Earnings attributable to non-controlling interest | 9 | ||||||||||||||||||||||
| Q3 2025 | $ million | ||||||||||||||||||||||
| Integrated Gas | Upstream | Marketing | Chemicals and Products | Renewables and Energy Solutions | Corporate | Total | |||||||||||||||||
| Income/(loss) attributable to Shell plc shareholders | 5,322 | ||||||||||||||||||||||
| Income/(loss) attributable to non-controlling interest | 98 | ||||||||||||||||||||||
| Income/(loss) for the period | 2,355 | 1,707 | 576 | 1,074 | 110 | (402) | 5,420 | ||||||||||||||||
| Current cost of supplies adjustment before taxation | (25) | 53 | 28 | ||||||||||||||||||||
| Tax on current cost of supplies adjustment | 6 | (12) | (6) | ||||||||||||||||||||
| Identified items before taxation | (215) | 60 | 988 | (720) | 8 | 13 | 133 | ||||||||||||||||
| Tax included in identified items | 2 | 37 | (230) | 156 | (26) | 7 | (53) | ||||||||||||||||
| Adjusted Earnings | 2,143 | 1,804 | 1,316 | 550 | 92 | (383) | 5,523 | ||||||||||||||||
| Adjusted Earnings attributable to Shell plc shareholders | 5,432 | ||||||||||||||||||||||
| Adjusted Earnings attributable to non-controlling interest | 91 | ||||||||||||||||||||||
Shell plc Unaudited Condensed Interim Financial Report 22
| Nine months 2026 | $ million | ||||||||||||||||||||||
| Integrated Gas | Upstream | Marketing | Chemicals and Products | Renewables and Energy Solutions | Corporate | Total | |||||||||||||||||
| Income/(loss) attributable to Shell plc shareholders | 28,573 | ||||||||||||||||||||||
| Income/(loss) attributable to non-controlling interest | 136 | ||||||||||||||||||||||
| Income/(loss) for the period | 8,555 | 9,995 | 3,698 | 8,675 | 52 | (2,266) | 28,709 | ||||||||||||||||
| Current cost of supplies adjustment before taxation | (2,339) | (850) | (3,189) | ||||||||||||||||||||
| Tax on current cost of supplies adjustment | 581 | 265 | 846 | ||||||||||||||||||||
| Identified items before taxation | (1,372) | (745) | 1,918 | 739 | 688 | — | 1,226 | ||||||||||||||||
| Tax included in identified items | 363 | (198) | (32) | (171) | (24) | 37 | (25) | ||||||||||||||||
| Adjusted Earnings | 7,546 | 9,052 | 3,827 | 8,657 | 716 | (2,230) | 27,567 | ||||||||||||||||
| Adjusted Earnings attributable to Shell plc shareholders | 27,565 | ||||||||||||||||||||||
| Adjusted Earnings attributable to non-controlling interest | 2 | ||||||||||||||||||||||
| Nine months 2025 | $ million | ||||||||||||||||||||||
| Integrated Gas | Upstream | Marketing | Chemicals and Products | Renewables and Energy Solutions | Corporate | Total | |||||||||||||||||
| Income/(loss) attributable to Shell plc shareholders | 13,703 | ||||||||||||||||||||||
| Income/(loss) attributable to non-controlling interest | 236 | ||||||||||||||||||||||
| Income/(loss) for the period | 6,982 | 5,795 | 2,155 | 822 | (391) | (1,424) | 13,940 | ||||||||||||||||
| Current cost of supplies adjustment before taxation | 131 | 318 | 449 | ||||||||||||||||||||
| Tax on current cost of supplies adjustment | (32) | (91) | (122) | ||||||||||||||||||||
| Identified items before taxation | (461) | (332) | 1,493 | 22 | 567 | 72 | 1,361 | ||||||||||||||||
| Tax included in identified items | (158) | 410 | (332) | 45 | (135) | 50 | (120) | ||||||||||||||||
| Adjusted Earnings | 6,363 | 5,873 | 3,416 | 1,117 | 41 | (1,302) | 15,507 | ||||||||||||||||
| Adjusted Earnings attributable to Shell plc shareholders | 15,273 | ||||||||||||||||||||||
| Adjusted Earnings attributable to non-controlling interest | 235 | ||||||||||||||||||||||
CASH CAPITAL EXPENDITURE BY SEGMENT
Cash capital expenditure is a measure used by the Chief Executive Officer for the purposes of making decisions about allocating resources and assessing performance.
| Q3 2026 | $ million | ||||||||||||||||||||||
| Integrated Gas | Upstream | Marketing | Chemicals and Products | Renewables and Energy Solutions | Corporate | Total | |||||||||||||||||
| Capital expenditure | 4,646 | 1,701 | 372 | 487 | 337 | 35 | 7,578 | ||||||||||||||||
| Investments in joint ventures and associates | 120 | (11) | 41 | 191 | 1 | — | 343 | ||||||||||||||||
| Investments in equity securities | (10) | — | 3 | — | 4 | 5 | 1 | ||||||||||||||||
| Cash capital expenditure | 4,756 | 1,691 | 415 | 678 | 342 | 40 | 7,922 | ||||||||||||||||
Shell plc Unaudited Condensed Interim Financial Report 23
| Q2 2026 | $ million | ||||||||||||||||||||||
| Integrated Gas | Upstream | Marketing | Chemicals and Products | Renewables and Energy Solutions | Corporate | Total | |||||||||||||||||
| Capital expenditure | 1,097 | 1,657 | 380 | 461 | 420 | 15 | 4,031 | ||||||||||||||||
| Investments in joint ventures and associates | 162 | (24) | — | 46 | 2 | 1 | 187 | ||||||||||||||||
| Investments in equity securities | 10 | — | — | — | 7 | 2 | 20 | ||||||||||||||||
| Cash capital expenditure | 1,269 | 1,633 | 380 | 507 | 429 | 19 | 4,237 | ||||||||||||||||
| Q3 2025 | $ million | ||||||||||||||||||||||
| Integrated Gas | Upstream | Marketing | Chemicals and Products | Renewables and Energy Solutions | Corporate | Total | |||||||||||||||||
| Capital expenditure | 1,002 | 1,947 | 481 | 769 | 325 | 32 | 4,557 | ||||||||||||||||
| Investments in joint ventures and associates | 167 | (62) | 8 | 44 | 184 | 2 | 342 | ||||||||||||||||
| Investments in equity securities | — | — | — | — | 9 | — | 8 | ||||||||||||||||
| Cash capital expenditure | 1,169 | 1,885 | 489 | 813 | 517 | 34 | 4,907 | ||||||||||||||||
| Nine months 2026 | $ million | ||||||||||||||||||||||
| Integrated Gas | Upstream | Marketing | Chemicals and Products | Renewables and Energy Solutions | Corporate | Total | |||||||||||||||||
| Capital expenditure | 6,523 | 5,361 | 991 | 1,280 | 1,147 | 63 | 15,366 | ||||||||||||||||
| Investments in joint ventures and associates | 515 | 122 | 45 | 267 | 3 | 3 | 955 | ||||||||||||||||
| Investments in equity securities | — | — | 7 | — | 25 | 8 | 40 | ||||||||||||||||
| Cash capital expenditure | 7,039 | 5,483 | 1,043 | 1,548 | 1,175 | 73 | 16,361 | ||||||||||||||||
| Nine months 2025 | $ million | ||||||||||||||||||||||
| Integrated Gas | Upstream | Marketing | Chemicals and Products | Renewables and Energy Solutions | Corporate | Total | |||||||||||||||||
| Capital expenditure | 2,932 | 6,448 | 1,160 | 1,924 | 1,151 | 81 | 13,698 | ||||||||||||||||
| Investments in joint ventures and associates | 550 | 186 | 13 | 122 | 286 | 5 | 1,161 | ||||||||||||||||
| Investments in equity securities | — | — | — | — | 38 | 2 | 40 | ||||||||||||||||
| Cash capital expenditure | 3,482 | 6,634 | 1,173 | 2,046 | 1,475 | 88 | 14,899 | ||||||||||||||||
REVENUE BY SEGMENT
Third-party revenue includes revenue from sources other than from contracts with customers, which mainly comprises the impact of fair value accounting of commodity derivatives.
| Q3 2026 | $ million | ||||||||||||||||||||||
| Integrated Gas | Upstream | Marketing | Chemicals and Products | Renewables and Energy Solutions | Corporate | Total | |||||||||||||||||
| Revenue: | |||||||||||||||||||||||
| Third-party revenue | 13,770 | 1,665 | 39,366 | 26,489 | 11,545 | 13 | 92,848 | ||||||||||||||||
| Inter-segment revenue | 2,682 | 11,784 | 3,618 | 13,880 | 1,799 | — | 33,763 | ||||||||||||||||
Shell plc Unaudited Condensed Interim Financial Report 24
| Q2 2026 | $ million | ||||||||||||||||||||||
| Integrated Gas | Upstream | Marketing | Chemicals and Products | Renewables and Energy Solutions | Corporate | Total | |||||||||||||||||
| Revenue: | |||||||||||||||||||||||
| Third-party revenue | 11,278 | 1,800 | 38,015 | 34,235 | 9,338 | (2) | 94,664 | ||||||||||||||||
| Inter-segment revenue | 2,066 | 11,621 | 3,624 | 13,306 | 1,143 | — | 31,762 | ||||||||||||||||
| Q3 2025 | $ million | ||||||||||||||||||||||
| Integrated Gas | Upstream | Marketing | Chemicals and Products | Renewables and Energy Solutions | Corporate | Total | |||||||||||||||||
| Revenue: | |||||||||||||||||||||||
| Third-party revenue | 9,736 | 844 | 29,648 | 19,418 | 8,500 | 6 | 68,153 | ||||||||||||||||
| Inter-segment revenue | 2,397 | 9,313 | 1,796 | 9,774 | 1,162 | — | 24,442 | ||||||||||||||||
| Nine months 2026 | $ million | ||||||||||||||||||||||
| Integrated Gas | Upstream | Marketing | Chemicals and Products | Renewables and Energy Solutions | Corporate | Total | |||||||||||||||||
| Revenue: | |||||||||||||||||||||||
| Third-party revenue | 32,795 | 4,865 | 108,076 | 79,945 | 31,506 | 16 | 257,203 | ||||||||||||||||
| Inter-segment revenue | 8,158 | 32,794 | 9,487 | 36,846 | 4,294 | — | 91,580 | ||||||||||||||||
| Nine months 2025 | $ million | ||||||||||||||||||||||
| Integrated Gas | Upstream | Marketing | Chemicals and Products | Renewables and Energy Solutions | Corporate | Total | |||||||||||||||||
| Revenue: | |||||||||||||||||||||||
| Third-party revenue | 28,915 | 3,546 | 84,973 | 59,417 | 25,913 | 30 | 202,793 | ||||||||||||||||
| Inter-segment revenue | 7,484 | 27,669 | 5,822 | 26,804 | 3,161 | — | 70,940 | ||||||||||||||||
Shell plc Unaudited Condensed Interim Financial Report 25
Identified Items
The objective of identified items is to exclude material impacts1 on net income/loss arising from transactions which are typically outside the control of management and are unusual in nature (e.g., infrequent or non-recurring events) or that result in a misalignment between accounting and economic outcomes. Certain transactions that are generally excluded from underlying results within the industry may also be classified as identified items.
Identified items comprise divestment gains and losses, impairment losses and reversals, redundancy and restructuring, fair value accounting effects on commodity derivatives and certain gas contracts, the impact of exchange rate movements and inflationary adjustments on certain deferred tax balances, and other items.
1. For the purpose of identification of items in certain categories materiality thresholds are applied.
| Q3 2026 | $ million | ||||||||||||||||||||||
| Integrated Gas | Upstream | Marketing | Chemicals and Products | Renewables and Energy Solutions | Corporate | Total | |||||||||||||||||
| Identified items included in Income/(loss) before taxation | |||||||||||||||||||||||
| Divestment gains/(losses) | 138 | 1,016 | (13) | (16) | (23) | 11 | 1,114 | ||||||||||||||||
| Impairment reversals/(impairments) | 1,711 | (121) | (2,102) | (89) | (159) | — | (760) | ||||||||||||||||
| Redundancy and restructuring | (27) | (31) | (71) | (40) | (9) | 1 | (177) | ||||||||||||||||
Fair value accounting of commodity derivatives and certain gas contracts1 | 171 | — | 54 | 1,082 | (31) | — | 1,275 | ||||||||||||||||
Other2 | — | (29) | — | (20) | — | — | (50) | ||||||||||||||||
| Total identified items included in Income/(loss) before taxation | 1,993 | 835 | (2,132) | 916 | (222) | 12 | 1,402 | ||||||||||||||||
| Total identified items included in Taxation (charge)/credit | (476) | (164) | 237 | (202) | 8 | (4) | (601) | ||||||||||||||||
| Identified items included in Income/(loss) for the period | |||||||||||||||||||||||
| Divestment gains/(losses) | 101 | 777 | 24 | (12) | (25) | 8 | 873 | ||||||||||||||||
| Impairment reversals/(impairments) | 1,290 | (101) | (1,904) | (64) | (147) | — | (926) | ||||||||||||||||
| Redundancy and restructuring | (19) | (22) | (52) | (29) | (7) | (1) | (130) | ||||||||||||||||
Fair value accounting of commodity derivatives and certain gas contracts1 | 138 | — | 37 | 836 | (35) | — | 976 | ||||||||||||||||
Impact of exchange rate movements and inflationary adjustments on tax balances3 | 7 | 45 | — | — | — | 1 | 52 | ||||||||||||||||
Other2 | — | (29) | — | (16) | — | — | (45) | ||||||||||||||||
| Impact on Income/(loss) for the period | 1,517 | 671 | (1,895) | 715 | (214) | 7 | 801 | ||||||||||||||||
| Impact on Income/(loss) attributable to non-controlling interest | — | — | — | — | — | — | — | ||||||||||||||||
| Impact on Income/(loss) attributable to Shell plc shareholders | 1,517 | 671 | (1,895) | 715 | (214) | 7 | 801 | ||||||||||||||||
1.Fair value accounting of commodity derivatives and certain gas contracts: In the ordinary course of business, Shell enters into contracts to supply or purchase oil and gas products, as well as power and environmental products. Shell also enters into contracts for tolling, pipeline and storage capacity. Derivative contracts are entered into for mitigation of resulting economic exposures (generally price exposure) and these derivative contracts are carried at period-end market price (fair value), with movements in fair value recognised in income for the period. Supply and purchase contracts entered into for operational purposes, as well as contracts for tolling, pipeline and storage capacity, are, by contrast, recognised when the transaction occurs; furthermore, inventory is carried at historical cost or net realisable value, whichever is lower. As a consequence, accounting mismatches occur because: (a) the supply or purchase transaction is recognised in a different period; or (b) the inventory is measured on a different basis. In addition, certain contracts are, due to pricing or delivery conditions, deemed to contain embedded derivatives or written options and are also required to be carried at fair value even though they are entered into for operational purposes. The accounting impacts are reported as identified items.
2.Other identified items represent other credits or charges that based on Shell management's assessment hinder the comparative understanding of Shell's financial results from period to period.
3.Impact of exchange rate movements and inflationary adjustments on tax balances represents the impact on tax balances of exchange rate movements and inflationary adjustments arising on: (a) the conversion to dollars of the local currency tax base of non-monetary assets and liabilities, as well as recognised tax losses (this primarily impacts the Integrated Gas and Upstream segments); and (b) the conversion of dollar-denominated inter-segment loans to local currency, leading to taxable exchange rate gains or losses (this primarily impacts the Corporate segment).
Shell plc Unaudited Condensed Interim Financial Report 26
| Q2 2026 | $ million | ||||||||||||||||||||||
| Integrated Gas | Upstream | Marketing | Chemicals and Products | Renewables and Energy Solutions | Corporate | Total | |||||||||||||||||
| Identified items included in Income/(loss) before taxation | |||||||||||||||||||||||
| Divestment gains/(losses) | 16 | 77 | 488 | (8) | 61 | (1) | 634 | ||||||||||||||||
| Impairment reversals/(impairments) | (13) | (2) | (13) | (32) | (606) | — | (665) | ||||||||||||||||
| Redundancy and restructuring | 5 | 17 | (48) | (84) | (3) | (11) | (124) | ||||||||||||||||
Fair value accounting of commodity derivatives and certain gas contracts1 | (31) | — | (114) | 1,281 | (205) | — | 932 | ||||||||||||||||
Other1 | — | (27) | — | (101) | 9 | — | (119) | ||||||||||||||||
| Total identified items included in Income/(loss) before taxation | (23) | 66 | 314 | 1,057 | (745) | (12) | 658 | ||||||||||||||||
| Total identified items included in Taxation (charge)/credit | 12 | 28 | (157) | (253) | 115 | (3) | (258) | ||||||||||||||||
| Identified items included in Income/(loss) for the period | |||||||||||||||||||||||
| Divestment gains/(losses) | 13 | 83 | 282 | (6) | 55 | (1) | 426 | ||||||||||||||||
| Impairment reversals/(impairments) | (13) | (1) | (11) | (21) | (536) | — | (583) | ||||||||||||||||
| Redundancy and restructuring | 4 | 13 | (36) | (64) | (3) | (9) | (94) | ||||||||||||||||
Fair value accounting of commodity derivatives and certain gas contracts1 | (15) | — | (78) | 972 | (146) | — | 733 | ||||||||||||||||
Impact of exchange rate movements and inflationary adjustments on tax balances1 | 1 | 25 | — | — | — | (5) | 21 | ||||||||||||||||
Other1 | — | (27) | — | (77) | — | — | (104) | ||||||||||||||||
| Impact on Income/(loss) for the period | (10) | 93 | 157 | 804 | (629) | (15) | 400 | ||||||||||||||||
| Impact on Income/(loss) attributable to non-controlling interest | — | — | — | — | — | — | — | ||||||||||||||||
| Impact on Income/(loss) attributable to Shell plc shareholders | (10) | 93 | 157 | 804 | (629) | (15) | 400 | ||||||||||||||||
1.For a detailed description, see the corresponding footnotes to the Q3 2026 identified items table above.
Shell plc Unaudited Condensed Interim Financial Report 27
| Q3 2025 | $ million | ||||||||||||||||||||||
| Integrated Gas | Upstream | Marketing | Chemicals and Products | Renewables and Energy Solutions | Corporate | Total | |||||||||||||||||
| Identified items included in Income/(loss) before taxation | |||||||||||||||||||||||
| Divestment gains/(losses) | 31 | 7 | 26 | 917 | 149 | — | 1,130 | ||||||||||||||||
| Impairment reversals/(impairments) | (36) | (3) | (730) | (144) | (13) | (2) | (930) | ||||||||||||||||
| Redundancy and restructuring | (29) | (5) | (36) | (36) | (18) | (10) | (134) | ||||||||||||||||
Fair value accounting of commodity derivatives and certain gas contracts1 | 147 | (4) | (24) | (22) | (121) | — | (23) | ||||||||||||||||
Other1 | 101 | (55) | (224) | 5 | (4) | — | (176) | ||||||||||||||||
| Total identified items included in Income/(loss) before taxation | 215 | (60) | (988) | 720 | (8) | (13) | (133) | ||||||||||||||||
| Total identified items included in Taxation (charge)/credit | (2) | (37) | 230 | (156) | 26 | (7) | 53 | ||||||||||||||||
| Identified items included in Income/(loss) for the period | |||||||||||||||||||||||
| Divestment gains/(losses) | 32 | 16 | 32 | 710 | 134 | — | 923 | ||||||||||||||||
| Impairment reversals/(impairments) | (32) | 6 | (579) | (107) | (11) | (2) | (724) | ||||||||||||||||
| Redundancy and restructuring | (21) | (3) | (27) | (28) | (14) | (7) | (100) | ||||||||||||||||
Fair value accounting of commodity derivatives and certain gas contracts1 | 129 | (1) | (26) | (14) | (87) | — | — | ||||||||||||||||
Impact of exchange rate movements and inflationary adjustments on tax balances1 | 5 | (59) | — | — | — | (11) | (65) | ||||||||||||||||
Other1 | 99 | (55) | (159) | 4 | (4) | — | (115) | ||||||||||||||||
| Impact on Income/(loss) for the period | 212 | (97) | (759) | 564 | 18 | (20) | (81) | ||||||||||||||||
| Impact on Income/(loss) attributable to non-controlling interest | — | — | — | — | — | — | — | ||||||||||||||||
| Impact on Income/(loss) attributable to Shell plc shareholders | 212 | (97) | (759) | 564 | 18 | (20) | (81) | ||||||||||||||||
1.For a detailed description, see the corresponding footnotes to the Q3 2026 identified items table above.
Shell plc Unaudited Condensed Interim Financial Report 28
| Nine months 2026 | $ million | ||||||||||||||||||||||
| Integrated Gas | Upstream | Marketing | Chemicals and Products | Renewables and Energy Solutions | Corporate | Total | |||||||||||||||||
| Identified items included in Income/(loss) before taxation | |||||||||||||||||||||||
| Divestment gains/(losses) | 289 | 1,013 | 467 | (40) | 68 | 10 | 1,807 | ||||||||||||||||
| Impairment reversals/(impairments) | 1,698 | (146) | (2,286) | (162) | (794) | — | (1,689) | ||||||||||||||||
| Redundancy and restructuring | (34) | (46) | (162) | (162) | (18) | (10) | (432) | ||||||||||||||||
Fair value accounting of commodity derivatives and certain gas contracts1 | (580) | — | 62 | (254) | 47 | — | (725) | ||||||||||||||||
Other1 | — | (76) | — | (121) | 9 | — | (188) | ||||||||||||||||
| Total identified items included in Income/(loss) before taxation | 1,372 | 745 | (1,918) | (739) | (688) | — | (1,226) | ||||||||||||||||
| Total identified items included in Taxation (charge)/credit | (363) | 198 | 32 | 171 | 24 | (37) | 25 | ||||||||||||||||
| Identified items included in Income/(loss) for the period | |||||||||||||||||||||||
| Divestment gains/(losses) | 247 | 823 | 299 | (31) | 53 | 8 | 1,398 | ||||||||||||||||
| Impairment reversals/(impairments) | 1,277 | (117) | (2,098) | (114) | (712) | — | (1,764) | ||||||||||||||||
| Redundancy and restructuring | (24) | (28) | (119) | (121) | (14) | (12) | (319) | ||||||||||||||||
Fair value accounting of commodity derivatives and certain gas contracts1 | (510) | — | 32 | (208) | 8 | — | (678) | ||||||||||||||||
Impact of exchange rate movements and inflationary adjustments on tax balances1 | 20 | 342 | — | — | — | (32) | 330 | ||||||||||||||||
Other1 | — | (76) | — | (92) | — | — | (168) | ||||||||||||||||
| Impact on Income/(loss) for the period | 1,009 | 943 | (1,886) | (568) | (664) | (36) | (1,201) | ||||||||||||||||
| Impact on Income/(loss) attributable to non-controlling interest | — | — | (1) | (2) | — | — | (3) | ||||||||||||||||
| Impact on Income/(loss) attributable to Shell plc shareholders | 1,009 | 943 | (1,885) | (565) | (664) | (36) | (1,198) | ||||||||||||||||
1.For a detailed description, see the corresponding footnotes to the Q3 2026 identified items table above.
Shell plc Unaudited Condensed Interim Financial Report 29
| Nine months 2025 | $ million | ||||||||||||||||||||||
| Integrated Gas | Upstream | Marketing | Chemicals and Products | Renewables and Energy Solutions | Corporate | Total | |||||||||||||||||
| Identified items included in Income/(loss) before taxation | |||||||||||||||||||||||
| Divestment gains/(losses) | 94 | 505 | (87) | 893 | 81 | (4) | 1,481 | ||||||||||||||||
| Impairment reversals/(impairments) | (708) | (27) | (1,090) | (515) | (189) | (2) | (2,532) | ||||||||||||||||
| Redundancy and restructuring | (37) | (26) | (103) | (85) | (28) | (19) | (298) | ||||||||||||||||
Fair value accounting of commodity derivatives and certain gas contracts1 | 1,081 | (4) | 11 | (218) | (381) | — | 489 | ||||||||||||||||
Other1 | 32 | (116) | (224) | (97) | (50) | (47) | (501) | ||||||||||||||||
| Total identified items included in Income/(loss) before taxation | 461 | 332 | (1,493) | (22) | (567) | (72) | (1,361) | ||||||||||||||||
| Total identified items included in Taxation (charge)/credit | 158 | (410) | 332 | (45) | 135 | (50) | 120 | ||||||||||||||||
| Identified items included in Income/(loss) for the period | |||||||||||||||||||||||
| Divestment gains/(losses) | 85 | 373 | (73) | 691 | 99 | (3) | 1,173 | ||||||||||||||||
| Impairment reversals/(impairments) | (455) | (11) | (857) | (447) | (177) | (2) | (1,949) | ||||||||||||||||
| Redundancy and restructuring | (26) | (10) | (72) | (70) | (21) | (13) | (212) | ||||||||||||||||
Fair value accounting of commodity derivatives and certain gas contracts1 | 946 | (1) | 1 | (168) | (284) | — | 494 | ||||||||||||||||
Impact of exchange rate movements and inflationary adjustments on tax balances1 | 29 | 95 | — | — | — | (58) | 66 | ||||||||||||||||
Other1 | 40 | (524) | (159) | (74) | (49) | (47) | (812) | ||||||||||||||||
| Impact on Income/(loss) for the period | 619 | (78) | (1,161) | (67) | (432) | (122) | (1,240) | ||||||||||||||||
| Impact on Income/(loss) attributable to non-controlling interest | — | — | — | — | — | — | — | ||||||||||||||||
| Impact on Income/(loss) attributable to Shell plc shareholders | 619 | (78) | (1,161) | (67) | (432) | (122) | (1,240) | ||||||||||||||||
1.For a detailed description, see the corresponding footnotes to the Q3 2026 identified items table above.
The identified items categories above may include after-tax impacts of identified items of joint ventures and associates which are fully reported within "Share of profit/(loss) of joint ventures and associates" in the Consolidated Statement of Income, and fully reported as identified items included in Income/(loss) before taxation in the tables above. Identified items related to subsidiaries are consolidated and reported across appropriate lines of the Consolidated Statement of Income. Only pre-tax identified items reported by subsidiaries are taken into account in the calculation of underlying operating expenses.
3. Earnings per share
| EARNINGS PER SHARE | |||||||||||||||||
| Quarters | Nine months | ||||||||||||||||
| Q3 2026 | Q2 2026 | Q3 2025 | 2026 | 2025 | |||||||||||||
| 12,057 | 10,821 | 5,322 | Income/(loss) attributable to Shell plc shareholders ($ million) | 28,573 | 13,703 | ||||||||||||
| Weighted average number of shares used as the basis for determining: | |||||||||||||||||
| 5,604.0 | 5,589.3 | 5,845.8 | Basic earnings per share (million) | 5,615.5 | 5,941.7 | ||||||||||||
| 5,651.3 | 5,637.0 | 5,906.0 | Diluted earnings per share (million) | 5,663.8 | 5,998.8 | ||||||||||||
Shell plc Unaudited Condensed Interim Financial Report 30
4. Share capital
ISSUED AND FULLY PAID ORDINARY SHARES OF €0.07 EACH
| ISSUED AND FULLY PAID ORDINARY SHARES OF €0.07 EACH | ||||||||
| Number of shares | Nominal value ($ million) | |||||||
| At January 1, 2026 | 5,718,636,398 | 477 | ||||||
Shares issued1 | 228,003,843 | 19 | ||||||
| Repurchases of shares | (217,142,711) | (18) | ||||||
| At September 30, 2026 | 5,729,497,530 | 478 | ||||||
| At January 1, 2025 | 6,115,031,158 | 510 | ||||||
| Repurchases of shares | (303,598,711) | (25) | ||||||
| At September 30, 2025 | 5,811,432,447 | 485 | ||||||
1. See Note 8 “Acquisition of ARC Resources”.
At Shell plc’s Annual General Meeting on May 19, 2026, the Board was authorised to allot ordinary shares in Shell plc, and to grant rights to subscribe for, or to convert, any security into ordinary shares in Shell plc, up to an aggregate nominal amount of approximately €132 million (representing approximately 1,885 million ordinary shares of €0.07 each), and to list such shares or rights on any stock exchange. This authority expires at the earlier of the close of business on August 18, 2027, or the end of the Annual General Meeting to be held in 2027, unless previously renewed, revoked or varied by Shell plc in a general meeting.
5. Other reserves
| OTHER RESERVES | ||||||||||||||||||||
| $ million | Merger reserve | Share premium reserve | Capital redemption reserve | Share plan reserve | Accumulated other comprehensive income | Total | ||||||||||||||
| At January 1, 2026 | 37,298 | 154 | 303 | 1,359 | (17,880) | 21,234 | ||||||||||||||
| Other comprehensive income/(loss) attributable to Shell plc shareholders | — | — | — | — | (425) | (425) | ||||||||||||||
| Transfer from other comprehensive income | — | — | — | — | (60) | (60) | ||||||||||||||
| Shares issued | — | 10,582 | — | — | — | 10,582 | ||||||||||||||
| Repurchases of shares | — | — | 18 | — | — | 18 | ||||||||||||||
| Share-based compensation | — | — | — | (362) | — | (362) | ||||||||||||||
| At September 30, 2026 | 37,298 | 10,737 | 322 | 996 | (18,365) | 30,987 | ||||||||||||||
| At January 1, 2025 | 37,298 | 154 | 270 | 1,417 | (19,373) | 19,766 | ||||||||||||||
| Other comprehensive income/(loss) attributable to Shell plc shareholders | — | — | — | — | 1,108 | 1,108 | ||||||||||||||
| Transfer from other comprehensive income | — | — | — | — | 19 | 19 | ||||||||||||||
| Repurchases of shares | — | — | 25 | — | — | 25 | ||||||||||||||
| Share-based compensation | — | — | — | (293) | — | (293) | ||||||||||||||
| At September 30, 2025 | 37,298 | 154 | 296 | 1,124 | (18,246) | 20,625 | ||||||||||||||
The merger reserve and share premium reserve were established as a consequence of Shell plc (formerly Royal Dutch Shell plc) becoming the single parent company of Royal Dutch Petroleum Company and The “Shell” Transport and Trading Company, p.l.c., now The Shell Transport and Trading Company Limited, in 2005. The merger reserve increased in 2016 following the issuance of shares for the acquisition of BG Group plc. The share premium reserve increased in the third quarter 2026 following the issuance of shares for the acquisition of ARC Resources Ltd. (see Note 8). The capital redemption reserve was established in connection with repurchases of shares of Shell plc. The share plan reserve is in respect of equity-settled share-based compensation plans.
6. Derivative financial instruments and debt excluding lease liabilities
As disclosed in the Consolidated Financial Statements for the year ended December 31, 2025, presented in the Annual Report and Accounts and Form 20-F for that year, Shell is exposed to the risks of changes in fair value of its financial assets and liabilities. The fair values of the financial assets and liabilities are defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Methods and assumptions used to estimate the fair values at September 30, 2026, are consistent with those used in the year ended December 31, 2025, though the carrying amounts of derivative financial instruments have changed since that date. The movement of the
Shell plc Unaudited Condensed Interim Financial Report 31
derivative financial instruments between December 31, 2025 and September 30, 2026 is an increase of $4,017 million for the current assets and an increase of $7,424 million for the current liabilities.
The table below provides the comparison of the fair value with the carrying amount of debt excluding lease liabilities, disclosed in accordance with IFRS 7 Financial Instruments: Disclosures.
| DEBT EXCLUDING LEASE LIABILITIES | ||||||||
| $ million | September 30, 2026 | December 31, 2025 | ||||||
Carrying amount1 | 41,928 | 46,710 | ||||||
Fair value2 | 36,938 | 43,142 | ||||||
1. Shell issued no debt under the US shelf or under the Euro medium-term note programmes during 2026.
2. Mainly determined from the prices quoted for these securities.
7. Other notes to the unaudited Condensed Consolidated Interim Financial Statements
Consolidated Statement of Income
Interest and other income
| Quarters | $ million | Nine months | |||||||||||||||
| Q3 2026 | Q2 2026 | Q3 2025 | 2026 | 2025 | |||||||||||||
| 1,591 | 1,048 | 1,751 | Interest and other income/(expenses) | 3,174 | 2,379 | ||||||||||||
| Of which: | |||||||||||||||||
| 425 | 315 | 468 | Interest income | 1,112 | 1,508 | ||||||||||||
| 7 | 25 | 16 | Dividend income (from investments in equity securities) | 32 | 61 | ||||||||||||
| 1,069 | 642 | 1,068 | Net gains/(losses) on sales and revaluation of non-current assets and businesses | 1,775 | 1,069 | ||||||||||||
| 15 | (54) | 82 | Net foreign exchange gains/(losses) on financing activities | (9) | (503) | ||||||||||||
| 74 | 120 | 117 | Other | 263 | 245 | ||||||||||||
Depreciation, depletion and amortisation
| Quarters | $ million | Nine months | |||||||||||||||
| Q3 2026 | Q2 2026 | Q3 2025 | 2026 | 2025 | |||||||||||||
| 6,411 | 6,183 | 6,607 | Depreciation, depletion and amortisation | 18,336 | 18,718 | ||||||||||||
| Of which: | |||||||||||||||||
| 5,669 | 5,559 | 5,823 | Depreciation | 16,966 | 16,417 | ||||||||||||
| 2,543 | 629 | 787 | Impairments | 3,256 | 2,336 | ||||||||||||
| (1,801) | (6) | (3) | Impairment reversals | (1,886) | (35) | ||||||||||||
Impairment of assets
Impairments recognised in the third quarter 2026 of $2,543 million pre-tax ($2,271 million post-tax) relate to
a European biogas asset in Marketing ($2,116 million) and various smaller impairments in other segments. The impairment in Marketing was principally triggered by reassessment of management expectations regarding the pace of market development and associated value realisation.
Impairments recognised in the second quarter 2026 of $629 million pre-tax ($545 million post-tax) principally relate to
Renewables and Energy Solutions ($581 million). The impairments in Renewables and Energy Solutions were principally triggered by portfolio choices regarding renewable generation assets in Asia and Europe.
Impairments recognised in the third quarter 2025 of $787 million pre-tax ($580 million post-tax) mainly relate to
Marketing ($588 million) and Chemicals and Products ($144 million). The impairment in Marketing was principally
triggered by the decision not to restart construction of the planned biofuels facility at the Shell Energy and Chemicals Park
in Rotterdam.
Impairment reversals recognised in the third quarter 2026 of $1,801 million pre-tax ($1,365 million post-tax) principally relate to an asset in North America in Integrated gas ($1,787 million). The impairment reversal in Integrated Gas was triggered by changed commercial terms and LNG Canada Phase 2 FID taken in the third quarter 2026.
Shell plc Unaudited Condensed Interim Financial Report 32
Taxation charge/credit
| Quarters | $ million | Nine months | |||||||||||||||
| Q3 2026 | Q2 2026 | Q3 2025 | 2026 | 2025 | |||||||||||||
| 5,840 | 4,949 | 2,504 | Taxation charge/(credit) | 14,359 | 8,918 | ||||||||||||
| Of which: | |||||||||||||||||
| 5,608 | 4,774 | 2,397 | Income tax excluding Pillar Two income tax | 13,788 | 8,699 | ||||||||||||
| 232 | 175 | 106 | Income tax related to Pillar Two income tax | 571 | 220 | ||||||||||||
As required by IAS 12 Income Taxes, Shell has applied the exception to recognising and disclosing information about deferred tax assets and liabilities related to Pillar Two income taxes.
On July 13, 2026, the UK Government published draft tax legislation that would exempt foreign permanent establishments from UK taxation, potentially limiting the use of foreign tax attributes against UK profits. Shell is monitoring the development of the draft legislation.
Consolidated Statement of Comprehensive Income
Currency translation differences
| Quarters | $ million | Nine months | |||||||||||||||
| Q3 2026 | Q2 2026 | Q3 2025 | 2026 | 2025 | |||||||||||||
| (168) | (314) | (268) | Currency translation differences | (1,302) | 5,569 | ||||||||||||
| Of which: | |||||||||||||||||
| (190) | (375) | (234) | Recognised in Other comprehensive income | (1,332) | 5,501 | ||||||||||||
| 22 | 61 | (33) | (Gain)/loss reclassified to profit or loss | 30 | 68 | ||||||||||||
Condensed Consolidated Balance Sheet
Deferred tax
| $ million | September 30, 2026 | December 31, 2025 | ||||||
| Non-current assets | ||||||||
| Deferred tax | 5,565 | 8,173 | ||||||
| Non-current liabilities | ||||||||
| Deferred tax | 14,790 | 11,983 | ||||||
| Net deferred liability | (9,225) | (3,810) | ||||||
The presentation in the balance sheet takes into consideration the offsetting of deferred tax assets and deferred tax
liabilities within the same tax jurisdiction, where this is permitted. The overall deferred tax position in a particular tax jurisdiction determines whether a deferred tax balance related to that jurisdiction is presented within deferred tax assets or
deferred tax liabilities.
Shell's net deferred tax position was a liability of $9,225 million at September 30, 2026 (December 31, 2025: $3,810 million). The net increase in the net deferred tax liability is mainly driven by recognition of deferred tax liabilities in relation to the ARC acquisition (see Note 8) and utilisation of tax attributes.
Retirement benefits
| $ million | September 30, 2026 | December 31, 2025 | ||||||
| Non-current assets | ||||||||
| Retirement benefits | 5,737 | 5,052 | ||||||
| Non-current liabilities | ||||||||
| Retirement benefits | 6,262 | 7,136 | ||||||
| Surplus/(deficit) | (525) | (2,084) | ||||||
Amounts recognised in the Balance Sheet in relation to defined benefit pension and OPEB plans include both plan assets and obligations that are presented on a net plan-by-plan basis. The change since December 31, 2025, in the net retirement benefit
Shell plc Unaudited Condensed Interim Financial Report 33
liability as at September 30, 2026, was mainly attributable to an increase in discount rates, resulting in a reduction of the Retirement benefits obligation, partly offset by lower-than-expected returns on plan assets.
Dutch pension reform
On July 1, 2023, new pension legislation ("Wet Toekomst Pensioenen" (WTP)) came into effect in the Netherlands, with implementation required prior to January 1, 2028. In July 2025, the Trustee Board of the Stichting Shell Pensioen Fonds (“SSPF”), Shell's defined benefit pension fund in the Netherlands, formally accepted the transition plan to transition from a defined benefit pension fund to a defined contribution plan with effect from January 1, 2027.
On September 2, 2026, the transition plan was approved by the Dutch Central Bank (DNB) through a decision not to prohibit the transfer of accrued pension entitlements (“Besluit geen verbod op invaren”) provided the funding ratio at transition remains within an agreed range.
The transition will be subject to final approval by the SSPF Trustee Board in the fourth quarter 2026.
In accordance with asset ceiling principles, in the third quarter 2025, Shell recognised an adjustment to reduce the pension fund surplus to nil, and recognised a liability for a minimum funding requirement, resulting in a loss in Other comprehensive income. The asset ceiling recognised continues to be monitored and remeasured in accordance with IAS 19 Employee Benefits.
At the date of transition and settlement (expected December 31, 2026), the defined benefit plan will transition to a defined contribution plan. The derecognition of the defined benefit plan at that date is expected to result in an identified non-cash loss in the Consolidated Statement of Income in the fourth quarter 2026. At September 30, 2026, this loss is calculated at $6.4 billion. This loss is subject to actuarial remeasurement during the fourth quarter and is therefore subject to change.
Debt
| $ million | September 30, 2026 | December 31, 2025 | ||||||||||||||||||
| Debt (excluding lease liabilities) | Lease liabilities | Total | Debt (excluding lease liabilities) | Lease liabilities | Total | |||||||||||||||
| Current debt: | 1,974 | 6,967 | 8,941 | 4,517 | 4,611 | 9,128 | ||||||||||||||
| Non-current debt | 39,955 | 27,180 | 67,134 | 42,193 | 24,322 | 66,515 | ||||||||||||||
| Total | 41,928 | 34,147 | 76,075 | 46,710 | 28,933 | 75,643 | ||||||||||||||
Lease liabilities at September 30, 2026, and December 31, 2025, include vessel leases with index-linked payments. In accordance with IFRS 16, these lease liabilities are remeasured at spot rates. The spot rates applied to remeasure the lease liabilities may not be a fair reflection of the future payments under these long-term lease commitments. During the first nine months of 2026, significant increases in the underlying index due to the Middle East conflict resulted in an increase in lease liabilities at September 30, 2026, compared with December 31, 2025, of $7,684 million, with a corresponding adjustment to the related right-of-use assets within Property, plant and equipment. Depreciation of the remeasurement of the right-of-use assets is recognised prospectively over the remaining lease term.
Assets classified as held for sale
| $ million | September 30, 2026 | December 31, 2025 | |||||||||||||||
| Assets classified as held for sale | 3,611 | 1,030 | |||||||||||||||
| Liabilities directly associated with assets classified as held for sale | 457 | 820 | |||||||||||||||
Assets classified as held for sale and associated liabilities at September 30, 2026, principally relate to Sprng Energy, RISEC and Shell's European onshore renewables portfolio in Renewables and Energy Solutions and a working interest in Brazil in Upstream.
The major class of assets and liabilities classified as held for sale at September 30, 2026, is Property, plant and equipment ($3,159 million; December 31, 2025: $662 million).
Shell plc Unaudited Condensed Interim Financial Report 34
Consolidated Statement of Cash Flows
Cash flow from operating activities - Other
| Quarters | $ million | Nine months | |||||||||||||||
| Q3 2026 | Q2 2026 | Q3 2025 | 2026 | 2025 | |||||||||||||
| (1,993) | 546 | 74 | Cash flow from operating activities - Other | (14) | 1,328 | ||||||||||||
Cash flow from operating activities - Other for the third quarter 2026 includes $2,189 million of net outflows due to the timing of payments relating to emission certificates and biofuel programmes in Europe and North America (second quarter 2026: $1,288 million net inflows, partly offset by the utilisation of recognised incentives of $470 million; third quarter 2025: $108 million net inflows).
8. Acquisition of ARC Resources
On September 2, 2026, Shell acquired all outstanding shares of ARC Resources Ltd. (“ARC”) for a purchase consideration of $13,937 million. This included cash of $3,336 million and the fair value of $10,601 million of approximately 228 million Shell shares issued in exchange for all ARC shares. The fair value of the shares issued was calculated using Shell’s closing share price of GBP 34.43 on September 2, 2026, and applicable exchange rates at that date.
ARC is a Canadian energy company focused on the exploration, development, and production of natural gas, condensate, and oil. Headquartered in Calgary, Alberta, it is one of Canada's largest natural gas producers, with major operations in the Montney shale basin in British Columbia and Alberta. ARC strengthens Shell's Integrated Gas and Upstream portfolio and supports long-term LNG growth in Canada. The principal benefits expected from the acquisition include optimisation of the expanded Montney resource position, integration of production, infrastructure and processing capacity, portfolio optimisation and development sequencing opportunities, operational efficiencies and shared technical capabilities and corporate and functional cost synergies.
Goodwill of $2,169 million (see below) was recognised on the acquisition, being the excess of the purchase consideration over the fair value of net assets acquired as set out below. Goodwill recognised principally relates to deferred taxation recognised in fair valuing Property, plant and equipment and expected synergies from combining operations. In line with IFRS, the net asset fair values were determined at the date of acquisition, particularly in respect of Property, plant and equipment by reference to forecast commodity prices, as well as using estimates of proved oil and gas reserves and unproved volumes including timing of production, discount rates and exchange rates. Commodity prices applied were based on an average of commodity price forecasts by independent consultants.
Given the short timeframe since the acquisition, the purchase price allocation remains preliminary as at September 30, 2026. Shell recognised provisional amounts for certain acquired assets and liabilities, primarily relating to the valuation of Property, plant and equipment and related deferred taxes. As a result, the goodwill of $2,169 million recognised on acquisition is provisional and may be adjusted.
| $ million | |||||
| September 2, 2026 | |||||
| Fair value of shares issued | 10,601 | ||||
| Cash paid | 3,336 | ||||
| Foreign currency hedge result | 71 | ||||
| Total consideration | 14,008 | ||||
| Fair value of net assets acquired | 11,839 | ||||
| Goodwill recognised | 2,169 | ||||
| Total recognised | 14,008 | ||||
Acquisition costs of $31 million were recognised in the Consolidated Statement of Income in selling, distribution and administrative expenses.
Shell plc Unaudited Condensed Interim Financial Report 35
Fair value of net assets acquired and goodwill arising on acquisition
| $ million | |||||
| September 2, 2026 | |||||
| Assets | |||||
| Non-current assets: | |||||
| Goodwill | 2,169 | ||||
| Property, plant and equipment | 17,262 | ||||
| Derivative financial instruments | 306 | ||||
| Other non-current assets | 34 | ||||
| 19,771 | |||||
| Current assets: | |||||
| Trade and other receivables | 652 | ||||
| Cash and cash equivalents | 101 | ||||
| Other current assets | 77 | ||||
| 830 | |||||
| Total assets | 20,601 | ||||
| Liabilities | |||||
| Non-current liabilities: | |||||
| Debt | 2,492 | ||||
| Deferred tax | 2,810 | ||||
| Decommissioning and other provisions | 413 | ||||
| Other non-current liabilities | 48 | ||||
| 5,763 | |||||
| Current liabilities: | |||||
| Debt | 80 | ||||
| Trade and other payables | 621 | ||||
| Other current liabilities | 129 | ||||
| 830 | |||||
| Total liabilities | 6,593 | ||||
| Total | 14,008 | ||||
9. Reconciliation of Operating expenses and Total Debt
RECONCILIATION OF OPERATING EXPENSES
| Quarters | $ million | Nine months | |||||||||||||||
| Q3 2026 | Q2 2026 | Q3 2025 | 2026 | 2025 | |||||||||||||
| 6,264 | 5,476 | 5,609 | Production and manufacturing expenses | 17,485 | 16,068 | ||||||||||||
| 2,537 | 2,911 | 3,258 | Selling, distribution and administrative expenses | 8,251 | 9,175 | ||||||||||||
| 232 | 277 | 409 | Research and development | 676 | 872 | ||||||||||||
| 9,033 | 8,664 | 9,275 | Operating expenses | 26,412 | 26,115 | ||||||||||||
RECONCILIATION OF TOTAL DEBT
| September 30, 2026 | June 30, 2026 | September 30, 2025 | $ million | September 30, 2026 | September 30, 2025 | ||||||||||||
| 8,941 | 8,542 | 10,022 | Current debt | 8,941 | 10,022 | ||||||||||||
| 67,134 | 64,534 | 63,955 | Non-current debt | 67,134 | 63,955 | ||||||||||||
| 76,075 | 73,076 | 73,977 | Total debt | 76,075 | 73,977 | ||||||||||||
Shell plc Unaudited Condensed Interim Financial Report 36
ALTERNATIVE PERFORMANCE (NON-GAAP) MEASURES
A. Adjusted Earnings, Adjusted earnings before interest, taxes, depreciation and amortisation (“Adjusted EBITDA”) and Cash flow from operating activities
The “Adjusted Earnings” measure is presented on a current cost of supplies basis and aims to facilitate a comparative understanding of Shell’s financial performance from period to period by removing the effects of oil price changes on inventory carrying amounts and removing the effects of identified items. These items are in some cases driven by external factors and may, either individually or collectively, hinder the comparative understanding of Shell’s financial results from period to period. This measure excludes earnings attributable to non-controlling interest when presenting the total Shell Group result but includes this item when presenting individual segment Adjusted Earnings as set out in the table below.
See Note 2 “Segment information” for the reconciliation of Adjusted Earnings.
We define “Adjusted EBITDA” as “Income/(loss) for the period” adjusted for current cost of supplies; identified items; tax charge/(credit); depreciation, amortisation and depletion; exploration well write-offs and net interest expense. All items include the non-controlling interest component. Management uses this measure to evaluate Shell's performance in the period and over time.
| Q3 2026 | $ million | ||||||||||||||||||||||
| Integrated Gas | Upstream | Marketing | Chemicals and Products | Renewables and Energy Solutions | Corporate | Total | |||||||||||||||||
| Adjusted Earnings | 10,814 | ||||||||||||||||||||||
| Add: Non-controlling interest | 14 | ||||||||||||||||||||||
| Adjusted Earnings plus non-controlling interest | 3,037 | 3,189 | 1,164 | 3,855 | 289 | (705) | 10,828 | ||||||||||||||||
| Add: Taxation charge/(credit) excluding tax impact of identified items | 727 | 3,004 | 233 | 1,171 | 14 | (128) | 5,021 | ||||||||||||||||
| Add: Depreciation, depletion and amortisation excluding impairments | 1,291 | 2,539 | 571 | 1,186 | 76 | 8 | 5,669 | ||||||||||||||||
| Add: Exploration well write-offs | 67 | 408 | — | — | — | — | 475 | ||||||||||||||||
| Add: Interest expense excluding identified items | 65 | 150 | 11 | 12 | 2 | 927 | 1,167 | ||||||||||||||||
| Less: Interest income | 2 | 20 | (7) | 22 | 9 | 379 | 425 | ||||||||||||||||
| Adjusted EBITDA | 5,184 | 9,269 | 1,986 | 6,201 | 373 | (277) | 22,736 | ||||||||||||||||
| Less: Current cost of supplies adjustment before taxation | — | — | (1,043) | 309 | — | — | (734) | ||||||||||||||||
| Joint ventures and associates (dividends received less profit) | (38) | 908 | (43) | 39 | 25 | — | 891 | ||||||||||||||||
| Derivative financial instruments | 89 | 35 | (8) | 1,454 | 1,913 | (49) | 3,435 | ||||||||||||||||
| Taxation paid | (442) | (2,577) | (99) | (56) | 11 | (53) | (3,217) | ||||||||||||||||
| Other | (115) | (208) | (2,143) | (41) | (351) | (41) | (2,898) | ||||||||||||||||
| (Increase)/decrease in working capital | (73) | (147) | (947) | 1,239 | (413) | (299) | (638) | ||||||||||||||||
| Cash flow from operating activities | 4,606 | 7,281 | (210) | 8,527 | 1,558 | (719) | 21,043 | ||||||||||||||||
Shell plc Unaudited Condensed Interim Financial Report 37
| Q2 2026 | $ million | ||||||||||||||||||||||
| Integrated Gas | Upstream | Marketing | Chemicals and Products | Renewables and Energy Solutions | Corporate | Total | |||||||||||||||||
| Adjusted Earnings | 9,836 | ||||||||||||||||||||||
| Add: Non-controlling interest | 9 | ||||||||||||||||||||||
| Adjusted Earnings plus non-controlling interest | 2,691 | 3,485 | 1,329 | 2,877 | 79 | (617) | 9,845 | ||||||||||||||||
| Add: Taxation charge/(credit) excluding tax impact of identified items | 762 | 2,755 | 444 | 639 | 49 | (140) | 4,509 | ||||||||||||||||
| Add: Depreciation, depletion and amortisation excluding impairments | 1,247 | 2,510 | 575 | 1,135 | 85 | 7 | 5,559 | ||||||||||||||||
| Add: Exploration well write-offs | — | (1) | — | — | — | — | (1) | ||||||||||||||||
| Add: Interest expense excluding identified items | 62 | 153 | 46 | 12 | 2 | 838 | 1,113 | ||||||||||||||||
| Less: Interest income | — | 12 | 2 | — | 2 | 299 | 315 | ||||||||||||||||
| Adjusted EBITDA | 4,761 | 8,891 | 2,392 | 4,664 | 212 | (210) | 20,710 | ||||||||||||||||
| Less: Current cost of supplies adjustment before taxation | — | — | (346) | (397) | — | — | (742) | ||||||||||||||||
| Joint ventures and associates (dividends received less profit) | (154) | (15) | (75) | 76 | 5 | — | (163) | ||||||||||||||||
| Derivative financial instruments | 122 | 10 | 5 | 481 | (1,025) | (15) | (423) | ||||||||||||||||
| Taxation paid | (537) | (2,061) | (107) | (177) | 31 | (83) | (2,934) | ||||||||||||||||
| Other | (445) | (294) | 266 | 316 | 190 | 22 | 55 | ||||||||||||||||
| (Increase)/decrease in working capital | 883 | 303 | (279) | 2,185 | 523 | (169) | 3,446 | ||||||||||||||||
| Cash flow from operating activities | 4,629 | 6,835 | 2,547 | 7,941 | (65) | (455) | 21,432 | ||||||||||||||||
| Q3 2025 | $ million | ||||||||||||||||||||||
| Integrated Gas | Upstream | Marketing | Chemicals and Products | Renewables and Energy Solutions | Corporate | Total | |||||||||||||||||
| Adjusted Earnings | 5,432 | ||||||||||||||||||||||
| Add: Non-controlling interest | 91 | ||||||||||||||||||||||
| Adjusted Earnings plus non-controlling interest | 2,143 | 1,804 | 1,316 | 550 | 92 | (383) | 5,523 | ||||||||||||||||
| Add: Taxation charge/(credit) excluding tax impact of identified items | 511 | 1,901 | 433 | 254 | 41 | (578) | 2,562 | ||||||||||||||||
| Add: Depreciation, depletion and amortisation excluding impairments | 1,579 | 2,675 | 588 | 881 | 94 | 6 | 5,823 | ||||||||||||||||
| Add: Exploration well write-offs | 1 | 47 | — | — | — | — | 49 | ||||||||||||||||
| Add: Interest expense excluding identified items | 55 | 175 | 15 | 8 | 2 | 1,029 | 1,283 | ||||||||||||||||
| Less: Interest income | 32 | 45 | 12 | 26 | 6 | 346 | 468 | ||||||||||||||||
| Adjusted EBITDA | 4,257 | 6,557 | 2,340 | 1,667 | 223 | (272) | 14,773 | ||||||||||||||||
| Less: Current cost of supplies adjustment before taxation | (25) | 53 | 28 | ||||||||||||||||||||
| Joint ventures and associates (dividends received less profit) | 92 | (78) | 56 | (27) | (1) | — | 42 | ||||||||||||||||
| Derivative financial instruments | 83 | (9) | (3) | (165) | (272) | 230 | (136) | ||||||||||||||||
| Taxation paid | (796) | (1,611) | (111) | (20) | 28 | (158) | (2,668) | ||||||||||||||||
| Other | 202 | 16 | (299) | 543 | (277) | 68 | 252 | ||||||||||||||||
| (Increase)/decrease in working capital | (802) | (34) | (220) | 143 | 960 | (75) | (28) | ||||||||||||||||
| Cash flow from operating activities | 3,038 | 4,841 | 1,788 | 2,088 | 660 | (208) | 12,207 | ||||||||||||||||
Shell plc Unaudited Condensed Interim Financial Report 38
| Nine months 2026 | $ million | ||||||||||||||||||||||
| Integrated Gas | Upstream | Marketing | Chemicals and Products | Renewables and Energy Solutions | Corporate | Total | |||||||||||||||||
| Adjusted Earnings | 27,565 | ||||||||||||||||||||||
| Add: Non-controlling interest | 2 | ||||||||||||||||||||||
| Adjusted Earnings plus non-controlling interest | 7,546 | 9,052 | 3,827 | 8,657 | 716 | (2,230) | 27,567 | ||||||||||||||||
| Add: Taxation charge/(credit) excluding tax impact of identified items | 2,197 | 7,893 | 1,215 | 2,499 | 178 | (443) | 13,538 | ||||||||||||||||
| Add: Depreciation, depletion and amortisation excluding impairments | 4,066 | 7,666 | 1,705 | 3,263 | 245 | 22 | 16,966 | ||||||||||||||||
| Add: Exploration well write-offs | 67 | 408 | — | — | — | — | 475 | ||||||||||||||||
| Add: Interest expense excluding identified items | 188 | 454 | 65 | 44 | 7 | 2,995 | 3,753 | ||||||||||||||||
| Less: Interest income | 4 | 51 | (4) | 53 | 13 | 994 | 1,112 | ||||||||||||||||
| Adjusted EBITDA | 14,060 | 25,421 | 6,816 | 14,409 | 1,133 | (651) | 61,187 | ||||||||||||||||
| Less: Current cost of supplies adjustment before taxation | (2,339) | (850) | (3,189) | ||||||||||||||||||||
| Joint ventures and associates (dividends received less profit) | (335) | 920 | 375 | 93 | 39 | — | 1,092 | ||||||||||||||||
| Derivative financial instruments | (608) | 12 | (7) | 47 | 3,245 | (91) | 2,599 | ||||||||||||||||
| Taxation paid | (1,701) | (6,130) | (271) | (195) | 34 | (189) | (8,452) | ||||||||||||||||
| Other | (1,387) | (769) | (1,717) | 1,178 | (70) | 60 | (2,706) | ||||||||||||||||
| (Increase)/decrease in working capital | (311) | (2,159) | (2,974) | (2,222) | 48 | (754) | (8,372) | ||||||||||||||||
| Cash flow from operating activities | 9,717 | 17,294 | 4,561 | 14,160 | 4,430 | (1,625) | 48,538 | ||||||||||||||||
| Nine months 2025 | $ million | ||||||||||||||||||||||
| Integrated Gas | Upstream | Marketing | Chemicals and Products | Renewables and Energy Solutions | Corporate | Total | |||||||||||||||||
| Adjusted Earnings | 15,273 | ||||||||||||||||||||||
| Add: Non-controlling interest | 235 | ||||||||||||||||||||||
| Adjusted Earnings plus non-controlling interest | 6,363 | 5,873 | 3,416 | 1,117 | 41 | (1,302) | 15,507 | ||||||||||||||||
| Add: Taxation charge/(credit) excluding tax impact of identified items | 1,811 | 6,725 | 1,237 | 251 | 124 | (986) | 9,161 | ||||||||||||||||
| Add: Depreciation, depletion and amortisation excluding impairments | 4,567 | 7,241 | 1,711 | 2,605 | 274 | 19 | 16,417 | ||||||||||||||||
| Add: Exploration well write-offs | 4 | 279 | — | — | — | — | 283 | ||||||||||||||||
| Add: Interest expense excluding identified items | 158 | 546 | 38 | 37 | 7 | 2,689 | 3,476 | ||||||||||||||||
| Less: Interest income | 36 | 82 | 13 | 69 | 10 | 1,299 | 1,508 | ||||||||||||||||
| Adjusted EBITDA | 12,867 | 20,582 | 6,389 | 3,941 | 436 | (879) | 43,336 | ||||||||||||||||
| Less: Current cost of supplies adjustment before taxation | 131 | 318 | 449 | ||||||||||||||||||||
| Joint ventures and associates (dividends received less profit) | (102) | 1,305 | 421 | 96 | 19 | — | 1,739 | ||||||||||||||||
| Derivative financial instruments | 1,168 | 30 | 20 | (669) | (507) | 713 | 755 | ||||||||||||||||
| Taxation paid | (2,537) | (5,557) | (417) | (44) | 20 | (464) | (8,999) | ||||||||||||||||
| Other | (130) | (783) | 629 | 1,139 | (151) | (584) | 121 | ||||||||||||||||
| (Increase)/decrease in working capital | (1,137) | (292) | (497) | (555) | 1,212 | (1,809) | (3,077) | ||||||||||||||||
| Cash flow from operating activities | 10,129 | 15,286 | 6,414 | 3,591 | 1,028 | (3,022) | 33,425 | ||||||||||||||||
Shell plc Unaudited Condensed Interim Financial Report 39
Identified items
The objective of identified items is to exclude material impacts1 on net income/loss arising from transactions which are typically outside the control of management and are unusual in nature (e.g., infrequent or non-recurring events) or that result in a misalignment between accounting and economic outcomes. Certain transactions that are generally excluded from underlying results within the industry may also be classified as identified items.
Identified items comprise divestment gains and losses, impairment losses and reversals, redundancy and restructuring, fair value accounting effects on commodity derivatives and certain gas contracts, the impact of exchange rate movements and inflationary adjustments on certain deferred tax balances, and other items.
See Note 2 “Segment information” for details.
1. For the purpose of identification of items in certain categories materiality thresholds are applied.
B. Adjusted Earnings per share
Adjusted Earnings per share is calculated as Adjusted Earnings (see Reference A), divided by the weighted average number of shares used as the basis for basic earnings per share (see Note 3).
C. Cash capital expenditure
Cash capital expenditure represents cash spent on maintaining and developing assets as well as on investments in the period. Management regularly monitors this measure as a key lever to delivering sustainable cash flows. Cash capital expenditure is the sum of the following lines from the Consolidated Statement of Cash Flows: Capital expenditure, Investments in joint ventures and associates and Investments in equity securities.
See Note 2 “Segment information” for the reconciliation of cash capital expenditure.
D. Capital employed and Return on average capital employed
Return on average capital employed ("ROACE") measures the efficiency of Shell’s utilisation of the capital that it employs.
The measure refers to Capital employed which consists of total equity, current debt, and non-current debt reduced by cash and cash equivalents.
In this calculation, the sum of Adjusted Earnings (see Reference A) plus non-controlling interest (NCI) excluding identified items for the current and previous three quarters, adjusted for after-tax interest expense and after-tax interest income, is expressed as a percentage of the average capital employed excluding cash and cash equivalents for the same period.
| $ million | Quarters | ||||||||||
| Q3 2026 | Q2 2026 | Q3 2025 | |||||||||
| Current debt | 10,022 | 10,457 | 12,015 | ||||||||
| Non-current debt | 63,955 | 65,218 | 64,597 | ||||||||
| Total equity | 177,822 | 183,088 | 189,538 | ||||||||
| Less: Cash and cash equivalents | (33,053) | (32,682) | (42,252) | ||||||||
| Capital employed – opening | 218,745 | 226,081 | 223,898 | ||||||||
| Current debt | 8,941 | 8,542 | 10,022 | ||||||||
| Non-current debt | 67,134 | 64,534 | 63,955 | ||||||||
| Total equity | 199,513 | 181,781 | 177,822 | ||||||||
| Less: Cash and cash equivalents | (36,425) | (31,374) | (33,053) | ||||||||
| Capital employed – closing | 239,163 | 223,483 | 218,745 | ||||||||
| Capital employed – average | 228,954 | 224,782 | 221,322 | ||||||||
Shell plc Unaudited Condensed Interim Financial Report 40
| ROACE on an Adjusted Earnings plus Non-controlling interest (NCI) basis | |||||||||||
| $ million | Quarters | ||||||||||
| Q3 2026 | Q2 2026 | Q3 2025 | |||||||||
| Adjusted Earnings - current and previous three quarters (Reference A) | 30,821 | 25,439 | 18,933 | ||||||||
| Add: Income/(loss) attributable to NCI - current and previous three quarters | 182 | 192 | 349 | ||||||||
| Add: Current cost of supplies adjustment attributable to NCI - current and previous three quarters | (132) | (65) | (9) | ||||||||
| Less: Identified items attributable to NCI (Reference A) - current and previous three quarters | (3) | (3) | — | ||||||||
| Adjusted Earnings plus NCI excluding identified items - current and previous three quarters | 30,874 | 25,569 | 19,274 | ||||||||
| Add: Interest expense after tax - current and previous three quarters | 2,877 | 2,964 | 2,663 | ||||||||
| Less: Interest income after tax on cash and cash equivalents - current and previous three quarters | 756 | 758 | 1,061 | ||||||||
| Adjusted Earnings plus NCI excluding identified items before interest expense and interest income - current and previous three quarters | 32,995 | 27,775 | 20,876 | ||||||||
| Capital employed – average | 228,954 | 224,782 | 221,322 | ||||||||
| ROACE on an Adjusted Earnings plus NCI basis | 14.4 | % | 12.4 | % | 9.4 | % | |||||
Shell plc Unaudited Condensed Interim Financial Report 41
E. Net debt and gearing
Net debt is defined as the sum of current and non-current debt, less cash and cash equivalents, adjusted for the fair value of derivative financial instruments used to hedge foreign exchange and interest rate risk relating to debt, and associated collateral balances. Management considers this adjustment useful because it reduces the volatility of net debt caused by fluctuations in foreign exchange and interest rates, and eliminates the potential impact of related collateral payments or receipts. Debt-related derivative financial instruments are a subset of the derivative financial instrument assets and liabilities presented on the balance sheet. Collateral balances are reported under “Trade and other receivables” or “Trade and other payables” as appropriate.
Net debt excluding lease liabilities is calculated by subtracting lease liabilities from Net debt.
Gearing is a measure of Shell's capital structure and is defined as Net debt as a percentage of total capital (Net debt plus total equity).
Gearing excluding lease liabilities is defined as Net debt excluding lease liabilities as a percentage of total capital excluding lease liabilities (Net debt excluding lease liabilities plus total equity).
Lease liabilities are frequently long-term operational necessities rather than discretionary financing choices. Management believes that using Net debt excluding lease liabilities and Gearing excluding lease liabilities alongside Net debt and Gearing gives better insight to the financial position by reflecting debt and capital directly tied to discretionary financing activities, and improving comparability against peers with different asset ownership strategies or following different accounting standards.
| $ million | |||||||||||
| September 30, 2026 | June 30, 2026 | September 30, 2025 | |||||||||
| Current debt | 8,941 | 8,542 | 10,022 | ||||||||
| Non-current debt | 67,134 | 64,534 | 63,955 | ||||||||
| Total debt | 76,075 | 73,076 | 73,977 | ||||||||
| Of which: lease liabilities | 34,147 | 29,627 | 28,571 | ||||||||
| Add: Debt-related derivative financial instruments: net liability/(asset) | 963 | 662 | 684 | ||||||||
| Add: Collateral on debt-related derivatives: net liability/(asset) | (880) | (611) | (403) | ||||||||
| Less: Cash and cash equivalents | (36,425) | (31,374) | (33,053) | ||||||||
| Net debt | 39,733 | 41,754 | 41,204 | ||||||||
| Of which: Net debt excluding lease liabilities | 5,586 | 12,126 | 12,633 | ||||||||
| Total equity | 199,513 | 181,781 | 177,822 | ||||||||
| Total capital | 239,247 | 223,534 | 219,026 | ||||||||
| Of which: Total capital excluding lease liabilities | 205,099 | 193,907 | 190,455 | ||||||||
| Gearing | 16.6 | % | 18.7 | % | 18.8 | % | |||||
| Gearing excluding lease liabilities | 2.7 | % | 6.3 | % | 6.6 | % | |||||
F. Operating expenses and Underlying operating expenses
Operating expenses*
Operating expenses is a measure of Shell’s cost management performance, comprising the following items from the Consolidated Statement of Income: production and manufacturing expenses; selling, distribution and administrative expenses; and research and development expenses.
| Q3 2026 | $ million | ||||||||||||||||||||||
| Integrated Gas | Upstream | Marketing | Chemicals and Products | Renewables and Energy Solutions | Corporate | Total | |||||||||||||||||
| Production and manufacturing expenses | 1,366 | 2,176 | 512 | 1,761 | 425 | 24 | 6,264 | ||||||||||||||||
| Selling, distribution and administrative expenses | 26 | 10 | 1,994 | 200 | 170 | 137 | 2,537 | ||||||||||||||||
| Research and development | 7 | 2 | 65 | 19 | 6 | 133 | 232 | ||||||||||||||||
| Operating expenses | 1,399 | 2,187 | 2,571 | 1,981 | 601 | 293 | 9,033 | ||||||||||||||||
Shell plc Unaudited Condensed Interim Financial Report 42
| Q2 2026 | $ million | ||||||||||||||||||||||
| Integrated Gas | Upstream | Marketing | Chemicals and Products | Renewables and Energy Solutions | Corporate | Total | |||||||||||||||||
| Production and manufacturing expenses | 1,026 | 2,164 | 320 | 1,527 | 440 | (1) | 5,476 | ||||||||||||||||
| Selling, distribution and administrative expenses | 36 | 6 | 2,136 | 463 | 154 | 114 | 2,911 | ||||||||||||||||
| Research and development | 31 | 52 | 63 | 48 | 11 | 71 | 277 | ||||||||||||||||
| Operating expenses | 1,094 | 2,223 | 2,519 | 2,039 | 606 | 184 | 8,664 | ||||||||||||||||
| Q3 2025 | $ million | ||||||||||||||||||||||
| Integrated Gas | Upstream | Marketing | Chemicals and Products | Renewables and Energy Solutions | Corporate | Total | |||||||||||||||||
| Production and manufacturing expenses | 940 | 2,198 | 359 | 1,636 | 467 | 9 | 5,609 | ||||||||||||||||
| Selling, distribution and administrative expenses | 25 | (22) | 2,541 | 418 | 165 | 130 | 3,258 | ||||||||||||||||
| Research and development | 47 | 71 | 70 | 46 | 28 | 146 | 409 | ||||||||||||||||
| Operating expenses | 1,012 | 2,247 | 2,970 | 2,100 | 660 | 285 | 9,275 | ||||||||||||||||
| Nine months 2026 | $ million | ||||||||||||||||||||||
| Integrated Gas | Upstream | Marketing | Chemicals and Products | Renewables and Energy Solutions | Corporate | Total | |||||||||||||||||
| Production and manufacturing expenses | 3,516 | 6,466 | 1,303 | 4,879 | 1,296 | 25 | 17,485 | ||||||||||||||||
| Selling, distribution and administrative expenses | 128 | 97 | 6,097 | 1,062 | 509 | 358 | 8,251 | ||||||||||||||||
| Research and development | 61 | 98 | 150 | 86 | 26 | 256 | 676 | ||||||||||||||||
| Operating expenses | 3,706 | 6,661 | 7,550 | 6,027 | 1,830 | 639 | 26,412 | ||||||||||||||||
| Nine months 2025 | $ million | ||||||||||||||||||||||
| Integrated Gas | Upstream | Marketing | Chemicals and Products | Renewables and Energy Solutions | Corporate | Total | |||||||||||||||||
| Production and manufacturing expenses | 2,787 | 6,278 | 887 | 4,716 | 1,383 | 17 | 16,068 | ||||||||||||||||
| Selling, distribution and administrative expenses | 92 | 63 | 6,912 | 1,302 | 457 | 348 | 9,175 | ||||||||||||||||
| Research and development | 104 | 174 | 162 | 109 | 73 | 250 | 872 | ||||||||||||||||
| Operating expenses | 2,984 | 6,515 | 7,961 | 6,127 | 1,913 | 615 | 26,115 | ||||||||||||||||
*Operational measure for US reporting purposes
Underlying operating expenses
Underlying operating expenses is a measure aimed at facilitating a comparative understanding of performance from period to period by removing the effects of identified items, which, either individually or collectively, can cause volatility, in some cases driven by external factors.
| Quarters | $ million | Nine months | |||||||||||||||
| Q3 2026 | Q2 2026 | Q3 2025 | 2026 | 2025 | |||||||||||||
| 9,033 | 8,664 | 9,275 | Operating expenses | 26,412 | 26,115 | ||||||||||||
| (177) | (123) | (133) | Redundancy and restructuring (charges)/reversal | (430) | (296) | ||||||||||||
| (20) | (101) | (144) | Other | (121) | (223) | ||||||||||||
| (197) | (224) | (277) | Total identified items | (551) | (518) | ||||||||||||
| 8,836 | 8,440 | 8,998 | Underlying operating expenses | 25,861 | 25,596 | ||||||||||||
G. Free cash flow and Organic free cash flow
Shell plc Unaudited Condensed Interim Financial Report 43
Free cash flow is used to evaluate cash available for financing activities, including dividend payments and debt servicing, after investment in maintaining and growing the business. It is defined as the sum of “Cash flow from operating activities” and “Cash flow from investing activities”.
Cash flows from acquisition and divestment activities are removed from Free cash flow to arrive at the Organic free cash flow, a measure used by management to evaluate the generation of free cash flow without these activities.
| Quarters | $ million | Nine months | |||||||||||||||
| Q3 2026 | Q2 2026 | Q3 2025 | 2026 | 2025 | |||||||||||||
| 21,043 | 21,432 | 12,207 | Cash flow from operating activities | 48,538 | 33,425 | ||||||||||||
| (4,721) | (3,908) | (2,257) | Cash flow from investing activities | (11,765) | (11,622) | ||||||||||||
| 16,322 | 17,524 | 9,950 | Free cash flow | 36,773 | 21,803 | ||||||||||||
| 2,650 | 469 | 1,773 | Less: Divestment proceeds (Reference I) | 3,471 | 2,333 | ||||||||||||
| 145 | 224 | — | Add: Tax paid on divestments (reported under "Other investing cash outflows") | 369 | 143 | ||||||||||||
| 3,227 | — | 85 | Add: Cash outflows related to inorganic capital expenditure1 | 3,576 | 1,007 | ||||||||||||
| — | — | — | Less/Add: Other inorganic cash inflows/outflows2 | — | — | ||||||||||||
| 17,043 | 17,279 | 8,263 | Organic free cash flow | 37,246 | 20,620 | ||||||||||||
1.Cash outflows related to inorganic capital expenditure includes portfolio actions which expand Shell's activities through acquisitions and restructuring activities as reported in capital expenditure lines in the Consolidated Statement of Cash Flows.
2. Cash inflows and outflows related to acquisitions and divestment related activities, which are not reported as divestment proceeds, tax paid on divestments nor as inorganic capital expenditure; reported under “Other investing cash inflows” or “Other investing cash outflows”
H. Cash flow from operating activities excluding working capital movements
Working capital movements are defined as the sum of the following items in the Consolidated Statement of Cash Flows:
(i) (increase)/decrease in inventories, (ii) (increase)/decrease in current receivables, and (iii) increase/(decrease) in current payables.
Cash flow from operating activities excluding working capital movements is a measure used by Shell to analyse its operating cash generation over time excluding the timing effects of changes in inventories and operating receivables and payables from period to period.
| Quarters | $ million | Nine months | |||||||||||||||
| Q3 2026 | Q2 2026 | Q3 2025 | 2026 | 2025 | |||||||||||||
| 21,043 | 21,432 | 12,207 | Cash flow from operating activities | 48,538 | 33,425 | ||||||||||||
| (3,269) | 3,739 | 352 | (Increase)/decrease in inventories | (6,216) | 1,178 | ||||||||||||
| (6,681) | 1,593 | 569 | (Increase)/decrease in current receivables | (15,492) | 1,594 | ||||||||||||
| 9,312 | (1,887) | (949) | Increase/(decrease) in current payables | 13,337 | (5,850) | ||||||||||||
| (638) | 3,446 | (28) | (Increase)/decrease in working capital | (8,372) | (3,077) | ||||||||||||
| 21,682 | 17,987 | 12,235 | Cash flow from operating activities excluding working capital movements | 56,910 | 36,502 | ||||||||||||
I. Divestment proceeds
Divestment proceeds represent cash received from divestment activities in the period. Management regularly monitors this measure as a key lever to deliver free cash flow.
| Quarters | $ million | Nine months | |||||||||||||||
| Q3 2026 | Q2 2026 | Q3 2025 | 2026 | 2025 | |||||||||||||
| 2,455 | 366 | 747 | Proceeds from sale of property, plant and equipment and businesses | 3,093 | 1,249 | ||||||||||||
| 74 | 71 | 1,023 | Proceeds from joint ventures and associates from sale, capital reduction and repayment of long-term loans | 186 | 1,057 | ||||||||||||
| 121 | 31 | 2 | Proceeds from sale of equity securities | 192 | 27 | ||||||||||||
| 2,650 | 469 | 1,773 | Divestment proceeds | 3,471 | 2,333 | ||||||||||||
Shell plc Unaudited Condensed Interim Financial Report 44
CAUTIONARY STATEMENT
All amounts shown throughout this Unaudited Condensed Interim Financial Report are unaudited. All peak production figures in Portfolio Developments are quoted at 100% expected production. The numbers presented throughout this Unaudited Condensed Interim Financial Report may not sum precisely to the totals provided and percentages may not precisely reflect the absolute figures, due to rounding.
The companies in which Shell plc directly and indirectly owns investments are separate legal entities. In this Unaudited Condensed Interim Financial Report “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 Unaudited Condensed Interim Financial Report 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 Unaudited Condensed Interim Financial Report 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, including (without limitation) those concerning Shell’s strategy and operating plans, macroeconomic conditions, future energy demand, supply and product mix, commodity prices, demand for Shell’s products, production results and reserve estimates, development, execution and management of projects, energy transition and climate change, management of safety and environmental risks, costs, cash capital expenditures, technology advancements, legislative, judicial, fiscal and regulatory developments, regional conflicts and trading conditions, 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 Unaudited Condensed Interim Financial Report, 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 Unaudited Condensed Interim Financial Report 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 Unaudited Condensed Interim Financial Report and should be considered by the reader. Each forward-looking statement speaks only as of the date of this Unaudited Condensed Interim Financial Report, October 29, 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 Unaudited Condensed Interim Financial Report.
Shell's net carbon intensity and net-zero emissions target
In this Unaudited Condensed Interim Financial Report we may refer to Shell’s “net carbon intensity” (NCI), which includes Shell’s carbon emissions from the production of our energy products, our suppliers’ carbon emissions in supplying energy for
Shell plc Unaudited Condensed Interim Financial Report 45
that production and our customers’ carbon emissions associated with their use of the energy products we sell. Shell’s NCI also includes the emissions associated with the production and use of energy products produced by others which Shell purchases for resale. Shell only controls its own emissions. The use of the terms Shell’s “net carbon intensity” or NCI is for convenience only and not intended to suggest these emissions are those of Shell plc or its subsidiaries.
Shell’s operating plan and outlook are forecasted for a three-year period and ten-year period, respectively, and are updated every year. They reflect the current economic environment and what we can reasonably expect to see over the next three and ten years. Accordingly, the outlook reflects our combined Scope 1 and 2 target, NCI target and our oil products ambition over the next ten years. However, Shell’s operating plan and outlook cannot reflect our 2050 net-zero emissions target, as this target is outside our planning period. Such future operating plans and outlooks could include changes to our portfolio, efficiency improvements and the use of carbon capture and storage and carbon credits. In the future, as society moves towards net-zero emissions, we expect Shell’s operating plans and outlooks to reflect this movement. However, if society is not net zero in 2050, as of today, there would be significant risk that Shell may not meet this target.
The information provided above regarding Shell’s NCI and net zero emissions target are not intended, nor should they be construed as introducing, suggesting or making any claim, target or representation thereof other than what is included in the Unaudited Condensed Interim Financial Report.
Forward-Looking non-GAAP measures
This Unaudited Condensed Interim Financial Report may contain certain forward-looking non-GAAP measures such as cash capital expenditure and Adjusted Earnings. We are unable to provide a reconciliation of these forward-looking non-GAAP measures to the most comparable GAAP financial measures because certain information needed to reconcile those non-GAAP measures to the most comparable GAAP financial measures is dependent on future events some of which are outside the control of Shell, such as oil and gas prices, interest rates and exchange rates. Moreover, estimating such GAAP measures with the required precision necessary to provide a meaningful reconciliation is extremely difficult and could not be accomplished without unreasonable effort. Non-GAAP measures in respect of future periods which cannot be reconciled to the most comparable GAAP financial measure are calculated in a manner which is consistent with the accounting policies applied in Shell plc’s consolidated financial statements. These forward-looking non-GAAP measures are provided to assist readers in understanding management’s use and expectations of such measures and may not be appropriate for other purposes.
The contents of websites referred to in this Unaudited Condensed Interim Financial Report do not form part of this Unaudited Condensed Interim Financial Report.
We may have used certain terms, such as resources, in this Unaudited Condensed Interim Financial Report that the United States Securities and Exchange Commission (SEC) strictly prohibits us from including in our filings with the SEC. 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.
This announcement contains inside information.
October 29, 2026
The information in this Unaudited Condensed Interim Financial Report reflects the unaudited consolidated financial position and results of Shell plc. Company No. 4366849, Registered Office: Shell Centre, London, SE1 7NA, England, UK.
Contacts:
- Sean Ashley, Company Secretary
- Media: International +44 (0) 207 934 5550; U.S. and Canada: https://www.shell.us/about-us/news-and-insights/media/submit-an-inquiry.html
Shell plc Unaudited Condensed Interim Financial Report 46