1.Q1 on Q4 change

Quarter Analysis1

Income attributable to Shell plc shareholders, compared with the fourth quarter 2024, reflected lower exploration well write-offs, lower operating expenses and higher Products margins.

First quarter 2025 income attributable to Shell plc shareholders also included a charge of $0.5 billion related to the UK Energy Profits Levy and impairment charges. These items are included in identified items amounting to a net loss of $0.8 billion in the quarter. This compares with identified items in the fourth quarter 2024 which amounted to a net loss of $2.8 billion.

Adjusted Earnings and Adjusted EBITDA2 were driven by the same factors as income attributable to Shell plc shareholders and adjusted for the above identified items.

Cash flow from operating activities for the first quarter 2025 was $9.3 billion and primarily driven by Adjusted EBITDA, partly offset by tax payments of $2.9 billion and working capital outflows of $2.7 billion. The working capital outflows mainly reflected accounts receivable and payable movements.

Cash flow from investing activities for the first quarter 2025 was an outflow of $4.0 billion, and included cash capital expenditure of $4.2 billion, and net other investing cash outflows of $0.9 billion which included the drawdowns on loan facilities provided at completion of the sale of The Shell Petroleum Development Company of Nigeria Limited (SPDC) in Nigeria, partly offset by divestment proceeds of $0.6 billion.

Net debt and Gearing: At the end of the first quarter 2025, net debt was $41.5 billion, compared with $38.8 billion at the end of the fourth quarter 2024. This reflects free cash flow of $5.3 billion, which included working capital outflows of $2.7 billion, more than offset by share buybacks of $3.3 billion, cash dividends paid to Shell plc shareholders of $2.2 billion, lease additions of $1.3 billion including those related to the Pavilion Energy Pte. Ltd. acquisition and interest payments of $0.8 billion. Gearing was 18.7% at the end of the first quarter 2025, compared with 17.7% at the end of the fourth quarter 2024, mainly driven by higher net debt.

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Shareholder distributions

Total shareholder distributions in the quarter amounted to $5.5 billion comprising repurchases of shares of $3.3 billion and cash dividends paid to Shell plc shareholders of $2.2 billion. Dividends declared to Shell plc shareholders for the first quarter 2025 amount to $0.3580 per share. Shell has now completed $3.5 billion of share buybacks announced in the fourth quarter 2024 results announcement. Today, Shell announces a share buyback programme of $3.5 billion which is expected to be completed by the second quarter 2025 results announcement.

This Unaudited Condensed Interim Financial Report, together with supplementary financial and operational disclosure for this quarter, is available at www.shell.com/investors 3.

1.All earnings amounts are shown post-tax, unless stated otherwise.

2.Adjusted EBITDA is without interest, taxation, exploration well write-offs and depreciation, depletion and amortisation (DD&A) expenses.

3.Not incorporated by reference.

PORTFOLIO DEVELOPMENTS

Integrated Gas

In March 2025, we completed the previously announced acquisition of 100% of the shares in Pavilion Energy Pte. Ltd. (Pavilion Energy). Pavilion Energy, headquartered in Singapore, operates a global LNG trading business with contracted supply volume of approximately 6.5 million tonnes per annum (mtpa).

Upstream

In January 2025, we announced the start of production at the Shell-operated Whale floating production facility in the Gulf of America. The Whale development is owned by Shell (60%, operator) and Chevron U.S.A. Inc. (40%).

In February 2025, we announced production restart at the Penguins field in the UK North Sea with a modern floating, production, storage and offloading (FPSO) facility (Shell 50%, operator; NEO Energy 50%). The previous export route for this field was via the Brent Charlie platform, which ceased production in 2021 and is being decommissioned.

In February 2025, we signed an agreement to acquire a 15.96% working interest from ConocoPhillips Company in the Shell-operated Ursa platform in the Gulf of America. The transaction completed on May 1, 2025 which increases Shell's working interest in the Ursa platform from 45.3884% to 61.3484%.

In March 2025, we completed the sale of SPDC to Renaissance, as announced in January 2024.

In March 2025, we announced the Final Investment Decision (FID) for Gato do Mato, a deep-water project in the pre-salt area of the Santos Basin, offshore Brazil. The Gato do Mato Consortium includes Shell (operator, 50%), Ecopetrol (30%), TotalEnergies (20%) and Pré-Sal Petróleo S.A. (PPSA) acting as the manager of the production sharing contract (PSC).

Chemicals and Products

In January 2025, CNOOC and Shell Petrochemicals Company Limited (CSPC), a 50:50 joint venture between Shell and CNOOC Petrochemicals Investment Ltd, took an FID to expand its petrochemical complex in Daya Bay, Huizhou, south China.

In April 2025, we completed the previously announced sale of our Energy and Chemicals Park in Singapore to CAPGC Pte. Ltd. (CAPGC), a joint venture between Chandra Asri Capital Pte. Ltd. and Glencore Asian Holdings Pte. Ltd.

In April 2025, we agreed to sell our 16.125% interest in Colonial Enterprises, Inc. (“Colonial”) to Colossus AcquireCo LLC, a wholly owned subsidiary of Brookfield Infrastructure Partners L.P. and its institutional partners (collectively, “Brookfield”), for $1.45 billion. The transaction is subject to regulatory approvals and is expected to close in the fourth quarter of 2025.

Renewables and Energy Solutions

In January 2025, we completed the previously announced acquisition of a 100% equity stake in RISEC Holdings, LLC, which owns a 609-megawatt (MW) two-unit combined-cycle gas turbine power plant in Rhode Island, USA.

 

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PERFORMANCE BY SEGMENT

1.Q1 on Q4 change

Integrated Gas includes liquefied natural gas (LNG), conversion of natural gas into gas-to-liquids (GTL) fuels and other products. It includes natural gas and liquids exploration and extraction, and the operation of the upstream and midstream infrastructure necessary to deliver these 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 identified items.

Adjusted Earnings, compared with the fourth quarter 2024, reflected lower exploration well write-offs ($277 million), partly offset by lower LNG liquefaction volumes (decrease of $68 million). The net effect of contributions from trading and optimisation and realised prices was in line with the fourth quarter 2024 despite higher unfavourable (non-cash) impact of expiring hedging contracts.

Identified items in the first quarter 2025 included favourable movements of $362 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 fourth quarter 2024 which included impairment charges of $339 million and a loss of $96 million related to sale of assets, partly offset by favourable movements of $109 million due to the fair value accounting of commodity derivatives.

Adjusted EBITDA2 was driven by the same factors as Adjusted Earnings.

Cash flow from operating activities for the quarter was primarily driven by Adjusted EBITDA, and net cash inflows related to derivatives of $542 million, partly offset by tax payments of $773 million and working capital outflows of $687 million.

Total oil and gas production, compared with the fourth quarter 2024, increased by 2% mainly due to lower planned maintenance in Pearl GTL (Qatar), partly offset by unplanned maintenance and weather constraints in Australia. LNG liquefaction volumes decreased by 6% mainly due to unplanned maintenance and weather constraints in Australia.

1.All earnings amounts are shown post-tax, unless stated otherwise.

2.Adjusted EBITDA is without interest, taxation, exploration well write-offs and DD&A expenses.

 

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1.Q1 on Q4 change

The Upstream segment includes exploration and extraction of crude oil, natural gas and natural gas liquids. It also markets and transports oil and gas, and operates the infrastructure necessary to deliver them to the market.

Quarter Analysis1

Income/(loss) for the period was driven by the same factors as Adjusted Earnings and includes identified items.

Adjusted Earnings, compared with the fourth quarter 2024, reflected lower exploration well write-offs ($346 million), lower depreciation, depletion and amortisation expenses (decrease of $330 million), lower operating expenses ($194 million) and comparative favourable tax movements ($179 million), partly offset by lower volumes (decrease of $359 million).

Identified items in the first quarter 2025 included a charge of $509 million related to the UK Energy Profits Levy, partly offset by gains of $159 million from disposal of assets and gains of $95 million related to the impact of the strengthening Brazilian real on a deferred tax position. These charges and favourable movements compare with the fourth quarter 2024 which included a loss of $161 million related to the impact of the weakening Brazilian real on a deferred tax position, and impairment charges of $152 million.

Adjusted EBITDA2 was driven by the same factors as Adjusted Earnings.

Cash flow from operating activities for the first quarter 2025 was primarily driven by Adjusted EBITDA, partly offset by tax payments of $1,999 million and working capital outflows of $913 million.

Total production, compared with the fourth quarter 2024, decreased mainly due to the SPDC divestment, largely offset by new oil production.

1.All earnings amounts are shown post-tax, unless stated otherwise.

2.Adjusted EBITDA is without interest, taxation, exploration well write-offs and DD&A expenses.

 

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1.Q1 on Q4 change

The Marketing segment comprises the Mobility, Lubricants, and Sectors and Decarbonisation businesses. The Mobility business operates Shell’s retail network including electric vehicle charging services and the Wholesale commercial fuels business which provides fuels for transport, industry and heating. The Lubricants business produces, markets and sells lubricants for road transport, and machinery used in manufacturing, mining, power generation, agriculture and construction. The Sectors and Decarbonisation business sells fuels, speciality products and services including low-carbon energy solutions to a broad range of commercial customers including the aviation, marine, and agricultural sectors.

Quarter Analysis1

Income/(loss) for the period was driven by the same factors as Adjusted Earnings and includes identified items.

Adjusted Earnings, compared with the fourth quarter 2024, reflected lower operating expenses (decrease of $69 million), and higher Marketing margins (increase of $54 million) mainly due to higher Lubricants unit margins and seasonal impact of higher volumes partly offset by lower Mobility margins due to seasonal impact of lower volumes and lower Sectors and Decarbonisation margins. These net gains were partly offset by unfavourable tax movements ($109 million).

Identified items in the first quarter 2025 included net losses of $61 million related to sale of assets. These losses compare with the fourth quarter 2024 which included impairment charges of $458 million, and net losses of $247 million related to sale of assets.

Adjusted EBITDA2 was driven by the same factors as Adjusted Earnings.

Cash flow from operating activities for the first quarter 2025 was primarily driven by Adjusted EBITDA, inflows relating to the timing impact of payments related to emission certificates and biofuel programmes of $540 million, and dividends (net of profits) from joint ventures and associates of $203 million. These inflows were partly offset by working capital outflows of $344 million and tax payments of $174 million.

Marketing sales volumes (comprising hydrocarbon sales), compared with the fourth quarter 2024, decreased mainly due to seasonality.

1.All earnings amounts are shown post-tax, unless stated otherwise.

2.Adjusted EBITDA is without interest, taxation, exploration well write-offs and DD&A expenses.

 

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1.Q1 on Q4 change

The Chemicals and Products segment includes chemicals manufacturing plants with their own marketing network, and refineries which turn crude oil and other feedstocks into a range of oil products which are moved and marketed around the world for domestic, industrial and transport use. The segment also includes the pipeline business, trading and optimisation of crude oil, oil products and petrochemicals, and Oil Sands activities (the extraction of bitumen from mined oil sands and its conversion into synthetic crude oil).

Quarter Analysis1

Income/(loss) for the period was driven by the same factors as Adjusted Earnings and includes identified items.

Adjusted Earnings, compared with the fourth quarter 2024, reflected higher Products margins (increase of $546 million) mainly driven by higher margins from trading and optimisation and higher refining margins. Adjusted Earnings also reflected higher Chemicals margins (increase of $115 million). In addition, the first quarter 2025 reflected lower operating expenses (decrease of $134 million). These net gains were partly offset by comparative unfavourable tax movements ($96 million).

In the first quarter 2025, Chemicals had negative Adjusted Earnings of $137 million and Products had positive Adjusted Earnings of $586 million.

Identified items in the first quarter 2025 included impairment charges of $277 million, and unfavourable movements of $202 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 charges and unfavourable movements compare with the fourth quarter 2024 which included impairment charges of $224 million, partly offset by favourable deferred tax movements of $114 million..

Adjusted EBITDA2 was driven by the same factors as Adjusted Earnings.

Cash flow from operating activities for the first quarter 2025 was primarily driven by Adjusted EBITDA, and inflows relating to the timing impact of payments relating to emission certificates and biofuel programmes of $125 million. These inflows were partly offset by working capital outflows of $1,081 million, and net cash outflows relating to commodity derivatives of $508 million.

Chemicals manufacturing plant utilisation was 81% compared with 75% in the fourth quarter 2024, mainly due to lower planned and unplanned maintenance.

Refinery utilisation was 85% compared with 76% in the fourth quarter 2024, mainly due to lower planned maintenance.

1.All earnings amounts are shown post-tax, unless stated otherwise.

2.Adjusted EBITDA is without interest, taxation, exploration well write-offs and DD&A expenses.

 

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1.Q1 on Q4 change

2.Physical power sales to third parties; excluding financial trades and physical trade with brokers, investors, financial institutions, trading platforms, and wholesale traders.

3.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 includes activities such as renewable power generation, the marketing and trading and optimisation of power and pipeline gas, as well as carbon credits, and digitally enabled customer solutions. It also includes the production and marketing of hydrogen, development of commercial carbon capture and storage hubs, investment in nature-based projects that avoid or reduce carbon emissions, and Shell Ventures, which invests in companies that work to accelerate the energy and mobility transformation.

Quarter Analysis1

Income/(loss) for the period was driven by the same factors as Adjusted Earnings and includes identified items.

Adjusted Earnings, compared with the fourth quarter 2024, reflected higher margins (increase of $99 million) mainly due to higher trading and optimisation in the Americas as a result of higher seasonal demand and volatility, lower operating expenses (decrease of $90 million) and comparative favourable tax movements ($89 million). Most Renewables and Energy Solutions activities were loss-making in the first quarter 2025, which was partly offset by positive Adjusted Earnings from trading and optimisation.

Identified items in the first quarter 2025 included a charge of $143 million related to the disposal of assets. These charges compare with the fourth quarter 2024 which included impairment charges of $996 million mainly relating to renewable generation assets in North America, partly offset by favourable movements of $50 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.

Adjusted EBITDA2 was driven by the same factors as Adjusted Earnings.

Cash flow from operating activities for the first quarter 2025 was primarily driven by net cash inflows relating to working capital of $380 million and Adjusted EBITDA, partially offset by outflows related to derivatives of $169 million.

1.All earnings amounts are shown post-tax, unless stated otherwise.

2.Adjusted EBITDA is without interest, taxation, exploration well write-offs and DD&A expenses.

Additional Growth Measures

1.Q1 on Q4 change

2.Shell's equity share of renewable generation capacity post commercial operation date. It excludes Shell's equity share of associates where information cannot be obtained.

3.Shell's equity share of renewable generation capacity under construction and/or committed for sale under long-term offtake agreements (PPA). It excludes Shell's equity share of associates where information cannot be obtained.

 

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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 Adjusted 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 identified items.

Adjusted Earnings, compared with the fourth quarter 2024, reflected unfavourable currency exchange rate effects, partly offset by lower operating expenses.

Adjusted EBITDA2 was driven by the same factors as Adjusted Earnings.

1.All earnings amounts are shown post-tax, unless stated otherwise.

2.Adjusted EBITDA is without interest, taxation, exploration well write-offs and DD&A expenses.

 

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OUTLOOK FOR THE SECOND QUARTER 2025

Full year 2024 cash capital expenditure was $21 billion. Our cash capital expenditure range for the full year 2025 is expected to be within $20 - $22 billion.

Integrated Gas production is expected to be approximately 890 - 950 thousand boe/d. LNG liquefaction volumes are expected to be approximately 6.3 - 6.9 million tonnes. Second quarter 2025 outlook reflects scheduled maintenance across the portfolio.

Upstream production is expected to be approximately 1,560 - 1,760 thousand boe/d. Production outlook reflects the SPDC divestment in March 2025 and the scheduled maintenance across the portfolio.

Marketing sales volumes are expected to be approximately 2,600 - 3,100 thousand b/d.

Refinery utilisation is expected to be approximately 87% - 95%. Chemicals manufacturing plant utilisation is expected to be approximately 74% - 82%. Second quarter 2025 utilisation outlook reflects the sale of the Energy and Chemicals Park in Singapore which was completed in April 2025.

Corporate Adjusted Earnings1 were a net expense of $457 million for the first quarter 2025. Corporate Adjusted Earnings are expected to be a net expense of approximately $400 - $600 million in the second quarter 2025.

1.For the definition of Adjusted Earnings and the most comparable GAAP measure see reference A.

FORTHCOMING EVENTS

 

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UNAUDITED CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS

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”.

1.See Note 7 “Other notes to the unaudited Condensed Consolidated Interim Financial Statements”.

 

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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”.

 

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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.     Includes shares committed to repurchase under an irrevocable contract and repurchases subject to settlement at the end of the quarter.

 

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1.See Note 7 “Other notes to the unaudited Condensed Consolidated Interim Financial Statements”.

 

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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 240 to 312) for the year ended December 31, 2024, 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 223 to 296) for the year ended December 31, 2024, 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, 2024, 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 commodity price assumptions and management's view on the future development of refining and chemicals margins represent a significant estimate and were subject to change in 2024. These assumptions continue to apply for impairment testing purposes in the first quarter 2025. As per the normal process outlined in the 2024 Annual Report and Accounts and Form 20-F, these assumptions are subject to review later this year.

The discount rates applied for impairment testing and the discount rate applied to provisions are reviewed on a regular basis. Both discount rates applied in the first quarter 2025 remain unchanged compared with 2024.

2. Segment information

With effect from January 1, 2025, 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.

The segment earnings measure used until December 31, 2024 was CCS earnings. The difference between CCS earnings and Adjusted Earnings are the identified items. Comparative periods are presented below on an Adjusted Earnings basis.

 

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1.Includes revenue from sources other than from contracts with customers, which mainly comprises the impact of fair value accounting of commodity derivatives.

2.See Reconciliation of income for the period to Adjusted Earnings below.

 

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Cash capital expenditure is a measure used by the Chief Executive Officer for the purposes of making decisions about allocating resources and assessing performance.

 

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Identified items

The objective of identified items is to remove material impacts on net income/loss arising from transactions which are generally uncontrollable and unusual (infrequent or non-recurring) in nature or giving rise to a mismatch between accounting and economic results, or certain transactions that are generally excluded from underlying results in the industry.

Identified items comprise: divestment gains and losses, impairments and impairment reversals, redundancy and restructuring, fair value accounting of commodity derivatives and certain gas contracts that gives rise to a mismatch between accounting and economic results, the impact of exchange rate movements and inflationary adjustments on certain deferred tax balances, and other items.

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

 

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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).

1.For a detailed description, see the corresponding footnotes to the Q1 2025 identified items table above.

 

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1.For a detailed description, see the corresponding footnotes to the Q1 2025 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 table above. Identified items related to subsidiaries are consolidated and reported across appropriate lines of the Consolidated Statement of Income.

3. Earnings per share

 

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4. Share capital

At Shell plc’s Annual General Meeting on May 21, 2024, 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 €150 million (representing approximately 2,147 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 20, 2025, or the end of the Annual General Meeting to be held in 2025, unless previously renewed, revoked or varied by Shell plc in a general meeting.

5. Other reserves

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 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, 2024, 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 March 31, 2025, are consistent with those used in the year ended December 31, 2024, though the carrying amounts of derivative financial instruments have changed since that date.

 

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The movement of the derivative financial instruments between December 31, 2024 and March 31, 2025 is a decrease of $732 million for the current assets and a decrease of $1,020 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.

1.    Shell issued no debt under the US shelf or under the Euro medium-term note programmes during the first quarter 2025.

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

Depreciation, depletion and amortisation

Impairments recognised in the first quarter 2025 of $311 million pre-tax ($287 million post-tax) principally relate to Chemicals and Products.

Impairments recognised in the fourth quarter 2024 of $2,659 million pre-tax ($2,245 million post-tax), of which $1,797 million recognised in depreciation, depletion and amortisation and $863 million recognised in share of profit of joint ventures and associates, mainly relate to Renewables and Energy Solutions ($1,068 million pre-tax; $1,000 million post-tax), Integrated Gas ($532 million pre-tax; $345 million post-tax), Marketing ($495 million pre-tax; $459 million post-tax), Chemicals and Products ($315 million pre-tax; $247 million post-tax) and Upstream ($248 million pre-tax; $194 million post-tax).

Impairments recognised in the first quarter 2024 of $382 million pre-tax ($332 million post-tax) include smaller

impairments in various segments.

 

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Taxation charge/credit

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.

Consolidated Statement of Comprehensive Income

Currency translation differences

Condensed Consolidated Balance Sheet

Other intangible assets

The increase in other intangible assets as at March 31, 2025 compared with December 31, 2024 is mainly related to initial recognition at fair value of favourable LNG, gas offtake and sales contracts. These were recognised following completion of the acquisition of Pavilion Energy Pte. Ltd. during the first quarter 2025. The fair value of unfavourable LNG, gas offtake and sales contracts acquired was recognised under trade and other payables.

Assets classified as held for sale

Assets classified as held for sale and associated liabilities at March 31, 2025 principally relate to Shell's UK offshore oil and gas assets in Upstream, mining interests in Canada and an energy and chemicals park in Singapore, both in Chemicals and Products. Upon completion of the sale, Shell's UK offshore assets will be derecognised in exchange for a 50% interest in a newly formed joint venture.

The major classes of assets and liabilities classified as held for sale at March 31, 2025, are Property, plant and equipment ($8,866 million; December 31, 2024: $8,283 million), Inventories ($1,003 million; December 31, 2024: $1,180 million), Decommissioning and other provisions ($3,228 million; December 31, 2024: $3,053 million), deferred tax liabilities ($2,823 million; December 31, 2024: $2,042 million), Trade and other payables ($1,000 million; December 31, 2024: $484 million) and Debt ($839 million; December 31, 2024: $624 million).

 

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Consolidated Statement of Cash Flows

Cash flow from operating activities - Other

'Cash flow from operating activities - Other' for the first quarter 2025 includes $652 million of net inflows (fourth quarter 2024: $1,447 million net outflows; first quarter 2024: $188 million net inflows) due to the timing of payments relating to emission certificates and biofuel programmes in Europe and North America and $255 million in relation to reversal of currency exchange gains on Cash and cash equivalents (fourth quarter 2024: $672 million losses; first quarter 2024: $253 million losses).

Cash flow from investing activities - Other investing cash outflows

'Cash flow from investing activities - Other investing cash outflows' for the first quarter 2025 includes $818 million secured term loans provided to The Shell Petroleum Development Company of Nigeria Limited (SPDC) upon completion of the sale of SPDC. The first quarter 2024 includes $645 million of debt securities acquired in the Corporate segment.

8. Reconciliation of Operating expenses and Total Debt

 

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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 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 these items when presenting individual segment Adjusted Earnings as set out in the table below.

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.

 

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Identified items

The objective of identified items is to remove material impacts on net income/loss arising from transactions which are generally uncontrollable and unusual (infrequent or non-recurring) in nature or giving rise to a mismatch between accounting and economic results, or certain transactions that are generally excluded from underlying results in the industry.

 

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Identified items comprise: divestment gains and losses, impairments and impairment reversals, redundancy and restructuring, fair value accounting of commodity derivatives and certain gas contracts that gives rise to a mismatch between accounting and economic results, the impact of exchange rate movements and inflationary adjustments on certain deferred tax balances, and other items.

See Note 2 “Segment information” for details.

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.

 

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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.

Gearing is a measure of Shell's capital structure and is defined as net debt (total debt less cash and cash equivalents) as a percentage of total capital (net debt plus total equity).

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.

 

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