UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 OF THE
SECURITIES EXCHANGE ACT OF 1934
For the month of September 2014
Commission File Number: 001-10691
DIAGEO plc
(Translation of registrant’s name into English)
Lakeside Drive, Park Royal, London NW10 7HQ
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.
Form 20-F x Form 40-F ¨
Indicate by check mark whether the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ____
Indicate by check mark whether the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ____
List identifying information required to be furnished
by Diageo plc pursuant to Rule 13a-16 or 15d-16 of
The Securities Exchange Act 1934
1 – 30 September 2014
| Information | Required by/when |
| Public Announcements/Press | The Stock Exchange, London |
|
Announcement Company notified of transactions in respect of the Diageo Share Incentive Plan and Ms Mahlan and persons discharging managerial responsibility (‘PDMRs’) inform the Company of their interests therein. PDMRs inform the Company of their interests in respect of the Diageo 2014 Long Term Incentive Plan (‘DLTIP’). (5 September 2014) |
Announcement Company announces lodgement of documents for inspection and result of AGM. (19 September 2014) | |
|
Announcement Company announces purchase of shares to be held in nominee accounts to satisfy grants made under employee share plans. (5 September 2014) |
Announcement Company notified of transactions in respect of the Company’s Performance Share Plan, Discretionary Incentive Plan and Diageo Executive Long term Incentive Plan and Mr Menezes, Ms Mahlan and PDMRs inform the Company of their interests therein. (23 September 2014) | |
|
Announcement Company announces purchase of shares to be held in nominee accounts to satisfy grants made under employee share plans. (5 September 2014) |
Announcement Mr Menezes and Ms Mahlan inform the Company of their interests in respect of the DLTIP. (25 September 2014) | |
|
Announcement Company issues revised segmental information for prior reporting periods. (9 September 2014) |
Announcement Ms Manz informs the company of her beneficial interests. (26 September 2014)
| |
|
Announcement Company notified of transactions in respect of the Diageo Share Incentive Plan and Ms Mahlan and PDMRs inform the Company of their interests therein. Dr Humer informs the Company of his beneficial interests. (10 September 2014) |
Announcement Company announces purchase of own shares to be held in treasury to satisfy grants made under employee share plans. (29 September 2014) | |
|
Announcement Messrs Blazquez, Cutter, Fennell and Mses Lambkin, Manz, Moriarty, Wood (‘PDMRs’) inform the Company of their beneficial interests under the company’s UK Sharesave Plan 2010. (11 September 2014) |
Announcement Company announces total voting rights. (30 September 2014) | |
|
|
Announcement Company announces purchase of own shares to be held in treasury to satisfy grants made under employee share plans. (30 September 2014)
|
TO: Regulatory Information Service
PR Newswire
RE: Paragraph 3.1.4 of the Disclosure and Transparency Rules
The notifications listed below were received under Paragraph 3.1.2 of the Disclosure and Transparency Rules.
Diageo plc (the "Company") announces that it received notification on 4 September 2014 that:
1. the director and Persons Discharging Managerial Responsibilities ("PDMRs") shown below, together with other eligible employees, were awarded ordinary shares of 28 101/108 pence each in the Company ("Ordinary Shares") on 4 September 2014, under the Diageo Share Incentive Plan (the "SIP"), an Inland Revenue approved plan operated by Diageo Group companies for the benefit of employees of the Company and its subsidiaries:
| Name of Director | No. of Ordinary Shares |
| D Mahlan | 167 |
| Name of PDMR | No. of Ordinary Shares |
| N Blazquez | 167 |
| A Fennell | 167 |
| C Lambkin | 110 |
| A Manz | 167 |
| S Moriarty | 167 |
| L Wood | 167 |
The Ordinary Shares were awarded at no cost to Plan participants ("Freeshares"), to a value based on a percentage of the participant's salary on 30 June 2014 and the Company's profits for the financial year ended 30 June 2014, subject to a maximum per SIP participant of £3,000 in value per tax year. Freeshares are awarded annually and cannot normally be disposed of for a period of three years after the award date.
2. the PDMRs shown below were granted the following options over Ordinary Shares or American Depositary Shares ("ADS")*, on 4 September 2014, under the Company's 2014 Long Term Incentive Plan, adopted by the Company on 30 July 2014 ("DLTIP"):
| Name of PDMR | No. of Ordinary Shares |
| N Blazquez | 74,105 |
| D Cutter | 47,539 |
| A Fennell | 62,220 |
| S Fischer | 28,190 |
| C Lambkin | 46,140 |
| A Manz | 34,060 |
| S Moriarty | 50,475 |
| L Wood | 48,937 |
| No. of ADS | |
| A Gavazzi | 12,488 |
| J Kennedy | 12,488 |
| S Saller | 12,488 |
| L Schwartz | 13,466 |
Each option was granted at a price of £17.88 per Ordinary Share (or $120.11 per ADS) and is exercisable between 4 September 2017 and 3 September 2024, subject to the satisfaction of performance criteria.
3. the PDMRs shown below were granted the following conditional awards over Ordinary Shares or ADS, on 4 September 2014, under the DLTIP:
| Name of PDMR | No. of Ordinary Shares |
| N Blazquez | 63,633 |
| D Cutter | 40,821 |
| A Fennell | 53,428 |
| S Fischer | 39,457 |
| C Lambkin | 39,621 |
| A Manz | 24,372 |
| S Moriarty | 43,343 |
| L Wood | 42,022 |
| No. of ADS | |
| A Gavazzi | 10,763 |
| J Kennedy | 10,763 |
| S Saller | 10,763 |
| L Schwartz | 14,186 |
Each conditional award will vest in September 2017 subject to the satisfaction of performance criteria.
Each conditional award carries a right to receive, on vesting, an amount linked to dividends paid on the Ordinary Shares (or ADSs) subject to the conditional award.
4. the PDMRs shown below acquired an interest over the following Ordinary Shares on 4 September 2014 by way of a one-off award under the DLTIP. There are performance conditions attached to the release of this award under the DLTIP, and the award will vest, subject to achievement of the performance conditions, as shown below.
| Name of PDMR percentage |
No. of Ordinary Shares |
Maximum percentage vesting in 2017 |
Maximum vesting in 2018 | |||
| N Blazquez | 59,284 | 50% | 50% | |||
| No. of ADS | ||||||
| J Kennedy | 9,990 | 50% | 50% |
As a result of the above awards of Ordinary Shares under the SIP the interests of those directors and PDMRs in the Company's Ordinary Shares and ADSs (excluding options, awards under the Company's LTIPs and interests as potential beneficiaries of the Company's Employee Benefit Trusts) are as follows:
| Name of Director | No. of Ordinary Shares |
| D Mahlan | 228,696 |
| Name of PDMR | No. of Ordinary Shares |
| N Blazquez | 68,603 |
| A Fennell | 65,221 |
| C Lambkin | 110 |
| A Manz | 21,376 |
| S Moriarty | 36,299 |
| L Wood | 2,579 |
The interests in the Company's Ordinary Shares and ADSs (excluding options, awards under the Company's LTIPs and interests as potential beneficiaries of the Company's Employee Benefit Trusts) of the remaining PDMRs are unchanged.
*1 ADS is the equivalent of 4 Ordinary Shares.
J Nicholls
Deputy Company Secretary
5 September 2014
RNS Number : 0114R
Diageo PLC
05 September 2014
05 September 2014
Diageo plc
Transaction in Own Shares
Diageo plc ('the Company') announces that on 04 September 2014 it purchased through Bank of America Merrill Lynch 268,568 ordinary shares at a price of 1819.5531 pence per share. The purchased shares will be held in the employee share nominee accounts for the purpose of satisfying share awards made under the Company's share incentive plan.
This information is provided by RNS
The company news service from the London Stock Exchange
END
POSQELFBZKFLBBE
RNS Number : 0149R
Diageo PLC
05 September 2014
05 September 2014
Diageo plc
Transaction in Own Shares
Diageo plc ('the Company') announces that on 05 September 2014 it purchased through Bank of America Merrill Lynch 28,661 ordinary shares at a price of 1814.7234 pence per share. The purchased shares will be held in the employee share nominee accounts for the purpose of satisfying share awards made under the Company's share incentive plan.
This information is provided by RNS
The company news service from the London Stock Exchange
END
POSDELFBZKFFBBQ
RNS Number : 1300R
Diageo PLC
09 September 2014
9 September 2014
Diageo issues revised segmental information for prior reporting periods
As announced on 30 July 2014, Diageo has made changes to management responsibilities. An assessment was subsequently made to determine how the business will be presented in its management reporting to the executive committee and this has led to a change in the reporting of the group's external geographic segments. For the year ending 30 June 2015 the following geographical segments will be reported:
· North America
· Europe
· Africa
· Latin America and Caribbean
· Asia Pacific
· Corporate
As a consequence of this change the figures for the geographical segments for prior periods have been restated.
Revised segmental information for the years ended 30 June 2014 and 30 June 2013 and the six month period ended 31 December 2013 is provided below.
Organic growth percentages by geographic segment for the year ended 30 June 2014 are also provided.
Volume
| Year ended 30 June 2014 | Year ended 30 June 2013 | ||||||
| As reported units million |
Reclass units million |
Restated units million |
As reported units million |
Reclass units million |
Restated units million | ||
| North America | 49.3 | - | 49.3 | 53.6 | - | 53.6 | |
| Europe | - | 44.6 | 44.6 | - | 45.4 | 45.4 | |
| Western Europe | 33.0 | (33.0) | - | 33.6 | (33.6) | - | |
| Africa | - | 24.4 | 24.4 | - | 26.1 | 26.1 | |
| Africa, Eastern Europe and Turkey | 36.0 | (36.0) | - | 37.9 | (37.9) | - | |
| Latin America and Caribbean | 23.0 | - | 23.0 | 23.3 | - | 23.3 | |
| Asia Pacific | 14.8 | - | 14.8 | 15.8 | - | 15.8 | |
| 156.1 | - | 156.1 | 164.2 | - | 164.2 | ||
| Six months ended 31 Dec 2013 | |||||||
| As reported units million |
Reclass units million |
Restated units million |
|||||
| North America | 26.5 | - | 26.5 | ||||
| Europe | - | 24.3 | 24.3 | ||||
| Western Europe | 17.7 | (17.7) | - | ||||
| Africa | - | 12.8 | 12.8 | ||||
| Africa, Eastern Europe and Turkey | 19.4 | (19.4) | - | ||||
| Latin America and Caribbean | 12.5 | - | 12.5 | ||||
| Asia Pacific | 8.2 | - | 8.2 | ||||
| 84.3 | - | 84.3 | |||||
Sales
| Year ended 30 June 2014 | Year ended 30 June 2013 | ||||||
| As reported £ million |
Reclass £ million |
Restated £ million |
As reported £ million |
Reclass £ million |
Restated £ million | ||
| North America | 3,915 | - | 3,915 | 4,262 | - | 4,262 | |
| Europe | - | 4,935 | 4,935 | - | 5,074 | 5,074 | |
| Western Europe | 3,644 | (3,644) | - | 3,669 | (3,669) | - | |
| Africa | - | 1,846 | 1,846 | - | 2,014 | 2,014 | |
| Africa, Eastern Europe and Turkey | 3,137 | (3,137) | - | 3,419 | (3,419) | - | |
| Latin America and Caribbean | 1,404 | - | 1,404 | 1,741 | - | 1,741 | |
| Asia Pacific | 1,801 | - | 1,801 | 2,109 | - | 2,109 | |
| Corporate | 79 | - | 79 | 76 | - | 76 | |
| 13,980 | - | 13,980 | 15,276 | - | 15,276 | ||
| Six months ended 31 Dec 2013 | |||||||
| As reported £ million |
Reclass £ million |
Restated £ million |
|||||
| North America | 2,149 | - | 2,149 | ||||
| Europe | - | 2,707 | 2,707 | ||||
| Western Europe | 1,970 | (1,970) | - | ||||
| Africa | - | 1,002 | 1,002 | ||||
| Africa, Eastern Europe and Turkey | 1,739 | (1,739) | - | ||||
| Latin America and Caribbean | 1,102 | - | 1,102 | ||||
| Asia Pacific | 1,012 | - | 1,012 | ||||
| Corporate | 42 | - | 42 | ||||
| 8,014 | - | 8,014 | |||||
Net sales
| Year ended 30 June 2014 | Year ended 30 June 2013 | ||||||
| As reported £ million |
Reclass £ million |
Restated £ million |
As reported £ million |
Reclass £ million |
Restated £ million | ||
| North America | 3,444 | - | 3,444 | 3,723 | - | 3,723 | |
| Europe | - | 2,814 | 2,814 | - | 2,915 | 2,915 | |
| Western Europe | 2,169 | (2,169) | - | 2,203 | (2,203) | - | |
| Africa | - | 1,430 | 1,430 | - | 1,564 | 1,564 | |
| Africa, Eastern Europe and Turkey | 2,075 | (2,075) | - | 2,276 | (2,276) | - | |
| Latin America and Caribbean | 1,144 | - | 1,144 | 1,453 | - | 1,453 | |
| Asia Pacific | 1,347 | - | 1,347 | 1,572 | - | 1,572 | |
| Corporate | 79 | - | 79 | 76 | - | 76 | |
| 10,258 | - | 10,258 | 11,303 | - | 11,303 | ||
| Six months ended 31 Dec 2013 | |||||||
| As reported £ million |
Reclass £ million |
Restated £ million |
|||||
| North America | 1,904 | - | 1,904 | ||||
| Europe | - | 1,560 | 1,560 | ||||
| Western Europe | 1,179 | (1,179) | - | ||||
| Africa | - | 774 | 774 | ||||
| Africa, Eastern Europe and Turkey | 1,155 | (1,155) | - | ||||
| Latin America and Caribbean | 900 | - | 900 | ||||
| Asia Pacific | 752 | - | 752 | ||||
| Corporate | 42 | - | 42 | ||||
| 5,932 | - | 5,932 | |||||
Marketing spend
| Year ended 30 June 2014 | Year ended 30 June 2013 | ||||||
| As reported £ million |
Reclass £ million |
Restated £ million |
As reported £ million |
Reclass £ million |
Restated £ million | ||
| North America | 540 | - | 540 | 581 | - | 581 | |
| Europe | - | 413 | 413 | - | 431 | 431 | |
| Western Europe | 323 | (323) | - | 328 | (328) | - | |
| Africa | - | 152 | 152 | - | 162 | 162 | |
| Africa, Eastern Europe and Turkey | 242 | (242) | - | 265 | (265) | - | |
| Latin America and Caribbean | 203 | - | 203 | 233 | - | 233 | |
| Asia Pacific | 305 | - | 305 | 356 | - | 356 | |
| Corporate | 7 | - | 7 | 6 | - | 6 | |
| 1,620 | - | 1,620 | 1,769 | - | 1,769 | ||
| Six months ended 31 Dec 2013 | |||||||
| As reported £ million |
Reclass £ million |
Restated £ million |
|||||
| North America | 293 | - | 293 | ||||
| Europe | - | 231 | 231 | ||||
| Western Europe | 177 | (177) | - | ||||
| Africa | - | 81 | 81 | ||||
| Africa, Eastern Europe and Turkey | 135 | (135) | - | ||||
| Latin America and Caribbean | 123 | - | 123 | ||||
| Asia Pacific | 170 | - | 170 | ||||
| Corporate | 5 | - | 5 | ||||
| 903 | - | 903 | |||||
Operating profit before exceptional items
| Year ended 30 June 2014 | Year ended 30 June 2013 | ||||||
| As reported £ million |
Reclass £ million |
Restated £ million |
As reported £ million |
Reclass £ million |
Restated £ million | ||
| North America | 1,460 | - | 1,460 | 1,478 | - | 1,478 | |
| Europe | - | 853 | 853 | - | 903 | 903 | |
| Western Europe | 639 | (639) | - | 650 | (650) | - | |
| Africa | - | 340 | 340 | - | 400 | 400 | |
| Africa, Eastern Europe and Turkey | 554 | (554) | - | 653 | (653) | - | |
| Latin America and Caribbean | 328 | - | 328 | 468 | - | 468 | |
| Asia Pacific | 283 | - | 283 | 381 | - | 381 | |
| Corporate | (130) | - | (130) | (151) | - | (151) | |
| 3,134 | - | 3,134 | 3,479 | - | 3,479 | ||
| Six months ended 31 Dec 2013 | |||||||
| As reported £ million |
Reclass £ million |
Restated £ million |
|||||
| North America | 851 | - | 851 | ||||
| Europe | - | 509 | 509 | ||||
| Western Europe | 370 | (370) | - | ||||
| Africa | - | 188 | 188 | ||||
| Africa, Eastern Europe and Turkey | 327 | (327) | - | ||||
| Latin America and Caribbean | 386 | - | 386 | ||||
| Asia Pacific | 193 | - | 193 | ||||
| Corporate | (67) | - | (67) | ||||
| 2,060 | - | 2,060 | |||||
Organic growth for the year ended 30 June 2014
| Volume | Sales | Net sales | |||||||
| Increase/(decrease) | As reported |
Restated | As reported |
Restated | As reported |
Restated | |||
| % | % | % | % | % | % | ||||
| North America | (1) | (1) | 3 | 3 | 3 | 3 | |||
| Europe | - | (1) | - | 2 | - | 1 | |||
| Western Europe | Flat | - | 1 | - | Flat | - | |||
| Africa | - | (6) | - | Flat | - | Flat | |||
| Africa, Eastern Europe and Turkey | (5) | - | 3 | - | 1 | - | |||
| Latin America and Caribbean | (1) | (1) | 5 | 5 | 2 | 2 | |||
| Asia Pacific | (5) | (5) | (7) | (7) | (7) | (7) | |||
| Corporate | n/a | n/a | 4 | 4 | 4 | 4 | |||
| Total | (2) | (2) | 1 | 1 | Flat | Flat | |||
| Marketing spend | Operating profit* | ||||||||
| Increase/(decrease) | As reported |
Restated | As reported |
Restated | |||||
| % | % | % | % | ||||||
| North America | 2 | 2 | 8 | 8 | |||||
| Europe | - | (1) | - | 1 | |||||
| Western Europe | Flat | - | Flat | - | |||||
| Africa | - | 3 | - | (2) | |||||
| Africa, Eastern Europe and Turkey | 1 | - | Flat | - | |||||
| Latin America and Caribbean | 1 | 1 | 3 | 3 | |||||
| Asia Pacific | (7) | (7) | (13) | (13) | |||||
| Corporate | 17 | 17 | 13 | 13 | |||||
| Total | (1) | (1) | 3 | 3 | |||||
* Operating profit before exceptional items
The reported figures are those reported in the press release dated 31 July 2014.
Net sales are after deducting excise duties. See the company's 2014 UK annual report and annual report on Form 20-F for the year ended 30 June 2014 filed with the US Securities and Exchange Commission (SEC) for an explanation of organic movement calculations and further definitions, disclosures and information.
Contacts
Investor enquiries to: Catherine James +44 (0) 20 8978 2272
| Pier Falcione +44 (0) 20 8978 4838 | |
| Angela Ryker Gallagher +44 (0) 20 8978 4911 | |
| Colette Wright +44 (0) 20 8978 1380 | |
| investor.relations@diageo.com | |
| Media enquiries to: James Crampton +44 (0) 20 8978 4613 | |
| Victoria Ward +44 (0) 20 8978 4353 | |
| press.office@diageo.com |
Editor notes
Diageo is a global leader in beverage alcohol with an outstanding collection of brands across spirits, beer and wine categories. These brands include Johnnie Walker, Crown Royal, JεB, Buchanan's, Windsor and Bushmills whiskies, Smirnoff, Cîroc and Ketel One vodkas, Captain Morgan, Baileys, Don Julio, Tanqueray and Guinness.
Diageo is a global company, and our products are sold in more than 180 countries around the world. The company is listed on both the London Stock Exchange (DGE) and the New York Stock Exchange (DEO). For more information about Diageo, our people, our brands, and performance, visit us at www.diageo.com. Visit Diageo's global responsible drinking resource, www.DRINKiQ.com, for information, initiatives, and ways to share best practice.
Celebrating life, every day, everywhere.
Important information
This announcement is not intended to and does not constitute or form part of any offer to sell or subscribe for or any invitation to purchase or subscribe for any securities in any jurisdiction.
The release, publication or distribution of this announcement in certain jurisdictions may be restrict by law and therefore any persons who are subject to the laws of any jurisdiction other than the United Kingdom should observe any applicable requirements. This announcement has been prepared for the purpose of complying with the laws of the United Kingdom and the information disclosed may not be the same as that which would have been disclosed if this announcement had been prepared in accordance with the laws of jurisdictions outside the United Kingdom.
This information is provided by RNS
The company news service from the London Stock Exchange
END
MSCEAKNPELXLEFF
| TO: | Regulatory Information Service |
| PR Newswire | |
| RE: | PARAGRAPH 3.1.4 OF THE DISCLOSURE AND TRANSPARENCY RULES |
The notifications listed below were all received under Paragraph 3.1.2 of the Disclosure and Transparency Rules.
Diageo plc (the "Company") announces that:
1. It received notification on 10 September 2014 of the following allocations of ordinary shares of 28 101/108 pence each in the Company ("Ordinary Shares") under the Diageo Share Incentive Plan (the "Plan"), namely:
(i) the following director of the Company was allocated Ordinary Shares on 10 September 2014 under the Plan, by Diageo Share Ownership Trustees Limited (the "Trustee"):
| Name of Director | Number of Ordinary Shares |
| D Mahlan | 11 |
(ii) the following Persons Discharging Managerial Responsibilities ("PDMR") were allocated Ordinary Shares on 10 September 2014 under the Plan, by the Trustee:
| Name of PDMR | Number of Ordinary Shares |
| N Blazquez | 11 |
| S Moriarty | 11 |
| L Wood | 10 |
The number of Ordinary Shares allocated comprises those purchased on behalf of the employee using an amount which the employee has chosen to have deducted from salary ("Sharepurchase") and those awarded to the employee by the Company ("Sharematch") on the basis of one Sharematch Ordinary Share for every two Sharepurchase Ordinary Shares.
The Sharepurchase Ordinary Shares were purchased and the Sharematch Ordinary Shares were awarded at a price per share of £18.31.
The Ordinary Shares are held by the Trustee and in the name of the Trustee. Sharepurchase Ordinary Shares can normally be sold at any time. Sharematch Ordinary Shares cannot normally be disposed of for a period of three years after the award date.
2. It received notification on 10 September 2014 that Dr FB Humer, a director of the Company, had purchased 453 Ordinary Shares on 10 September 2014 under an arrangement with the Company, whereby he has agreed to use an amount of £8,000 each month, net of tax, from his director's fees to purchase Ordinary Shares. Dr Humer has agreed to retain the Ordinary Shares while he remains a director of the Company.
The Ordinary Shares were purchased at a price per share of £18.31.
As a result of the above transactions, interests of directors and PDMRs in the Company's Ordinary Shares and American Depository Shares ("ADS")* (excluding options, awards under the Company's LTIPs and interests as potential beneficiaries of the Company's Employee Benefit Trusts) are as follows:
| Name of Director | Number of Ordinary Shares |
| Dr FB Humer | 54,571 |
| D Mahlan | 228,707 (of which 137,249 are held as |
| ADS)* | |
| Name of PDMR | Number of Ordinary Shares |
| N Blazquez | 68,614 |
| S Moriarty | 36,310 |
| L Wood | 2,589 |
C Matthews
Assistant Secretary
10 September 2014
*1 ADS is the equivalent of 4 Ordinary Shares.
| TO: | Regulatory Information Service |
| PR Newswire | |
| RE: | PARAGRAPH 3.1.4 OF |
THE DISCLOSURE RULES
The notification listed below was received under Paragraph 3.1.2 of the Disclosure and Transparency Rules.
Diageo plc (the "Company") announces that it received notification on 11 September 2014 that the following Persons Discharging Managerial Responsibility ("PDMR") named below were granted options to subscribe for ordinary shares of 28 101/108 pence each in the Company ("Ordinary Shares") under the Company's UK Sharesave Plan 2010 on 11 September 2014, namely:
| Name of PDMR | No. of Ordinary Shares |
Dates Option Exercisable between |
| N Blazquez | 215 | 01 December 2019 to 31 May 2020 |
| D Cutter | 1,077 | 01 December 2019 to 31 May 2020 |
| A Fennell | 640 | 01 December 2017 to 31 May 2018 |
| C Lambkin | 640 | 01 December 2017 to 31 May 2018 |
| A Manz | 563 | 01 December 2017 to 31 May 2018 |
| S Moriarty | 640 | 01 December 2017 to 31 May 2018 |
| L Wood | 646 | 01 December 2017 to 31 May 2020 |
Each option has been granted at a price of £14.06 per Ordinary Share.
As a result of the above transactions the interests of PDMRs in the Company's Ordinary Shares and ADSs (excluding options, awards under the Company's LTIPs and interests as potential beneficiaries of the Company's Employee Benefit Trusts) are unchanged.
J Nicholls
Deputy Company Secretary
11 September 2014
RNS Number : 1519S
Diageo PLC
19 September 2014
NOT FOR DISTRIBUTION OR TRANSMISSION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES
PUBLICATION OF FINAL TERMS
The Final Terms dated 19 September 2014 relating to the issuance by Diageo Finance PLC of (i) €500,000,000 1.750 per cent. Notes due September 2024 and (ii) a tap issuance of €500,000,000 1.125 per cent. Notes due May 2019 (the "Notes") and guaranteed by Diageo PLC, have been submitted to the UK Listing Authority and are available for viewing.
The Notes have been issued under the Debt Issuance Programme established by Diageo PLC, Diageo Finance PLC and Diageo Capital B.V..
To view the full document, please paste the following URL into the address bar of the browser:
http://www.rns-pdf.londonstockexchange.com/rns/1519S_-2014-9-19.pdf
http://www.rns-pdf.londonstockexchange.com/rns/1519S_1-2014-9-19.pdf
CONTACTS
| Investor enquiries to: | Colette Wright | +44 (0) 20 8978 1380 |
| investor.relations@diageo.com | ||
| Media enquiries to: | Clemmie Raynsford | +44 (0) 20 8978 6168 |
| Victoria Ward | +44 (0) 20 8978 4353 | |
| press.office@diageo.com |
DISCLAIMER - INTENDED ADDRESSEES
Please note that the information contained in the Final Terms may be addressed to and/or targeted at persons who are residents of particular countries (specified in the base prospectus dated 9 May 2014 (the "Prospectus")) only and is not intended for use and should not be relied upon by any person outside these countries and/or to whom the offer contained in the Prospectus is not addressed. Prior to relying on the information contained in the Final Terms and/or the Prospectus, you must ascertain from the Prospectus whether or not you are part of the intended addressees of the information contained therein.
The Notes offered by the Prospectus and the Final Terms have not been and will not be registered under the United States Securities Act of 1933, as amended (the "Securities Act"), or any relevant securities laws of any state of the United States and are subject to U.S. tax law requirements. Subject to certain exceptions, the Notes may not be offered, sold or delivered in the United States, as defined in Regulation S under the Securities Act. The Prospectus may not be accessed from, or transmitted in or into, the United States.
END
EDITOR NOTES
Diageo is a global leader in beverage alcohol with an outstanding collection of brands across spirits, beer and wine categories. These brands include Johnnie Walker, Crown Royal, JεB, Buchanan's, Windsor and Bushmills whiskies, Smirnoff, Cîroc and Ketel One vodkas, Captain Morgan, Baileys, Don Julio, Tanqueray and Guinness.
Diageo is a global company, and our products are sold in more than 180 countries around the world. The company is listed on both the London Stock Exchange (DGE) and the New York Stock Exchange (DEO). For more information about Diageo, our people, our brands, and performance, visit us at www.diageo.com. Visit Diageo's global responsible drinking resource, www.DRINKiQ.com, for information, initiatives, and ways to share best practice.
Celebrating life, every day, everywhere
This information is provided by RNS
The company news service from the London Stock Exchange
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| TO: | Regulatory Information Service |
| PR Newswire | |
| RE: | CHAPTER 9 PARAGRAPHS 9.6.3(1) and 9.6.18 OF |
| THE LISTING RULES |
Diageo plc (the "Company") announces that:
1. in accordance with Listing Rule 9.6.3(1), copies of the resolutions (other than those resolutions comprising ordinary business) passed by the Company at its Annual General Meeting (`AGM') held on 18 September 2014 have been uploaded to the National Storage Mechanism and will shortly be available for inspection at www.hemscott.com/nsm.do
2. voting on the resolutions put to the Company's AGM was as follows (all the resolutions were passed):
| RESOLUTION | VOTES FOR | %* | VOTES AGAINST |
%* | VOTES WITHELD | |||||
| 1) Report and Accounts | 1,687,654,417 | 98.85% | 19,579,184 | 1.15% | 18,196,765 | |||||
| 2) Directors Remuneration Report | 1,643,966,601 | 97.01% | 50,619,135 | 2.99% | 30,844,578 | |||||
| 3) Directors Remuneration policy** | 1,663,866,061 | 97.47% | 43,275,688 | 2.53% | 18,288,488 | |||||
| 4) Declaration of final dividend | 1,720,749,983 | 99.97% | 447,317 | 0.03% | 4,232,873 | |||||
| 5) Re-election of P B Bruzelius | 1,684,816,956 | 98.63% | 23,416,625 | 1.37% | 17,196,152 | |||||
| 6) Re-election of L M Danon | 1,714,008,749 | 99.59% | 7,000,260 | 0.41% | 4,421,226 | |||||
| 7) Re-election of Lord Davies | 1,711,595,642 | 99.45% | 9,421,755 | 0.55% | 4,412,838 | |||||
| 8) Re-election of Ho KwonPing | 1,643,743,598 | 95.52% | 77,142,639 | 4.48% | 4,543,998 | |||||
| 9) Re-election of B D Holden | 1,708,478,204 | 99.27% | 12,530,159 | 0.73% | 4,421,949 | |||||
| 10) Re-election of Dr F B Humer | 1,713,538,330 | 99.57% | 7,477,896 | 0.43% | 4,414,091 | |||||
| 11) Re-election of D Mahlan | 1,714,384,207 | 99.61% | 6,640,510 | 0.39% | 4,405,595 | |||||
| 12) Re-election of I Menezes | 1,720,266,183 | 99.96% | 759,321 | 0.04% | 4,405,258 | |||||
| 13) Re-election of P G Scott | 1,715,430,491 | 99.68% | 5,584,871 | 0.32% | 4,405,581 | |||||
| 14) Election of N S Mendelsohn | 1,715,345,952 | 99.67% | 5,624,051 | 0.33% | 4,460,109 | |||||
| 15) Election of A J H Stewart | 1,715,402,733 | 99.68% | 5,572,772 | 0.32% | 4,449,564 | |||||
| 16) Re-appointment of Auditor | 1,697,179,543 | 99.51% | 8,310,998 | 0.49% | 19,939,741 | |||||
| 17) Remuneration of auditor | 1,716,683,937 | 99.83% | 2,881,832 | 0.17% | 5,864,465 | |||||
| 18) Authority to allot shares | 1,682,592,630 | 97.84% | 37,072,189 | 2.16% | 5,765,135 | |||||
| 19) Disapplication of pre-emption rights | 1,690,332,494 | 98.30% | 29,264,613 | 1.70% | 5,833,210 | |||||
| 20) Authority to purchase own ordinary shares | 1,719,468,050 | 99.91% | 1,486,477 | 0.09% | 4,474,513 | |||||
| 21) Authority to make political donations and/or to incur political expenditure in the EU** | 1,672,041,493 | 97.25% | 47,250,741 | 2.75% | 6,137,190 | |||||
| 22) Adoption of the Diageo 2014 long term Incentive Plan** | 1,636,407,308 | 96.79% | 54,236,833 | 3.21% | 34,784,853 |
V Cooper
Senior Company Secretarial Assistant
19 September 2014
Notes
*As a percentage of the aggregate of votes For plus votes Against (excluding votes Withheld).
**Resolutions other than those concerning ordinary business.
| TO: | Regulatory Information Service |
| PR Newswire |
| RE: | Paragraph 3.1.4 of the Disclosure and Transparency Rules |
The notifications listed below were received under Paragraph 3.1.2 of the Disclosure and Transparency Rules.
Diageo plc (the "Company") announces that it received notification on 23 September 2014 that on 22 September 2014:
| 1. | the Company released ordinary shares of 28 101/108 pence each in the Company (“Ordinary Shares”) and American Depositary Shares (“ADSs”)* to the following directors and persons discharging managerial responsibility (“PDMRs”) under the Company’s 2008 Performance Share Plan (“PSP”). The awards were made on 22 September 2011 and vested at a level of 55%. Also released were the Ordinary Shares and ADSs that were accrued in respect of notional dividends under the PSP during the period. The balance of each award has lapsed. |
| Name of Director | Number of Ordinary Shares released |
Number of Ordinary Shares in respect of notional dividend |
Number of Ordinary Shares sold# |
Balance of Ordinary retained and beneficially owned |
| D Mahlan | 87,765 | 7,607 | 44,912 | 50,460 |
| Name of Director | Number of ADS released |
Number of ADS in respect of notional dividend |
Number of ADS sold# |
Balance of ADS retained and beneficially owned |
| I Menezes | 23,221 | 1,981 | 12,380 | 12,822 |
| Name of PDMR | Number of Ordinary Shares released |
Number of Ordinary Shares in respect of notional dividend |
Number of Ordinary Shares sold# |
Balance of Ordinary Shares retained and beneficially owned |
| N Blazquez | 37,387 | 3,240 | 19,139 | 21,488 |
| D Cutter | 5,342 | 463 | 2,775 | 3,030 |
| A Fennell | 42,127 | 3,651 | 21,565 | 24,213 |
| S Fischer | 4,231 | 366 | 922 | 3,675 |
| A Gavazzi | 5,603 | 485 | 2,561 | 3,527 |
| A Manz | 3,931 | 340 | 821 | 3,450 |
| S Moriarty | 3,943 | 341 | 2,019 | 2,265 |
| L Wood | 3,276 | 283 | 1,677 | 1,882 |
| Name of PDMR | Number of ADS released |
Number of ADS in respect of notional dividend |
Number of ADS shares sold# |
Balance of ADS shares retained and beneficially owned |
| J Kennedy | 1,637 | 139 | 867 | 909 |
| S Saller | 1,789 | 152 | 947 | 994 |
| L Schwartz | 9,881 | 843 | 5,543 | 5,181 |
The Ordinary Shares were sold at a price per share of £18.16 and the ADSs were sold a price per ADS of $118.41.
| 2. | the Company released Ordinary Shares and ADSs to the following Director and PDMRs in respect of awards made under the Company’s Discretionary Incentive Plan (“DIP”). |
|
Name of Director |
Grant Date |
Number of ADS released |
Number of ADS sold# |
Balance of ADS retained and beneficially owned |
|
I Menezes
|
22 Sep 2011 | 10,994 | 5,403 | 5,591 |
| 28 Dec 2011 | 3,212 | 1,578 | 1,634 | |
| Name of PDMR |
Number of Ordinary Shares released |
Number of Ordinary Shares sold# |
Balance of Ordinary Shares retained and beneficially owned | |
| N Blazquez | 22 Sep 2011 | 10,806 | 5,092 | 5,714 |
| Name of PDMR |
Number of ADS released |
Number of ADS sold# |
Balance of ADS retained and beneficially owned | |
| A Gavazzi | 20 Sep 2010 | 1,699 | 715 | 984 |
| S Saller | 20 Sep 2010 | 3,484 | 1,700 | 1,784 |
| 3. | the Company released Ordinary Shares and ADSs to the following PDMRs under the Diageo Executive Long Term Incentive Plan (“DELTIP”). The awards were made on 22 September 2011 in the form of restricted stock units (“RSUs”). |
| Name of PDMR | Number of Ordinary Shares released |
Number of Ordinary Shares sold# |
Balance of Ordinary Shares retained and beneficially owned |
| D Cutter | 8,471 | 4,050 | 4,421 |
| S Fischer | 5,869 | 1,177 | 4,692 |
| A Gavazzi | 4,603 | 1,936 | 2,667 |
| A Manz | 2,922 | 562 | 2,360 |
| S Moriarty | 4,717 | 2,223 | 2,494 |
| L Wood | 4,545 | 2,142 | 2,403 |
| Name of PDMR | Number of ADS released |
Number of ADS sold# |
Balance of ADS retained and beneficially owned |
| J Kennedy | 3,221 | 1,571 | 1,650 |
| S Saller | 754 | 368 | 386 |
As a result of the above transactions the interests of the directors and PDMRs in the Company's Ordinary Shares and ADS’s (excluding options, awards under the Company's LTIPs and interests as potential beneficiaries of the Company’s Employee Benefit Trusts) are as follows:
| Name of Director | No. of Ordinary Shares |
| D Mahlan | 279,167 (of which 137,249 are held as ADS) |
| I Menezes | 714,994 (of which 621,996 are held as ADS) |
| Name of PDMR | No. of Ordinary Shares |
| N Blazquez | 95,816 |
| D Cutter | 12,934 |
| A Fennell | 89,434 |
| S Fischer | 9,457 |
| A Gavazzi | 62,387 (of which 34,704 are held as ADS) |
| J Kennedy | 49,094 (of which 44,498 are held as ADS)** |
| A Manz | 27,186 |
| S Moriarty | 41,069 |
| L Wood | 6,874 |
| Name of PDMR | No. of ADS* |
| S Saller | 17,447 |
| L Schwartz | 31,223*** |
V Cooper
Senior Company Secretarial Assistant
23 September 2014
*1 ADS is the equivalent of 4 Ordinary Shares.
** The above interests for J Kennedy include 33 additional ADSs following his annual validation of his 401K account.
*** The above interests for L Schwartz’s include 208 additional ADSs following his annual validation of his 401K account.
# Ordinary Shares/ADS have been sold to meet the requirement to reimburse the Company for PAYE tax and National Insurance/social security liabilities on awards released under the PSP, DIP and also the DELTIP.
| TO: | Regulatory Information Service |
| PR Newswire | |
| RE: | Paragraph 3.1.4 of the Disclosure and Transparency Rules |
The notifications listed below were received under Paragraph 3.1.2 of the Disclosure and Transparency Rules.
Diageo plc (the "Company") announces that it received notification on 25 September 2014 that:
1. the directors shown below were granted the following options over ordinary shares of 28 101/108 pence each in the Company ("Ordinary Shares") or American Depositary Shares ("ADS")*, on 25 September 2014, under the Company's Diageo 2014 Long Term Incentive Plan, approved by shareholders on 18 September 2014 ("DLTIP"):
| Name of Director | No. of Ordinary Shares |
| D Mahlan | 140,590 |
| No. of ADSs | |
| I Menezes | 45,447 |
Each option was granted at a price of £17.96 per Ordinary Share (or $117.55 per ADS) and is exercisable between 25 September 2017 and 24 September 2024, subject to the satisfaction of performance criteria.
2. the directors shown below were granted the following conditional awards over Ordinary Shares or ADS, on 25 September 2014, under the DLTIP:
| Name of Director | No. of Ordinary Shares |
| D Mahlan | 140,590 |
| No. of ADSs | |
| I Menezes | 45,447 |
Each conditional award will vest in September 2017 subject to the satisfaction of performance criteria.
Each conditional award carries a right to receive, on vesting, an amount linked to dividends paid on the Ordinary Shares (or ADSs) subject to the conditional award.
The Ordinary Shares and ADSs received on the exercise of each option/vesting of each conditional award are subject to a retention period of two years during which time the director may not normally transfer, assign or otherwise dispose of the Ordinary Shares or ADSs.
As a result of the above grants and awards the interests in the Company's Ordinary Shares and ADSs (excluding options, awards under the Company's LTIPs and interests as potential beneficiaries of the Company's Employee Benefit Trusts) of the directors are unchanged.
V Cooper
Senior Company Secretarial Assistant
25 September 2014
*1 ADS is the equivalent of 4 Ordinary Shares.
| TO: | Regulatory Information Service |
| PR Newswire | |
| RE: | Paragraph 3.1.4 of the Disclosure and Transparency Rules |
The notification listed below was received under Paragraph 3.1.2 of the Disclosure and Transparency Rules.
Diageo plc (the "Company") announces that it received notification on 25 September 2014 that Anna Manz, a person discharging managerial responsibility ("PDMR"), sold, on 25 September 2014, 5,810 ordinary shares of 28 101/108 pence each in the Company ("Ordinary Shares") at a price per Ordinary Share of £ 18.04.
As a result of the above transaction, Ms Manz interests in the Company's Ordinary Shares (excluding options, awards under the Company's LTIPs and interests as a potential beneficiary of the Company's Employee Benefit Trusts) are now 21,376.
Victoria Cooper
Senior Company Secretarial Assistant
26 September 2014
RNS Number : 9196S
Diageo PLC
29 September 2014
29 September 2014
Diageo plc
Transaction in Own Shares
Diageo plc ('the Company') announces that it has today purchased through Bank of America Merrill Lynch 341,232 ordinary shares at a price of 1760.7919 pence per share. The purchased shares will be held in treasury for the purpose of satisfying options grants and share awards made under the Company's employee share plans.
The total number of shares purchased to be held in Treasury for the purpose of satisfying options grants and share awards made under the Company's employee share plans is 341,232 from 1st July 2014 to today's date.
Following the above purchase, the Company holds 239,620,578 ordinary shares as treasury shares. The total number of ordinary shares in issue (excluding shares held as treasury shares) is 2,514,627,789.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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| TO: | Regulatory Information Service |
| PR Newswire | |
| RE: | Paragraph 5.6.1 of the Disclosure and Transparency Rules |
Diageo plc - Voting Rights and Capital
In conformity with Paragraph 5.6.1 of the Disclosure and Transparency Rules, Diageo plc (the "Company") would like to notify the market of the following:
The Company's issued capital consists of 2,754,248,367 ordinary shares of 28 101/108 pence each ("Ordinary Shares") with voting rights, which includes 239,553,352 Ordinary Shares held in Treasury.
Therefore, the total number of voting rights in the Company is 2,514,695,015 and this figure may be used by shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, the Company under the FCA's Disclosure and Transparency Rules.
V Cooper
Senior Company Secretarial Assistant
30 September 2014
RNS Number : 0742T
Diageo PLC
30 September 2014
30 September 2014
Diageo plc
Transaction in Own Shares
Diageo plc ('the Company') announces that it has today purchased through Bank of America Merrill Lynch 1,060,000 ordinary shares at a price of 1776.5143 pence per share. The purchased shares will be held in treasury for the purpose of satisfying options grants and share awards made under the Company's employee share plans.
The total number of shares purchased to be held in Treasury for the purpose of satisfying options grants and share awards made under the Company's employee share plans is 1,401,232 from 1st July 2014 to today's date.
Following the above purchase, the Company holds 240,613,352 ordinary shares as treasury shares. The total number of ordinary shares in issue (excluding shares held as treasury shares) is 2,513,635,015.
This information is provided by RNS
The company news service from the London Stock Exchange
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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 authorised.
| Diageo plc | ||
| (Registrant) | ||
| Date: 9 October 2014 | By: /s/ V Cooper | |
| Name: V Cooper | ||
| Title: Senior Company Secretarial Assistant |