DIAGEO PLC 6-K
Table of Contents



FORM 6-K

SECURITIES AND EXCHANGE COMMISSION

Report of Foreign Issuer
Pursuant to Rule 13a-16 or 15d-16 of
the Securities Exchange Act of 1934

Diageo plc

(Translation of registrant’s name into English)

8 Henrietta Place, London W1G 0NB

(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 þ                      Form 40-F o

indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

Yes o                      No þ

If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b):82 _____________



 


TABLE OF CONTENTS

SIGNATURES
List identifying information required to be furnished by Diageo plc


Table of Contents

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: 13 May, 2004

         
  By _________________________________
 
Name: J Nicholls
Title:   Deputy Secretary
 
 
     
     
     
 

 


Table of Contents

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 April- 30 April 2004

     
Information
  Required by/when
Public Announcements/Press
  The Stock Exchange, London
Announcement
  Announcement
Company purchases its own securities
  Company purchases its own securities
(1 April 2004)
  (28 April 2004)
Announcement
  Announcement
Transfer of Shares by Diageo Share
  Transfer of Shares by Diageo Share
Ownership Trustee Limited
  Ownership Trustee Limited.
(2 April 2004)
  (30 April 2004)
Announcement
   
Transfer of Shares by Diageo Share
   
Ownership Trustee Limited
   
(8 April 2004)
   
Announcement
   
Messrs Walsh and Rose and Lord Blyth
   
inform company of their beneficial
   
interests
   
(13 April 2004)
   
Announcement
   
Company purchases its own securities
   
(13 April 2004)
   
Announcement
   
Company purchases its own securities
   
(15 April 2004)
   
Announcement
   
Transfer of Shares by
Diageo Share Ownership Trustee Limited.
   
(16 April 2004)
   
Announcement
   
Transfer of Shares by Diageo Share
   
Ownership Trustee Limited and The
   
Capital Group Companies Inc
   
notification of interest in shares
   
of the Company
   
(23 April 2004)
   
Announcement
   
Company purchases its own securities
   
(23 April 2004)
   
Announcement
   
Mr Walsh informs company of his
   
beneficial interests
   
(26 April 2004)
   
Announcement
   
Company purchases its own securities
   
(27 April 2004)
   

 


Table of Contents

   
Company
Diageo PLC
TIDM
DGE
Headline
Purchase of Own Securities
Released
16:48 1 Apr 2004
Number
2525X

DIAGEO PLC
Purchase of Own Shares
Diageo plc announces that it has today purchased for cancellation through Cazenove & Co. Ltd 250,000 ordinary shares at an average price of 707.8247p per share.

END

   
Company
Diageo PLC
TIDM
DGE
Headline
Director Shareholding
Released
14:37 2 Apr 2004
Number
PRNUK-0204

TO:            Regulatory Information Service

                  PR Newswire

RE:            CHAPTER 16 PARAGRAPH 13 OF

                  THE LISTING RULES

Diageo plc (the ‘Company’) announces that it received notification on 2 April 2004 for the purposes of Section 329 of the Companies Act 1985 from Diageo Share Ownership Trustees Limited (the ‘Trustee’), as trustee of the Diageo Share Incentive Plan (the ‘Plan’) that the Trustee sold 496 ordinary shares of 28 101/108 pence in the Company (‘Ordinary Shares’) in respect of participants leaving the Plan and transferred 2,856 Ordinary Shares to participants leaving the Plan. The Ordinary Shares were sold on 30 March 2004 and 1 April 2004 at prices per Ordinary Share of £7.1705 and £7.1010 respectively by the Trustee.

The Plan is an Inland Revenue approved plan operated by Diageo Group companies for the benefit of employees of the Company and its subsidiaries.

                 
Date of           Price Per
Transaction   No of Ordinary Shares Sold   Share
30.03.04
    100     £ 7.1705  
01.04.04
    396     £ 7.1010  
                 
Date of    
Transaction   No of Ordinary Shares Transferred
01.04.04
    2,856  

The total holding of the Trust now amounts to 3,218,042 ordinary shares.

2 April 2004

 


Table of Contents

END

   
Company
Diageo PLC
TIDM
DGE
Headline
Director Shareholding
Released
10:54 8 Apr 2004
Number
PRNUK-0804

TO:           Regulatory Information Service

                  PR Newswire

RE:            CHAPTER 16 PARAGRAPH 13 OF

                  THE LISTING RULES

Diageo plc (the ‘Company’) announces that it received notification on 8 April 2004 for the purposes of Section 329 of the Companies Act 1985 from Diageo Share Ownership Trustees Limited (the ‘Trustee’), as trustee of the Diageo Share Incentive Plan (the ‘Plan’) that the Trustee sold 102 ordinary shares of 28 101/108 pence in the Company (‘Ordinary Shares’) in respect of participants leaving the Plan and transferred 209 Ordinary Shares to participants leaving the Plan. The Ordinary Shares were sold on 5 April 2004 at prices per Ordinary Share of £7.2015 and £7.1357 by the Trustee. The Plan is an Inland Revenue approved plan operated by Diageo Group companies for the benefit of employees of the Company and its subsidiaries.

                 
Date of       Price Per
Transaction   No of Ordinary Shares Sold   Share
05.04.04
    35     £ 7.2015  
05.04.04
    67     £ 7.1357  
                 
Date of    
Transaction   No of Ordinary Shares Transferred
08.04.04
    209  

The total holding of the Trust now amounts to 3,217,731 ordinary shares.

8 April 2004

END

   
Company
Diageo PLC
TIDM
DGE
Headline
Director Shareholding
Released
14:34 13 Apr 2004
Number
PRNUK-1304

TO:          Regulatory Information Service

                 PR Newswire

RE:          CHAPTER 16 PARAGRAPH 13 OF

 


Table of Contents

                 THE LISTING RULES

Diageo plc (the ‘Company’) announces:

1) that it received notification on 13 April 2004 for the purposes of Section 329 of the Companies Act 1985 from Diageo Share Ownership Trustees Limited (the ‘Trustee’), as trustee of the Diageo Share Incentive Plan (the ‘Plan’) that:

(i) the Trustee purchased 45,618 ordinary shares of 28 101/108 pence in the Company (‘Ordinary Shares’) in respect of participants in the Plan on 13 April 2004 at a price of £7.350 per share. The Ordinary Shares were purchased by Diageo Share Ownership Trustees Limited, which holds Ordinary Shares as trustee of the Plan;

(ii) that the following directors of the Company were allocated Ordinary Shares on 13 April 2004 under the Plan, from those purchased by the Trustee as disclosed in (i) above:

                 
Name of Director   Number of Ordinary Shares
N C Rose
    26  
P S Walsh
    26  

The number of Ordinary Shares allocated comprises those purchased by the Trustee 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 £7.350.

The Ordinary Shares are held by 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.

As a result of purchases, awards and transfers made by the Trustee on behalf of the Company on 13 April 2004 in respect of all participants in the Plan, the total holding of the Trustee now amounts to 3,263,349 Ordinary Shares.

2) that it received notification on 13 April 2004 from Lord Blyth that he has purchased 1,014 Ordinary Shares on 13 April 2004 under an arrangement with the Company, whereby he has agreed to use an amount of £7,500 per month, net of tax, from his fees to purchase Ordinary Shares. Lord Blyth 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 £7.350.

3) that the directors mentioned below are participants in the Diageo Dividend Reinvestment Plan and that Ordinary Shares were purchased on 6 April 2004 (with a settlement date of 13 April 2004) at a price of 721.3p in respect of the interim ordinary dividend paid on 6 April 2004:

                 
Name of Director   Number of Ordinary Shares
Lord Blyth
    555  
N C Rose
    2,426  

 


Table of Contents

         
Name of Director Number of Ordinary Shares
R F Chase
    169            
J K Oates
    42            

As a result of the above transactions, the respective directors’ interests in the Company’s Ordinary Shares (excluding options, awards under the Company’s LTIPs and also interests as potential beneficiaries of the Grand Metropolitan No 2 Employee Share Trust and the Diageo Employee Benefit Trust) are as follows:

         
Name of Director Number of Ordinary Shares
Lord Blyth
    40,665       
N C Rose
    172,249       
P S Walsh
    666,896       
R F Chase
    11,779       
J K Oates
    3,313       
13 April 2004
       

END

   
Company
TIDM
Headline
Released
Number
Diageo PLC
DGE
Purchase of Own Securities
16:39 13 Apr 2004
5766X

DIAGEO PLC
Purchase of Own Shares
Diageo plc announces that it has today purchased for cancellation through Cazenove & Co. Ltd 250,000 ordinary shares at an average price of 736.6388p per share.

END

   
Company
TIDM
Headline
Released
Number
Diageo PLC
DGE
Purchase of Own Securities
17:00 15 Apr 2004
6699X

DIAGEO PLC
Purchase of Own Shares
Diageo plc announces that it has today purchased for cancellation through Cazenove & Co. Ltd 250,000 ordinary shares at an average price of 737.2902p per share.

END

   
Company
TIDM
Headline
Diageo PLC
DGE
Director Shareholding

 


Table of Contents

   
Released
Number
11:51 16 Apr 2004
PRNUK-1604

TO:          Regulatory Information Service

                PR Newswire

RE:          CHAPTER 16 PARAGRAPH 13 OF

                THE LISTING RULES

Diageo plc (the ‘Company’) announces that it received notification on 16 April 2004 for the purposes of Section 329 of the Companies Act 1985 from Diageo Share Ownership Trustees Limited (the ‘Trustee’), as trustee of the Diageo Share Incentive Plan (the ‘Plan’) that the Trustee sold 366 ordinary shares of 28 101/108 pence in the Company (‘Ordinary Shares’) in respect of participants leaving the Plan and transferred 3,120 Ordinary Shares to participants leaving the Plan. The Ordinary Shares were sold on 13 April 2004 at prices per Ordinary Share of £7.3755 and £7.376 by the Trustee. The Plan is an Inland Revenue approved plan operated by Diageo Group companies for the benefit of employees of the Company and its subsidiaries.

                   
Date of           Price Per
Transaction   No of Ordinary Shares Sold   Share
13.04.04
    83     £ 7.3755  
13.04.04
    283     £ 7.376  
           
Date of    
Transaction   No of Ordinary Shares Transferred
13.04.04
    3,120  

The total holding of the Trust now amounts to 3,259,863 ordinary shares.

16 April 2004

END

   
Company
TIDM
Headline
Released
Number
Diageo PLC
DGE
Director Shareholdings and Holdings in Company
15:49 23 Apr 2004
PRNUK-2304

TO:         Regulatory Information Service

                PR Newswire

RE:          CHAPTER 9 PARAGRAPH 9 AND CHAPTER 16 PARAGRAPH 13 OF

                THE LISTING RULES

Diageo plc (the ‘Company’) announces:

1) that it received notification on 23 April 2004 for the purposes of Section

 


Table of Contents

329 of the Companies Act 1985 from Diageo Share Ownership Trustees Limited (the ‘Trustee’), as trustee of the Diageo Share Incentive Plan (the ‘Plan’) that the Trustee sold 1,247 ordinary shares of 28 101/108 pence in the Company (‘Ordinary Shares’) in respect of participants leaving the Plan and transferred 16,698 Ordinary Shares to participants leaving the Plan. The Ordinary Shares were sold on 14 April 200 and 22 April 2004 at prices per Ordinary Share of £ 7.3703 and £7.656 by the Trustee. The Plan is an Inland Revenue approved plan operated by Diageo Group companies for the benefit of employees of the Company and its subsidiaries.

                   
Date of           Price Per
Transaction   No of Ordinary Shares Sold   Share
14.04.04
    51     £ 7.3703  
22.04.04
    1,196     £ 7.656  
           
Date of    
Transaction   No of Ordinary Shares Transferred
22.04.04
    16,698  

As a result of the above transactions, the total holding of the Trust now amounts to 3,241,918 ordinary shares.

2) that it received notification on 23 April 2004 for the purposes of Sections 198 to 208 of the Companies Act 1985, from The Capital Group Companies Inc. (‘Capital’) that as at 21 April 2004 Capital had an interest in the Company’s Ordinary Shares representing 3.01 per cent. of the issued share capital. These shares are under Capital’s discretionary investment management and are not owned for their own account. The Holders, Registered Names and the number of Ordinary Shares held by each of them are as follows:

         
Holder
  Number of shares
Capital Guardian Trust Company
    36,972,071  
Registered Name:
       
State Street Nominees Limited, London
    6,017,500  
Bank of New York Nominees, London
    806,800  
Chase Nominees Limited, London
    15,924,586  
BT Globenet Nominees Limited, London
    386,100  
Investors Bank & Trust Co.
    239,800  
Midland Bank plc, London
    5,617,200  
Cede & Co., New York
    14,400  
Bankers Trust, London
    1,486,200  
Barclays Bank, London
    274,600  
Citibank London, London
    14,600  
Nortrust Nominees, London
    4,754,845  

 


Table of Contents

         
Holder
  Number of shares
Royal Bank of Scotland, London
    50,100  
MSS Nominees Limited, London
    23,700  
State Street Bank & Trust Co.
    54,000  
Citibank N.A., Toronto
    33,500  
HSBC Bank plc, London
    14,600  
Mellon Bank N.A., London
    81,900  
ROY Nominees Limited, London
    23,800  
Mellon Nominees (UK) Limited, Glasgow
    1,132,240  
HSBC, Kuala Lumpur
    21,600  
Capital International Limited
    13,013,482  
Registered Name:
       
State Street Nominees Limited, London
    316,753  
Bank of New York Nominees, London
    4,881,137  
Northern Trust, c/o NorTrust Nominees Limited, London
    817,677  
Chase Nominees Limited, London
    1,596,035  
Midland Bank plc, London
    36,000  
Bankers Trust, London
    130,688  
Barclays Bank, London
    42,400  
Morgan Guaranty, London
    229,500  
Nortrust Nominees, London
    2,411,221  
Royal Bank of Scotland
    56,800  
State Street Bank & Trust Co.
    294,600  
Deutsche Bank AG, London
    1,175,300  
HSBC Bank plc, London
    752,220  
Mellon Bank N.A., London
    116,251  
Bank One, London
    108,800  
Clydesdale Bank plc
    48,100  
Capital International S.A.
    1,197,900  

 


Table of Contents

         
Holder
  Number of shares
Registered Name:
       
Chase Nominees Limited, London
    605,200  
Midland Bank plc, Poutney Hill
    257,300  
Barclays Bank, London
    230,600  
Brown Bros., Pittsburgh
    22,800  
Royal Bank of Scotland, London
    33,200  
HSBC Bank plc, London
    48,800  
Capital International, Inc.
    3,791,298  
Registered Name:
       
State Street Nominees Limited, London
    1,337,200  
Bank of New York Nominees, London
    270,900  
Northern Trust, London
    23,500  
Chase Nominees Limited, London
    1,250,600  
Midland Bank plc, Poutney Hill
    80,200  
Bankers Trust, London
    6,900  
Citibank London, London
    13,800  
Nortrust Nominees, London
    248,200  
Royal Bank of Scotland, London
    62,800  
State Street Bank and Trust Co.
    134,400  
Citibank
    15,600  
RBSTB Nominees Ltd., London
    13,300  
Citibank NA, Toronto
    189,498  
HSBC Bank plc, London
    53,700  
JP Morgan Chase Bank
    90,700  
Capital Research and Management Company
    37,112,962  
Registered Name:
       
Chase Nominees Limited, London
    37,112,962  
Total
    92,087,713  

23 April 2004

 


Table of Contents

END

   
Company
TIDM
Headline
Released
Number
Diageo PLC
DGE
Purchase of Own Securities
17:18 23 Apr 2004
9695X

DIAGEO PLC
Purchase of Own Shares
Diageo plc announces that it has today purchased for cancellation through Cazenove & Co. Ltd 250,000 ordinary shares at an average price of 771.62p per share.

END

   
Company
TIDM
Headline
Released
Number
Diageo PLC
DGE
Director Shareholding
15:38 26 Apr 2004
PRNUK-2604

TO:          Regulatory Information Service

                PR Newswire

RE:          CHAPTER 16 PARAGRAPH 13 OF

                THE LISTING RULES

Diageo plc (the ‘Company’) announces that Mr P S Walsh, a director, notified the Company on 26 April 2004 that:

a. on 26 April 2004, he exercised options over 100,000 Ordinary Shares of 28 101/108 pence each in the Company (‘Ordinary Shares’) granted on 20 December 1999 at a price per share of £5.18 under the Senior Executive Share Option Scheme of the Company; and

b. on 26 April 2004, he sold 95,000 Ordinary Shares at a price per share of £ 7.77.

Mr Walsh will retain the balance of 5,000 Ordinary Shares, registered in his own name.

As a result of these transactions Mr Walsh’s interest in Ordinary Shares (excluding options, awards under the Company’s LTIPs and also interests as a potential beneficiary of the Grand Metropolitan No. 2 Employee Share Trust and the Diageo Employee Benefit Trust) is 671,896.

26 April 2004

END

   
Company
TIDM
Headline
Released
Diageo PLC
DGE
Purchase of Own Securities
17:12 27 Apr 2004

 


Table of Contents

Number               0661Y

DIAGEO PLC
Purchase of Own Shares
Diageo plc announces that it has today purchased for cancellation through Cazenove & Co. Ltd 250,000 ordinary shares at an average price of 770.22p per share.

END

   
Company
TIDM
Headline
Released
Number
Diageo PLC
DGE
Purchase of Own Securities
17:01 28 Apr 2004
1174Y

DIAGEO PLC
Purchase of Own Shares
Diageo plc announces that it has today purchased for cancellation through Cazenove & Co. Ltd 250,000 ordinary shares at an average price of 763.0171p per share.

END

   
Company
TIDM
Headline
Released
Number
Diageo PLC
DGE
Director Shareholding
14:18 30 Apr 2004
PRNUK-3004

TO:          Regulatory Information Service

                PR Newswire

RE:          CHAPTER 16 PARAGRAPH 13 OF

                THE LISTING RULES

Diageo plc (the ‘Company’) announces that it received notification on 30 April 2004 for the purposes of Section 329 of the Companies Act 1985 from Diageo Share Ownership Trustees Limited (the ‘Trustee’), as trustee of the Diageo Share Incentive Plan (the ‘Plan’) that the Trustee sold 169 ordinary shares of 28 101/108 pence in the Company (‘Ordinary Shares’) in respect of participants leaving the Plan. The Ordinary Shares were sold on 27 April 2004 at a price per Ordinary Share of £7.675 by the Trustee. The Plan is an Inland Revenue approved plan operated by Diageo Group companies for the benefit of employees of the Company and its subsidiaries.

As a result of the above transactions, the total holding of the Trust now amounts to 3,241,749 ordinary shares.

30 April 2004

END