UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
Date: 28 April 2023
Commission File Number: 001-14958
NATIONAL GRID plc
(Translation
of registrant’s name into English)
England and Wales
(Jurisdiction
of Incorporation)
1-3 Strand, London, WC2N 5EH, United Kingdom
(Address
of principal executive office)
Indicate
by check mark whether the registrant files or will file annual
reports under cover of Form 20-F or Form 40-F.
☒ Form 20-F
☐ Form 40-F
Indicate
by check mark if the registrant is submitting the Form 6-K in paper
as permitted by Regulation S-T Rule
101(b)(1): ☐
Indicate
by check mark if the registrant is submitting the Form 6-K in paper
as permitted by Regulation S-T Rule
101(b)(7): ☐
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 ☒ No
If
“Yes” is marked, indicate below the file number
assigned to the registrant in connection with Rule 12g3-2(b):
n/a
EXHIBIT INDEX
|
Exhibit No.
|
Description
|
|
99.1
|
Exhibit
99.1 Announcement sent to the London Stock Exchange on 03 April 2023
— Total Voting Rights
|
|
99.2
|
Exhibit
99.2 Announcement sent to the London Stock Exchange on 04 April 2023
— Director/PDMR Shareholding
|
|
99.3
|
Exhibit
99.3 Announcement sent to the London Stock Exchange on 11 April 2023
— Director/PDMR Shareholding
|
|
99.4
|
Exhibit
99.4 Announcement sent to the London Stock Exchange on 13 April 2023
— Director/PDMR Shareholding
|
|
99.5
|
Exhibit
99.5 Announcement sent to the London Stock Exchange on 14 April 2023
— Pre-Close Update ahead of 22/23 Full Year
Results
|
|
99.6
|
Exhibit
99.6 Announcement sent to the London Stock Exchange on 26
April
2023 — Director’s Other Appointment
|
Exhibit
99.1
3 April 2023
National Grid plc ('National
Grid' or 'Company')
Voting Rights update
National Grid's registered capital as of 31 March 2023 consisted
of 3,930,371,661 ordinary shares, of which, 252,991,898 were
held as treasury shares; leaving a balance of 3,677,379,763 with
voting rights.
The figure of 3,677,379,763 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,
National Grid under the FCA's Disclosure Guidance and Transparency
Rules.
Pritti Patel
General Counsel, Corporate and Deputy Company
Secretary
Exhibit
99.2
4 April 2023
National Grid plc ('National
Grid' or 'Company')
Notification of Transaction of Person Discharging Managerial
Responsibilities ('PDMR')
This announcement is made in accordance with Article
19 of
the Market Abuse Regulation ('MAR') and relates to the National
Grid US Employee Stock Purchase Plan ('ESPP') monthly purchase on
behalf of a PDMR. The relevant FCA notification is set out
below.
|
1
|
Details of the person discharging managerial responsibilities /
person closely associated
|
|
a)
|
Name
|
Adriana
Karaboutis
|
|
2
|
Reason for the notification
|
|
a)
|
Position/status
|
Chief
Information and Digital Officer
|
|
b)
|
Initial notification /Amendment
|
Initial
notification
|
|
3
|
Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
|
|
a)
|
Name
|
National
Grid plc
|
|
b)
|
LEI
|
8R95QZMKZLJX5Q2XR704
|
|
4
|
Details of the transaction(s): section to be repeated for (i) each
type of instrument; (ii) each type of transaction; (iii) each date;
and (iv) each place where transactions have been
conducted
|
|
a)
|
Description of the financial instrument, type of
instrument
Identification code
|
American Depository Shares
US 6362744095
|
|
b)
|
Nature of the transaction
|
Monthly purchase of securities under the National Grid US Employee
Stock Purchase Plan
|
|
c)
|
Price(s) and volume(s)
|
Price(s)
|
Volume(s)
|
|
$57.744325
|
34.319390
|
|
d)
|
Aggregated information
- Aggregated volume
- Price
|
|
|
e)
|
Date of the transaction
|
2023.04.03
|
|
|
|
|
|
f)
|
Place of the transaction
|
Outside
a trading venue
|
Exhibit
99.3
11 April 2023
National Grid plc ('National
Grid' or 'Company')
Notification of Transaction of Person Discharging Managerial
Responsibilities ('PDMR')
This announcement is made in accordance with Article
19 of
the Market Abuse Regulation ('MAR') and relates to the following
PDMR acquiring shares following the partial vesting of an award
under the Company's Retention Award Plan
('RAP').
This vesting relates to a RAP Award made to the PDMR in December
2020. The award was conditional on
continued employment with the Company and on the satisfaction of
the performance conditions approved by the Remuneration
Committee, which (after
tax on the gross award) must be retained until the shareholding
requirement is met. This award is subject to malus and clawback
provisions.
In accordance with MAR the relevant Financial Conduct Authority
modification is set out below.
|
1
|
Details of the person discharging managerial responsibilities /
person closely associated
|
|
a)
|
Name
|
Justine Campbell
|
|
2
|
Reason for the notification
|
|
a)
|
Position/status
|
Group General Counsel & Company Secretary
|
|
b)
|
Initial notification /Amendment
|
Initial notification
|
|
3
|
Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
|
|
a)
|
Name
|
National
Grid plc
|
|
b)
|
LEI
|
8R95QZMKZLJX5Q2XR704
|
|
4
|
Details of the transaction(s): section to be repeated for (i) each
type of instrument; (ii) each type of transaction; (iii) each date;
and (iv) each place where transactions have been
conducted
|
|
a)
|
Description of the financial instrument, type of
instrument
Identification code
|
Ordinary shares of 12 204/473p each
GB00BDR05C01
|
|
b)
|
Nature of the transaction
|
Vesting of the second tranche of shares in respect of the 14
December 2020 RAP Award.
|
|
c)
|
Price(s) and volume(s)
|
Price(s)
|
Volume(s)
|
|
Nil
|
30,172
|
|
d)
|
Aggregated information
- Aggregated volume
- Price
|
|
|
e)
|
Date of the transaction
|
2023.04.06
|
|
f)
|
Place of the transaction
|
London
Stock Exchange (XLON)
|
|
4
|
Details of the transaction(s): section to be repeated for (i) each
type of instrument; (ii) each type of transaction; (iii) each date;
and (iv) each place where transactions have been
conducted
|
|
a)
|
Description of the financial instrument, type of
instrument
Identification code
|
Ordinary shares of 12 204/473p each
GB00BDR05C01
|
|
b)
|
Nature of the transaction
|
Automatic disposal of shares resulting from RAP Award exercise to
cover tax liabilities.
|
|
c)
|
Price(s) and volume(s)
|
Price(s)
|
Volume(s)
|
|
GBP
11.26623
|
14,231
|
|
d)
|
Aggregated information
- Aggregated volume
- Price
|
|
|
e)
|
Date of the transaction
|
2023.04.06
|
|
f)
|
Place of the transaction
|
London
Stock Exchange (XLON)
|
Exhibit
99.4
13 April 2023
National Grid plc ('National
Grid' or 'Company')
Notification of Transactions of Persons Discharging Managerial
Responsibilities ('PDMRs')
This announcement is made in accordance with Article
19 of
the Market Abuse Regulation ('MAR') and relates to the National
Grid Share Incentive Plan ('SIP') monthly purchases on behalf of
PDMRs.
In accordance with MAR the relevant Financial Conduct Authority
('FCA') notifications are set out below.
|
1
|
Details of the person discharging managerial responsibilities /
person closely associated
|
|
a)
|
Name
|
Andy
Agg
|
|
2
|
Reason for the notification
|
|
a)
|
Position/status
|
Chief
Financial Officer
|
|
b)
|
Initial notification /Amendment
|
Initial
notification
|
|
3
|
Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
|
|
a)
|
Name
|
National
Grid plc
|
|
b)
|
LEI
|
8R95QZMKZLJX5Q2XR704
|
|
4
|
Details of the transaction(s): section to be repeated for (i) each
type of instrument; (ii) each type of transaction; (iii) each date;
and (iv) each place where transactions have been
conducted
|
|
a)
|
Description of the financial instrument, type of
instrument
Identification code
|
Ordinary shares of 12 204/473p each
GB00BDR05C01
|
|
b)
|
Nature of the transaction
|
Monthly purchase of securities ("partnership
shares") under the Share Incentive Plan
|
|
c)
|
Price(s) and volume(s)
|
Price(s)
|
Volume(s)
|
|
GBP 11.4433
|
13
|
|
d)
|
Aggregated information
- Aggregated volume
- Price
|
|
|
e)
|
Date of the transaction
|
2023.04.11
|
|
f)
|
Place of the transaction
|
London
Stock Exchange (XLON)
|
|
1
|
Details of the person discharging managerial responsibilities /
person closely associated
|
|
a)
|
Name
|
John
Pettigrew
|
|
2
|
Reason for the notification
|
|
a)
|
Position/status
|
Chief
Executive Officer
|
|
b)
|
Initial notification /Amendment
|
Initial
notification
|
|
3
|
Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
|
|
a)
|
Name
|
National
Grid plc
|
|
b)
|
LEI
|
8R95QZMKZLJX5Q2XR704
|
|
4
|
Details of the transaction(s): section to be repeated for (i) each
type of instrument; (ii) each type of transaction; (iii) each date;
and (iv) each place where transactions have been
conducted
|
|
a)
|
Description of the financial instrument, type of
instrument
Identification code
|
Ordinary shares of 12 204/473p each
GB00BDR05C01
|
|
b)
|
Nature of the transaction
|
Monthly purchase of securities ("partnership
shares") under the Share Incentive Plan
|
|
c)
|
Price(s) and volume(s)
|
Price(s)
|
Volume(s)
|
|
GBP 11.4433
|
13
|
|
d)
|
Aggregated information
- Aggregated volume
- Price
|
|
|
e)
|
Date of the transaction
|
2023.04.11
|
|
f)
|
Place of the transaction
|
London
Stock Exchange (XLON)
|
|
1
|
Details of the person discharging managerial responsibilities /
person closely associated
|
|
a)
|
Name
|
Will
Serle
|
|
2
|
Reason for the notification
|
|
a)
|
Position/status
|
Chief
People & Culture Officer
|
|
b)
|
Initial notification /Amendment
|
Initial
notification
|
|
3
|
Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
|
|
a)
|
Name
|
National
Grid plc
|
|
b)
|
LEI
|
8R95QZMKZLJX5Q2XR704
|
|
4
|
Details of the transaction(s): section to be repeated for (i) each
type of instrument; (ii) each type of transaction; (iii) each date;
and (iv) each place where transactions have been
conducted
|
|
a)
|
Description of the financial instrument, type of
instrument
Identification code
|
Ordinary shares of 12 204/473p each
GB00BDR05C01
|
|
b)
|
Nature of the transaction
|
Monthly purchase of securities ("partnership
shares") under the Share Incentive Plan
|
|
c)
|
Price(s) and volume(s)
|
Price(s)
|
Volume(s)
|
|
GBP 11.4433
|
13
|
|
d)
|
Aggregated information
- Aggregated volume
- Price
|
|
|
e)
|
Date of the transaction
|
2023.04.11
|
|
f)
|
Place of the transaction
|
London
Stock Exchange (XLON)
|
|
1
|
Details of the person discharging managerial responsibilities /
person closely associated
|
|
a)
|
Name
|
Ben Wilson
|
|
2
|
Reason for the notification
|
|
a)
|
Position/status
|
Chief Strategy and External Affairs Officer and Interim President,
National Grid Ventures
|
|
b)
|
Initial notification /Amendment
|
Initial notification
|
|
3
|
Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
|
|
a)
|
Name
|
National
Grid plc
|
|
b)
|
LEI
|
8R95QZMKZLJX5Q2XR704
|
|
4
|
Details of the transaction(s): section to be repeated for (i) each
type of instrument; (ii) each type of transaction; (iii) each date;
and (iv) each place where transactions have been
conducted
|
|
a)
|
Description of the financial instrument, type of
instrument
Identification code
|
Ordinary shares of 12 204/473p each
GB00BDR05C01
|
|
b)
|
Nature of the transaction
|
Monthly purchase of securities ("partnership
shares") under the Share Incentive Plan
|
|
c)
|
Price(s) and volume(s)
|
Price(s)
|
Volume(s)
|
|
GBP 11.4433
|
13
|
|
d)
|
Aggregated information
- Aggregated volume
- Price
|
|
|
e)
|
Date of the transaction
|
2023.04.11
|
|
f)
|
Place of the transaction
|
London
Stock Exchange (XLON)
|
Exhibit
99.5
14 April 2023
National Grid plc
Pre-Close Update ahead of 2022/23 Full Year Results
National Grid today issues a pre-close update ahead of announcing
results for the year ending 31 March 2023 on 18 May
2023.
Overall, the Group's performance is in line with our expectations.
As set out at half year results, we continue to expect underlying
EPS growth for FY2022/23 in the middle of our 6-8% CAGR growth
range.
Though not expected to impact FY2022/23 results, the UK
Government's introduction of 'full expensing' tax relief for
capital expenditure from 1 April 2023 to 31 March 2026, whilst
economically neutral to National Grid, is expected to impact
underlying earnings from FY2024-26.
Expected lower cash tax payable will result in reduced revenues in
UK Electricity Transmission and UK Electricity Distribution,
resulting in a broadly neutral cash position. However, these
impacts, alongside a corresponding increase in IFRS deferred tax
liabilities, will result in a net adverse impact to statutory and
underlying earnings.
Taking this into account, the Group still expects to deliver
underlying EPS growth of 6-8% CAGR across the five-year period from
FY2022-26, but this is now expected to be towards the lower end of
this range. Further updates will be provided with our detailed
FY2023/24 guidance as part of full year results.
Finally, following the start of the RIIO-ED2 regulatory period on 1
April 2023, we will be hosting an investor event in London on 6
July 2023 showcasing our National Grid Electricity Distribution
businesses.
Enquiries and contacts
Investors and Analysts:
Nick Ashworth
+44 (0) 7814 355 590
Angela Broad
+44 (0) 7825 351 918
James Flanagan
+44 (0) 7970 778 952
Media:
Molly
Neal
+44 (0) 7583 102 727
Danielle Dominey-Kent
+44 (0) 7812 485 153
CAUTIONARY STATEMENT
This announcement contains certain statements that are neither
reported financial results nor other historical information. These
statements are forward-looking statements within the meaning of
Section 27A of the Securities Act of 1933, as amended, and Section
21E of the Securities Exchange Act of 1934, as amended. These
statements include information with respect to National Grid's (the
Company) financial condition, its results of operations and
businesses, strategy, plans and objectives. Words such as 'aims',
'anticipates', 'expects', 'should', 'intends', 'plans', 'believes',
'outlook', 'seeks', 'estimates', 'targets', 'may', 'will',
'continue', 'project' and similar expressions, as well as
statements in the future tense, identify forward-looking
statements. This document also references climate-related targets
and climate-related risks which differ from conventional financial
risks in that they are complex, novel and tend to involve
projection over long term scenarios which are subject to
significant uncertainty and change. These forward-looking
statements are not guarantees of National Grid's future performance
and are subject to assumptions, risks and uncertainties that could
cause actual future results to differ materially from those
expressed in or implied by such forward-looking statements or
targets. Many of these assumptions, risks and uncertainties relate
to factors that are beyond National Grid's ability to control,
predict or estimate precisely, such as changes in laws or
regulations, including any arising as a result of the current
energy crisis, announcements from and decisions by governmental
bodies or regulators, including those relating to the RIIO-T2 and
RIIO-ED2 price controls and the creation of a future system
operator; the timing of construction and delivery by third parties
of new generation projects requiring connection; breaches of, or
changes in, environmental, climate change and health and safety
laws or regulations, including breaches or other incidents arising
from the potentially harmful nature of its activities; network
failure or interruption (including any that result in safety and/or
environmental events), the inability to carry out critical
non-network operations and damage to infrastructure, due to adverse
weather conditions including the impact of major storms as well as
the results of climate change, due to counterparties being unable
to deliver physical commodities, or due to the failure of or
unauthorised access to or deliberate breaches of National Grid's IT
systems and supporting technology; failure to adequately forecast
and respond to disruptions in energy supply; performance against
regulatory targets and standards and against National Grid's peers
with the aim of delivering stakeholder expectations regarding costs
and efficiency savings, as well as against targets and standards
designed to deliver net zero; and customers and counterparties
(including financial institutions) failing to perform their
obligations to the Company. Other factors that could cause actual
results to differ materially from those described in this
announcement include fluctuations in exchange rates, interest rates
and commodity price indices; restrictions and conditions (including
filing requirements) in National Grid's borrowing and debt
arrangements, funding costs and access to financing; regulatory
requirements for the Company to maintain financial resources in
certain parts of its business and restrictions on some
subsidiaries' transactions such as paying dividends, lending or
levying charges; the delayed timing of recoveries and payments in
National Grid's regulated businesses, and whether aspects of its
activities are contestable; the funding requirements and
performance of National Grid's pension schemes and other
post-retirement benefit schemes; the failure to attract, develop
and retain employees with the necessary competencies, including
leadership and business capabilities, and any significant disputes
arising with National Grid's employees or the breach of laws or
regulations by its employees; the failure to respond to market
developments, including competition for onshore transmission; the
threats and opportunities presented by emerging technology; the
failure by the Company to respond to, or meet its own commitments
as a leader in relation to, climate change development activities
relating to energy transition, including the integration of
distributed energy resources; and the need to grow the Company's
business to deliver its strategy, as well as incorrect or
unforeseen assumptions or conclusions (including unanticipated
costs and liabilities) relating to business development activity,
including the integration of its UK Electricity Distribution
business, and the sale of a 60% stake in its UK Gas Transmission
and Metering business. For further details regarding these and
other assumptions, risks and uncertainties that may impact National
Grid, please read the Strategic Report section and the 'Risk
factors' on pages 253 to 256 of National Grid's most recent Annual
Report and Accounts, as updated by National Grid's unaudited
half-year financial information for the six months ended 30
September 2022 published on 10 November 2022. In addition, new
factors emerge from time to time and National Grid cannot assess
the potential impact of any such factor on its activities or the
extent to which any factor, or combination of factors, may cause
actual future results to differ materially from those contained in
any forward-looking statement. Except as may be required by law or
regulation, the Company undertakes no obligation to update any of
its forward-looking statements, which speak only as of the date of
this announcement.
Exhibit
99.6
27 April 2023
National Grid plc (National
Grid or Company)
Director's Other Appointment
In accordance with 9.6.14R of the Listing Rules of the UK Financial
Conduct Authority, Iain Mackay, an independent Non-executive
Director of National Grid, will join the Board of Schroders plc as
a Non-executive Director with effect from 1 January
2024.
Pritti Patel
General Counsel, Corporate and Deputy Company
Secretary
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant has duly caused this report to be signed on
its behalf by the undersigned, thereunto duly
authorized.
|
|
NATIONAL GRID
plc
|
|
|
|
|
|
|
By:
|
/s/Ceri Jamond
_______________________
|
|
|
|
Ceri Jamond
Senior Assistant Company Secretary
|
Date:
28 April
2023
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