UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of Earliest Event Reported): June 3 4, 2024

FERGUSON PLC

(Exact Name of Registrant as Specified in its Charter)

Jersey, Channel Islands

~~001-40066~~

~~98-1499339~~

001-40066

98-1499339

(State or Other Jurisdiction of Incorporation)

(Commission File Number)

(IRS Employer Identification Number)

(State or Other Jurisdictionof Incorporation)

(CommissionFile Number)

(IRS EmployerIdentification Number)

1020 Eskdale Road, Winnersh Triangle, Wokingham,

Berkshire, United Kingdom

RG41 5TS

(Address of Principal Executive Offices)

(Zip Code)

Registrant’s Telephone Number, Including Area Code: +44 (0) 118 927 3800

Not Applicable

(Former Name or Former Address, if Changed Since Last Report.)


Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2.):


☐			Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)


☐			Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)


☐			Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))


☐			Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


Securities registered pursuant to Section 12(b) of the Act:

Title of each class

~~TradingSymbol(s)~~

~~Name of each exchange on which registered~~

TradingSymbol(s)

Name of each exchangeon which registered

Ordinary Shares of 10 pence

~~FERG~~

~~New York Stock Exchange~~

FERG

New York Stock Exchange

Indicate by check mark

London Stock Exchange


Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).


Emerging growth company ☐


If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 82.0102 ~~Other~~Results ~~Events~~of Operations and Financial Condition.

~~Ferguson~~On ~~Enterprises~~June ~~Inc.~~4, 2024, Ferguson plc (the “~~FEI~~Company”) issued a press release onannouncing ~~June 3~~the Company’s financial results for the quarter ended April 30, 2024. ~~announcing~~A copy of the ~~appointment~~press ofrelease ~~Ms. Rekha~~is ~~Agrawal~~furnished ~~and~~as MrExhibit 99. ~~Richard~~1 ~~Beckwitt~~to asthis ~~new~~Current ~~directors~~Report ofon ~~FEI~~Form as8-K ~~well~~and asis ~~the~~incorporated ~~deadlines~~herein ~~for~~by ~~submitting~~reference.The ~~stockholder~~information ~~proposals~~disclosed pursuant to ~~Rule~~this ~~14a-8~~Item ~~under~~2.02 (including Exhibit 99.1) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), ~~and~~or ~~any~~otherwise ~~other~~subject ~~proposals~~to inthe ~~connection~~liability ~~with~~of ~~FEI’s~~that ~~first~~section ~~annual~~and ~~meeting~~shall ofnot ~~stockholders~~be onincorporated ~~December 5,~~by ~~2024.~~reference Ainto ~~copy~~any ofregistration statement or other document filed under the ~~press~~Securities ~~release~~Act isof ~~attached~~1933, as ~~Exhibit~~amended, ~~99.1~~or tothe ~~this~~Exchange ~~Current~~Act, ~~Report~~except onas ~~Form 8-K and~~shall isbe ~~incorporated~~expressly ~~herein~~set forth by specific reference. in any such filing.


Item 9.01			Financial Statements and Exhibits.


(d)			Exhibits

ExhibitNo.	Exhibit
Exhibit No.		Description
99.1	~~Press Release of Ferguson Enterprises Inc., dated June 3, 2024~~	Press Release dated June 4, 2024
104	~~Cover Page Interactive Data File (embedded within the Inline XBRL document)~~	Cover Page Interactive Data File (embedded within the Inline XBRL document)

2SIGNATURES

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 hereunto duly authorized.
		Ferguson plc
Date:	June 4, 2024	By:	/s/ William Brundage
		Name:	William Brundage
		Title:	Chief Financial Officer

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, hereunto duly authorized.

FERGUSON PLC

Date: June 3, 2024

/s/ Katherine McCormick

Katherine McCormick

Company Secretary

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