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Shell PLC
BOARD AND COMMITTEE CHANGES
December 11, 2025
Director Adjustments
Shell plc (the Firm) publicizes the next Board and Committee adjustments:
Catherine Hughes, a Non-Govt Director and Chair of the Sustainability Committee, won’t stand for re-election on the 2026 Annual Normal Assembly (AGM), having served as a Director for 9 years.
Neil Carson, a Non-Govt Director, won’t stand for re-election on the 2026 AGM, having served as a Director for seven years.
New Non-Govt Administrators
Holly Koeppel has been appointed as a Non-Govt Director of the Firm, efficient from January 1, 2026, and can grow to be a member of the Audit and Threat Committee and the Sustainability Committee as of the identical date.
Clare Scherrer has been appointed as a Non-Govt Director of the Firm, efficient from January 1, 2026, and can grow to be a member of the Audit and Threat Committee and the Remuneration Committee as of the identical date.
Sir Andrew Mackenzie, Chair of Shell plc stated: “I would wish to thank Catherine for her 9 years of distinguished service to Shell, together with her time as Chair of the Sustainability Committee. Her deep trade experience, mixed along with her robust observe document of executing operational self-discipline, has been invaluable.
“I would additionally wish to thank Neil for his glorious contribution to Shell since becoming a member of the Board in 2019, together with his time as Chair of the Remuneration Committee. His broad industrial outlook and industrial strategy, mixed together with his sensible views on companies, has introduced recent perception to Board discussions.
“I am delighted to welcome Holly and Clare to the Board. Shell’s Nomination and Succession Committee beneficial Holly’s and Clare’s appointments to the Board following a radical search course of and overview of their in depth, related expertise and abilities. Holly is an skilled non-executive director who brings a wealth of worldwide power trade expertise in each monetary and operational management roles. Clare has in depth expertise working with capital intensive world industrial firms, accelerating progress and rising worth. I do know that each Holly and Clare will make nice contributions to the Shell Board.”
The next info is disclosed in accordance with UK Itemizing Rule 6.4.8:
- Ms Koeppel is at present a non-executive director of AES Company, British American Tobacco plc, Flutter Leisure plc and Core Pure Assets Inc. She was beforehand a non-executive director of Vesuvius plc till 2021 and a non-executive director of ARCH Assets which merged into Core Pure Assets Inc. in 2025.
- Ms Scherrer has been a non-executive director of Legrand SA since 2023. She was beforehand the CFO and an government director of Smiths Group plc till she stepped down in 2025.
Save as set out above, there isn’t any info to reveal pursuant to UK Itemizing Rule 6.4.8(2) to UK Itemizing Rule 6.4.8(6) inclusive for both Ms Koeppel or Ms Scherrer.
Board Committee Membership
Along with the Board Committee appointments referred to above, Sir Andrew Mackenzie, has been appointed as a member and Chair of the Sustainability Committee with impact from the conclusion of the 2026 AGM.
Every Director’s appointment is topic to their respective reappointment by shareholders on the 2026 AGM.
Following the conclusion of the 2026 AGM, the membership of every of the Board Committees will likely be as follows:
| Committee | Membership |
| Audit and Threat Committee | Ann Godbehere (Chair) Dick Boer Cyrus Taraporevala Sir Charles Roxburgh Holly Koeppel Clare Scherrer |
| Nomination and Succession Committee | Sir Andrew Mackenzie (Chair) Dick Boer Ann Godbehere |
| Remuneration Committee | Cyrus Taraporevala (Chair) Bram Schot Jane H. Lute Dick Boer Clare Scherrer |
| Sustainability Committee | Sir Andrew Mackenzie (Chair) Bram Schot Jane H. Lute Leena Srivastava Holly Koeppel |
Julie Keefe
Deputy Firm Secretary
ENQUIRIES
Media: Worldwide +44 (0) 207 934 5550; U.S. and Canada: https://www.shell.us/about-us/news-and-insights/media/submit-an-inquiry.html
CAUTIONARY NOTE
The businesses wherein Shell plc immediately and not directly owns investments are separate authorized entities. On this announcement “Shell”, “Shell Group” and “Group” are generally used for comfort to reference Shell plc and its subsidiaries normally. Likewise, the phrases “we”, “us” and “our” are additionally used to confer with Shell plc and its subsidiaries normally or to those that work for them. These phrases are additionally used the place no helpful objective is served by figuring out the actual entity or entities. ‘‘Subsidiaries”, “Shell subsidiaries” and “Shell firms” as used on this announcement confer with entities over which Shell plc both immediately or not directly has management. The phrases “three way partnership”, “joint operations”, “joint preparations”, and “associates” can also be used to confer with a industrial association wherein Shell has a direct or oblique possession curiosity with a number of events. The time period “Shell curiosity” is used for comfort to point the direct and/or oblique possession curiosity held by Shell in an entity or unincorporated joint association, after exclusion of all third-party curiosity.
Ahead-Trying statements
This announcement incorporates forward-looking statements (throughout the which means of the U.S. Non-public Securities Litigation Reform Act of 1995) in regards to the monetary situation, outcomes of operations and companies of Shell. All statements apart from statements of historic truth are, or could also be deemed to be, forward-looking statements. Ahead-looking statements are statements of future expectations which are based mostly on administration’s present expectations and assumptions and contain recognized and unknown dangers and uncertainties that would trigger precise outcomes, efficiency or occasions to vary materially from these expressed or implied in these statements. Ahead-looking statements embrace, amongst different issues, statements in regards to the potential publicity of Shell to market dangers and statements expressing administration’s expectations, beliefs, estimates, forecasts, projections and assumptions. These forward-looking statements are recognized by their use of phrases and phrases akin to “goal”; “ambition”; ‘‘anticipate”; “aspire”, “aspiration”, ‘‘consider”; “commit”; “dedication”; ‘‘may”; “want”; ‘‘estimate”; ‘‘anticipate”; ‘‘targets”; ‘‘intend”; ‘‘could”; “milestones”; ‘‘targets”; ‘‘outlook”; ‘‘plan”; ‘‘most likely”; ‘‘mission”; ‘‘dangers”; “schedule”; ‘‘search”; ‘‘ought to”; ‘‘goal”; “imaginative and prescient”; ‘‘will”; “would” and related phrases and phrases. There are a variety of things that would have an effect on the long run operations of Shell and will trigger these outcomes to vary materially from these expressed within the forward-looking statements included on this announcement, together with (with out limitation): (a) worth fluctuations in crude oil and pure fuel; (b) adjustments in demand for Shell’s merchandise; (c) forex fluctuations; (d) drilling and manufacturing outcomes; (e) reserves estimates; (f) lack of market share and trade competitors; (g) environmental and bodily dangers, together with local weather change; (h) dangers related to the identification of appropriate potential acquisition properties and targets, and profitable negotiation and completion of such transactions; (i) the chance of doing enterprise in growing international locations and international locations topic to worldwide sanctions; (j) legislative, judicial, fiscal and regulatory developments together with tariffs and regulatory measures addressing local weather change; (okay) financial and monetary market situations in varied international locations and areas; (l) political dangers, together with the dangers of expropriation and renegotiation of the phrases of contracts with governmental entities, delays or developments within the approval of tasks and delays within the reimbursement for shared prices; (m) dangers related to the affect of pandemics, regional conflicts, such because the Russia-Ukraine battle and the battle within the Center East, and a big cyber safety, knowledge privateness or IT incident; (n) the tempo of the power transition; and (o) adjustments in buying and selling situations. No assurance is supplied that future dividend funds will match or exceed earlier dividend funds. All forward-looking statements contained on this announcement are expressly certified of their entirety by the cautionary statements contained or referred to on this part. Readers mustn’t place undue reliance on forward-looking statements. Extra danger elements that will have an effect on future outcomes are contained in Shell plc’s Kind 20-F and modification thereto for the 12 months ended December 31, 2024 (out there at www.shell.com/buyers/news-and-filings/sec-filings.html and www.sec.gov ). These danger elements additionally expressly qualify all forward-looking statements contained on this announcement and needs to be thought-about by the reader. Every forward-looking assertion speaks solely as of the date of this announcement, 11 December 2025. Neither Shell plc nor any of its subsidiaries undertake any obligation to publicly replace or revise any forward-looking assertion on account of new info, future occasions or different info. In mild of those dangers, outcomes may differ materially from these said, implied or inferred from the forward-looking statements contained on this announcement.
The contents of internet sites referred to on this announcement don’t type a part of this announcement.
We could have used sure phrases, akin to assets, on this announcement that america Securities and Trade Fee (SEC) strictly prohibits us from together with in our filings with the SEC. Buyers are urged to contemplate intently the disclosure in our Kind 20-F and any modification thereto, File No 1-32575, out there on the SEC web site www.sec.gov .
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