Ferguson (FERG) 10-Q6 Mar 242024 Q2 Quarterly reportFinancial data

Company Profile

Cover

Cover - shares	6 Months Ended
Cover - shares	Jan. 31, 2024	Feb. 29, 2024
Cover [Abstract]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Jan. 31, 2024
Document Transition Report	false
Entity File Number	001-40066
Entity Registrant Name	Ferguson plc
Entity Incorporation, State or Country Code	Y9
Entity Tax Identification Number	98-1499339
Entity Address, Address Line One	1020 Eskdale Road
Entity Address, Address Line Two	Winnersh Triangle
Entity Address, City or Town	Wokingham
Entity Address, Postal Zip Code	RG41 5TS,
Entity Address, Country	GB
City Area Code	118
Local Phone Number	927 3800
Title of 12(b) Security	Ordinary Shares of 10 pence
Trading Symbol	FERG
Security Exchange Name	NYSE
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		202,813,401
Entity Central Index Key	0001832433
Current Fiscal Year End Date	--07-31
Document Fiscal Year Focus	2024
Document Fiscal Period Focus	Q2
Amendment Flag	false

Condensed Consolidated Statemen

Condensed Consolidated Statements of Earnings (unaudited) - USD ($) shares in Millions, $ in Millions	3 Months Ended		6 Months Ended
	Jan. 31, 2024	Jan. 31, 2023	Jan. 31, 2024	Jan. 31, 2023
Income Statement [Abstract]
Net sales	$ 6,673	$ 6,825	$ 14,381	$ 14,756
Cost of sales	(4,644)	(4,763)	(10,021)	(10,273)
Gross profit	2,029	2,062	4,360	4,483
Selling, general and administrative expenses	(1,469)	(1,432)	(2,981)	(2,941)
Depreciation and amortization	(83)	(81)	(163)	(162)
Operating profit	477	549	1,216	1,380
Interest expense, net	(44)	(47)	(89)	(88)
Other expense, net	0	(7)	(3)	(5)
Income before income taxes	433	495	1,124	1,287
Provision for income taxes	(111)	(121)	(283)	(318)
Net income	$ 322	$ 374	$ 841	$ 969
Earnings per share, Basic (in usd per share)	$ 1.58	$ 1.81	$ 4.13	$ 4.66
Earnings per share, Diluted (in usd per share)	$ 1.58	$ 1.80	$ 4.12	$ 4.64
Weighted average number of shares outstanding:
Basic (in shares)	203.4	207.1	203.6	207.9
Diluted (in shares)	203.9	207.8	204.2	208.8

Condensed Consolidated Statem_2

Condensed Consolidated Statements of Comprehensive Income (unaudited) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jan. 31, 2024	Jan. 31, 2023	Jan. 31, 2024	Jan. 31, 2023
Statement of Comprehensive Income [Abstract]
Net income	$ 322	$ 374	$ 841	$ 969
Other comprehensive income (loss):
Foreign currency translation adjustments	21	18	(14)	(18)
Pension adjustments, net of tax expense of ($2) ($3), ($2) and ($1), respectively.	4	8	5	7
Total other comprehensive income (loss), net of tax	25	26	(9)	(11)
Comprehensive income	$ 347	$ 400	$ 832	$ 958

Condensed Consolidated Statem_3

Condensed Consolidated Statements of Comprehensive Income (unaudited) (Parenthetical) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jan. 31, 2024	Jan. 31, 2023	Jan. 31, 2024	Jan. 31, 2023
Statement of Comprehensive Income [Abstract]
Pension income (loss), tax benefit (expense)	$ (2)	$ (3)	$ (2)	$ (1)

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets (unaudited) - USD ($) $ in Millions	Jan. 31, 2024	Jul. 31, 2023
Assets
Cash and cash equivalents	$ 639	$ 601
Accounts receivable, less allowances of $37 and $27, respectively	3,092	3,597
Inventories	3,968	3,898
Prepaid and other current assets	891	953
Assets held for sale	26	28
Total current assets	8,616	9,077
Property, plant and equipment, net	1,675	1,595
Operating lease right-of-use assets	1,523	1,474
Deferred income taxes, net	300	300
Goodwill	2,264	2,241
Other intangible assets, net	755	783
Other non-current assets	554	524
Total assets	15,687	15,994
Liabilities and shareholders’ equity
Accounts payable	2,985	3,408
Short-term debt	150	55
Current portion of operating lease liabilities	379	366
Other current liabilities	1,274	1,600
Total current liabilities	4,788	5,429
Long-term debt	3,595	3,711
Long-term portion of operating lease liabilities	1,165	1,126
Other long-term liabilities	721	691
Total liabilities	10,269	10,957
Shareholders’ equity:
Ordinary shares, par value 10 pence: 500,000,000 shares authorized, 232,171,182 shares issued	30	30
Paid-in capital	842	809
Retained earnings	9,018	8,557
Treasury shares, 29,168,420 and 27,893,680 shares, respectively at cost	(3,575)	(3,425)
Employee Benefit Trusts, 0 and 274,031 shares, respectively at cost	0	(46)
Accumulated other comprehensive loss	(897)	(888)
Total shareholders' equity	5,418	5,037
Total liabilities and shareholders' equity	$ 15,687	$ 15,994

Condensed Consolidated Balanc_2

Condensed Consolidated Balance Sheets (unaudited) (Parenthetical) $ in Millions	Jan. 31, 2024 USD ($) shares	Jan. 31, 2024 £ / shares	Jul. 31, 2023 USD ($) shares	Jul. 31, 2023 £ / shares
Statement of Financial Position [Abstract]
Allowance for credit loss \| $	$ 37		$ 27
Ordinary shares, par value (in pound sterling per share) \| £ / shares		£ 10		£ 10
Ordinary shares, shares authorized (in shares)	500,000,000		500,000,000
Ordinary shares, shares issued (in shares)	232,171,182		232,171,182
Treasury stock (in shares)	29,168,420		27,893,680
Employee Benefit Trust (in shares)	0		274,031

Condensed Consolidated Statem_4

Condensed Consolidated Statements of Shareholders’ Equity (unaudited) - USD ($) $ in Millions	Total	Ordinary Shares	Paid-in Capital	Retained Earnings	Treasury Shares	Employee Benefit Trusts	Accumulated Other Comprehensive Loss
Beginning balance at Jul. 31, 2022	$ 4,665	$ 30	$ 760	$ 7,594	$ (2,782)	$ (107)	$ (830)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Other comprehensive income (loss)	(37)
Ending balance at Oct. 31, 2022	5,121	30	773	8,129	(2,897)	(47)	(867)
Beginning balance at Jul. 31, 2022	4,665	30	760	7,594	(2,782)	(107)	(830)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Share-based compensation	29		29
Net income	969			969
Cash dividends declared	(552)			(552)
Other comprehensive income (loss)	(11)						(11)
Share repurchases	(375)				(375)
Shares issued under employee share plans	0			(66)	6	60
Ending balance at Jan. 31, 2023	4,725	30	789	7,945	(3,151)	(47)	(841)
Beginning balance at Oct. 31, 2022	5,121	30	773	8,129	(2,897)	(47)	(867)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Share-based compensation	16		16
Net income	374			374
Cash dividends declared	(552)			(552)
Other comprehensive income (loss)	26						26
Share repurchases	(260)				(260)
Shares issued under employee share plans	0			(6)	6
Ending balance at Jan. 31, 2023	4,725	30	789	7,945	(3,151)	(47)	(841)
Beginning balance at Jul. 31, 2023	5,037	30	809	8,557	(3,425)	(46)	(888)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Other comprehensive income (loss)	(34)
Ending balance at Oct. 31, 2023	5,360	30	828	8,858	(3,433)	(1)	(922)
Beginning balance at Jul. 31, 2023	5,037	30	809	8,557	(3,425)	(46)	(888)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Share-based compensation	31		31
Net income	841			841
Cash dividends declared	(312)			(312)
Other comprehensive income (loss)	(9)						(9)
Share repurchases	(176)				(176)
Shares issued under employee share plans	3			(68)	26	45
Other	3		2			1
Ending balance at Jan. 31, 2024	5,418	30	842	9,018	(3,575)	0	(897)
Beginning balance at Oct. 31, 2023	5,360	30	828	8,858	(3,433)	(1)	(922)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Share-based compensation	12		12
Net income	322			322
Cash dividends declared	(160)			(160)
Other comprehensive income (loss)	25						25
Share repurchases	(143)				(143)
Shares issued under employee share plans	(1)			(2)	1
Other	3		2			1
Ending balance at Jan. 31, 2024	$ 5,418	$ 30	$ 842	$ 9,018	$ (3,575)	$ 0	$ (897)

Condensed Consolidated Statem_5

Condensed Consolidated Statements of Shareholders’ Equity (unaudited) (Parenthetical) - $ / shares	3 Months Ended		6 Months Ended
	Jan. 31, 2024	Jan. 31, 2023	Jan. 31, 2024	Jan. 31, 2023
Statement of Stockholders' Equity [Abstract]
Cash dividends (in usd per share)	$ 0.79	$ 2.66	$ 1.54	$ 2.66

Condensed Consolidated Statem_6

Condensed Consolidated Statements of Cash Flows (unaudited) - USD ($) $ in Millions	3 Months Ended		6 Months Ended		29 Months Ended
	Jan. 31, 2024	Jan. 31, 2023	Jan. 31, 2024	Jan. 31, 2023	Jan. 31, 2024
Cash flows from operating activities:
Net income	$ 322	$ 374	$ 841	$ 969
Depreciation and amortization			163	162
Share-based compensation			24	27
Change in deferred income taxes			(6)	(38)
(Increase) decrease in inventories			(52)	237
Decrease in receivables and other assets			565	512
Decrease in accounts payable and other liabilities			(626)	(634)
Decrease in income taxes payable			(40)	(63)
Other operating activities			(6)	3
Net cash provided by operating activities of continuing operations			863	1,175
Net cash used in operating activities of discontinued operations			0	(4)
Net cash provided by operating activities			863	1,171
Cash flows from investing activities:
Purchase of businesses acquired, net of cash acquired			(67)	(179)
Capital expenditures			(192)	(242)
Other investing activities			28	(4)
Net cash used in investing activities			(231)	(425)
Cash flows from financing activities:
Purchase of treasury shares			(250)	(564)	$ (2,700)
Repayments of debt			(1,155)	(1,880)
Proceeds from debt			1,125	1,950
Change in bank overdrafts			6	4
Cash dividends			(305)	(403)
Other financing activities			(18)	(13)
Net cash used in financing activities			(597)	(906)
Change in cash, cash equivalents and restricted cash			35	(160)
Effects of exchange rate changes			0	19
Cash, cash equivalents and restricted cash, beginning of period			669	785
Cash, cash equivalents and restricted cash, end of period	704	644	704	644	704
Supplemental Disclosures:
Cash paid for income taxes			330	419
Cash paid for interest			97	83
Accrued capital expenditures			6	7
Accrued dividends	$ 161	$ 156	$ 161	$ 156	$ 161

Summary of significant accounti

Summary of significant accounting policies	6 Months Ended
Summary of significant accounting policies	Jan. 31, 2024
Accounting Policies [Abstract]
Summary of significant accounting policies	Summary of significant accounting policies Background Ferguson plc (the “Company”) (NYSE: FERG; LSE: FERG) is a public company limited by shares incorporated in Jersey under the Companies (Jersey) Law 1991 (as amended). The Company is a value-added distributor in North America providing expertise, solutions and products from infrastructure, plumbing and appliances to HVAC, fire, fabrication and more. We exist to make our customers’ complex projects simple, successful and sustainable. Ferguson is headquartered in the United Kingdom (“U.K.”), with its operations and associates solely focused on North America and managed from Newport News, Virginia. The Company’s registered office is 13 Castle Street, St Helier, Jersey, JE1 1ES, Channel Islands. Basis of presentation The accompanying unaudited condensed consolidated financial statements and notes to the condensed consolidated financial statements are presented in accordance with the rules and regulations of the SEC and accounting principles generally accepted in the United States of America (“U.S. GAAP”), but do not include all disclosures normally required in annual consolidated financial statements. In the opinion of management, the unaudited condensed consolidated financial statements contain all normal recurring adjustments necessary to present fairly the financial position, results of operations and cash flows for the interim periods presented. The July 31, 2023 condensed consolidated balance sheet was derived from the audited financial statements. For the six months ended January 31, 2023 and to conform to current period presentation, the Company has disaggregated the total change in income taxes within the cash flows from operating activities to reflect the changes in deferred income taxes separately from the changes in income taxes payable. These unaudited interim condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in the Annual Report. The financial results for the interim periods may not be indicative of the financial results for the entire fiscal year. Use of estimates The preparation of the Company's interim condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions affecting certain reported amounts. Actual results may differ from those estimates. Cash, cash equivalents and restricted cash Cash and cash equivalents include cash on hand, deposits with banks with original maturities of three months or less and overdrafts to the extent there is a legal right of offset and practice of net settlement with cash balances. Restricted cash primarily consists of deferred consideration for business combinations, subject to various settlement agreements, and is recorded in prepaid and other current assets in the Company’s condensed consolidated balance sheets. The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within the condensed consolidated balance sheets compared with amounts shown in the condensed consolidated statements of cash flows. As of (In millions) January 31, 2024 July 31, 2023 Cash and cash equivalents $639 $601 Restricted cash 65 68 Total cash, cash equivalents and restricted cash $704 $669 Supplier finance program In October 2023, the Company began a supplier financing program with a third party wherein certain shipping and logistics providers in the United States can opt to receive early payment at a nominal discount. The Company’s standard payment terms under this program is 45 days. All outstanding payables related to the supplier finance program are classified within accounts payable within our unaudited consolidated balance sheets and were $32 million as of January 31, 2024. Recently issued accounting standard updates (“ASU”) In November 2023, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2023-07, “Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures.” This ASU expands public entities’ required segment disclosures, including disclosure of significant segment expenses that are regularly provided to the chief operating decision maker and included within each reported measure of segment profit or loss, an amount and description of its composition for other segment items and interim disclosures of a reportable segment’s profit or loss and assets. This ASU is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. Early adoption is permitted. The Company is currently evaluating the impact of adopting this ASU on its disclosures. In December 2023, the FASB issued ASU No. 2023-09, “Income Taxes (Topic 740): Improvements to Income Tax Disclosures. This ASU provides qualitative and quantitative updates to the rate reconciliation and income taxes paid disclosures, among others, in order to enhance the transparency of income tax disclosures, including consistent categories and greater disaggregation of information in the rate reconciliation and disaggregation by jurisdiction of income taxes paid. The amendments in this ASU are effective for fiscal years beginning after December 15, 2024. Early adoption is permitted. The amendments should be applied prospectively; however, retrospective application is also permitted. The Company is currently evaluating the ASU to determine the impact on its disclosures. Recent accounting pronouncements pending adoption that are not discussed above are either not applicable, or will not have, or are not expected to have, a material impact on our consolidated financial condition, results of operations, cash flows or related disclosures.

Revenue and segment information

Revenue and segment information	6 Months Ended
Revenue and segment information	Jan. 31, 2024
Segment Reporting [Abstract]
Revenue and segment information	Revenue and segment information The Company reports its financial results of operations on a geographical basis in the following two reportable segments: United States and Canada. Each segment generally derives its revenues in the same manner. The Company uses adjusted operating profit as its measure of segment profit. Adjusted operating profit is defined as profit before tax, excluding central and other costs, restructuring costs, impairments and other charges, amortization of acquired intangible assets, net interest expense, as well as other items typically recorded in net other (expense) income such as (loss)/gain on disposal of businesses, pension plan changes/closure costs and amounts recorded in connection with the Company’s interests in investees. Certain income and expenses are not allocated to the Company’s segments and, thus, the information that management uses to make operating decisions and assess performance does not reflect such amounts. Segment details were as follows: Three months ended Six months ended January 31, January 31, (In millions) 2024 2023 2024 2023 Net sales: United States $6,364 $6,504 $13,693 $14,036 Canada 309 321 688 720 Total net sales $6,673 $6,825 $14,381 $14,756 Adjusted operating profit: United States $525 $579 $1,291 $1,424 Canada 9 14 32 47 Central and other costs (14) (11) (30) (25) Corporate restructurings (1) (8) — (8) — Amortization of acquired intangible assets (35) (33) (69) (66) Interest expense, net (44) (47) (89) (88) Other expense, net — (7) (3) (5) Income before income taxes $433 $495 $1,124 $1,287 (1) For the three and six months ended January 31, 2024, corporate restructuring costs related to incremental costs in connection with establishing a new corporate structure to domicile our ultimate parent company in the United States. Our products are delivered through a common network of distribution centers, branches, specialist sales associates, counter service, showroom consultants and e-commerce. The Company recognizes revenue when a sales arrangement with a customer exists, the transaction price is fixed or determinable, collection of consideration is probable and the Company has satisfied its performance obligation per the sales arrangement. The majority of the Company’s revenue originates from sales arrangements with a single performance obligation to deliver products, whereby the performance obligations are satisfied when control of the product is transferred to the customer which is the point the product is delivered to, or collected by, the customer. The Company determined that disaggregating net sales by end market at the segment level achieves the disclosure objective to depict how the nature, amount, timing, and uncertainty of revenue and cash flows may be impacted by economic factors. The disaggregated net sales by end market are as follows: Three months ended Six months ended January 31, January 31, (In millions) 2024 2023 2024 2023 United States: Residential $3,299 $3,420 $7,039 $7,422 Non-residential: Commercial 2,122 2,114 4,592 4,533 Civil/Infrastructure 508 508 1,141 1,146 Industrial 435 462 921 935 Total Non-residential 3,065 3,084 6,654 6,614 Total United States 6,364 6,504 13,693 14,036 Canada 309 321 688 720 Total net sales $6,673 $6,825 $14,381 $14,756 No sales to an individual customer accounted for more than 10% of net sales during any of the periods presented. The Company is a value-added distributor in North America of products from infrastructure, plumbing and appliances to HVAC, fire, fabrication and more. We offer a broad line of products, and items are regularly added to and removed from the Company's inventory. Accordingly, it would be impractical to provide sales information by product category due to the way the business is managed, and the dynamic nature of the inventory offered.

Weighted average shares

Weighted average shares	6 Months Ended
Weighted average shares	Jan. 31, 2024
Earnings Per Share [Abstract]
Weighted average shares	Weighted average shares The following table presents the reconciliation of our basic to diluted weighted average number of shares outstanding: Three months ended Six months ended January 31, January 31, (In millions) 2024 2023 2024 2023 Basic weighted average shares 203.4 207.1 203.6 207.9 Effect of dilutive shares (1) 0.5 0.7 0.6 0.9 Diluted weighted average shares 203.9 207.8 204.2 208.8 Excluded anti-dilutive shares — 0.1 0.1 0.1 (1) Represents the potential dilutive impact of share-based awards.

Income tax

Income tax	6 Months Ended
Income tax	Jan. 31, 2024
Income Tax Disclosure [Abstract]
Income tax	Income tax Ferguson manages its affairs so that it is centrally managed and controlled in the U.K. and therefore has its tax residency in the U.K. The provision for income taxes consists of provisions for the U.K. plus non-U.K. tax rate differentials with respect to other locations in which Ferguson’s operations are based. Accordingly, the consolidated income tax rate is a composite rate reflecting earnings in various locations and the applicable rates. The Company’s tax provision for each period presented was calculated using an estimated annual tax rate, adjusted for discrete items occurring during the applicable period to arrive at an effective tax rate. The effective income tax rates for the relevant periods were as follows: Three months ended Six months ended January 31, January 31, 2024 2023 2024 2023 Effective tax rate, continuing operations 25.6 % 24.4 % 25.2 % 24.7 % During the three and six months ended January 31, 2024, there have been no material changes to the Company’s unrecognized tax benefits when compared to those items disclosed in the Annual Report.

Debt

Debt	6 Months Ended
Debt	Jan. 31, 2024
Debt Disclosure [Abstract]
Debt	Debt The Company’s debt obligations consisted of the following: As of (In millions) January 31, 2024 July 31, 2023 Variable-rate debt: Receivables Facility $75 $50 Term Loan 500 500 Fixed-rate debt: Private placement notes 850 905 Unsecured senior notes 2,350 2,350 Subtotal $3,775 $3,805 Less: current maturities of debt (150) (55) Unamortized discounts and debt issuance costs (19) (22) Interest rate swap - fair value adjustment (11) (17) Total long-term debt $3,595 $3,711 Variable rate debt The Company maintains a Receivables Securitization Facility (the “Receivables Facility”) that consists of funding for up to $1.1 billion, including a swingline for up to $100 million in same day funding. As of January 31, 2024, $75 million in borrowings were outstanding under the Receivables Facility. There was no significant change in interest rates from those disclosed in the Annual Report. The Company’s Credit Agreement, dated October 7, 2022 (the “Term Loan Agreement”), provides for term loans (“Term Loan”) in an aggregate principal amount of $500 million. There was no significant change in interest rates from those disclosed in the Annual Report. The Company maintains a revolving credit facility (the “Revolving Facility”) that has aggregate total available credit commitments of $1.35 billion. As of January 31, 2024, no borrowings were outstanding under the Revolving Facility. Fixed rate debt In November 2023, the Company repaid $55 million related to the 3.30% private placement notes that matured. In November 2024, an additional $150 million of such notes will mature. Other The Company was in compliance with all debt covenants that were in effect as of January 31, 2024.

Assets and liabilities at fair

Assets and liabilities at fair value	6 Months Ended
Assets and liabilities at fair value	Jan. 31, 2024
Fair Value Disclosures [Abstract]
Assets and liabilities at fair value	Assets and liabilities at fair value The Company has not changed its valuation techniques for measuring fair value of any financial assets or liabilities during the periods presented. The carrying amounts of cash and cash equivalents, accounts receivable, accounts payable, accrued liabilities and other debt instruments, such as the receivables securitization facility and term loans, approximated their fair values as of January 31, 2024 and July 31, 2023. The Company’s derivatives (interest rate swaps which are considered fair value hedges) and investments in equity instruments are carried at fair value on the condensed consolidated balance sheets (Level 2 and Level 3 fair value inputs, respectively) and are not material. The notional amount of the Company’s outstanding fair value hedges was $300 million and $355 million as of January 31, 2024 and July 31, 2023, respectively. The notional value of fair value hedges decreased in connection with the repayment of $55 million related to the 3.30% private placement notes that matured in November 2023. Carrying amounts and the related estimated fair value (Level 2) of the Company’s long-term debt were as follows: January 31, 2024 July 31, 2023 (In millions) Carrying Amount Fair Value Carrying Amount Fair Value Unsecured senior notes $2,332 $2,269 $2,330 $2,195 Private placement notes 849 832 904 871

Commitments and contingencies

Commitments and contingencies	6 Months Ended
Commitments and contingencies	Jan. 31, 2024
Commitments and Contingencies Disclosure [Abstract]
Commitments and contingencies	Commitments and contingencies The Company is, from time to time, involved in various legal proceedings considered to be normal course of business in relation to, among other things, the products that we supply, contractual and commercial disputes and disputes with employees. Provision is made if, on the basis of current information and professional advice, liabilities are considered probable. In the case of unfavorable outcomes, the Company may benefit from applicable insurance protection. The Company does not expect any of its pending legal proceedings to have a material adverse effect on its results of operations, financial position or cash flows.

Accumulated other comprehensive

Accumulated other comprehensive loss	6 Months Ended
Accumulated other comprehensive loss	Jan. 31, 2024
Equity [Abstract]
Accumulated other comprehensive loss	Accumulated other comprehensive loss The change in accumulated other comprehensive loss was as follows: (In millions, net of tax) Foreign currency translation Pensions Total Balance at July 31, 2023 ($429) ($459) ($888) Other comprehensive loss before reclassifications (35) (2) (37) Amounts reclassified from accumulated other comprehensive loss — 3 3 Other comprehensive (loss) income (35) 1 (34) Balance at October 31, 2023 (464) (458) (922) Other comprehensive income before reclassifications 21 2 23 Amounts reclassified from accumulated other comprehensive loss — 2 2 Other comprehensive income 21 4 25 Balance at January 31, 2024 ($443) ($454) ($897) (In millions, net of tax) Foreign currency translation Pensions Total Balance at July 31, 2022 ($420) ($410) ($830) Other comprehensive loss before reclassifications (36) (3) (39) Amounts reclassified from accumulated other comprehensive loss — 2 2 Other comprehensive loss (36) (1) (37) Balance at October 31, 2022 (456) (411) (867) Other comprehensive income before reclassifications 18 6 24 Amounts reclassified from accumulated other comprehensive loss — 2 2 Other comprehensive income 18 8 26 Balance at January 31, 2023 ($438) ($403) ($841) Amounts reclassified from accumulated other comprehensive loss related to pension and other post-retirement items include the related income tax impacts. Such amounts consisted of the following: Three months ended Six months ended January 31, January 31, (In millions) 2024 2023 2024 2023 Amortization of actuarial losses $3 $3 $7 $6 Tax benefit (1) (1) (2) (2) Amounts reclassified from accumulated other comprehensive loss $2 $2 $5 $4

Retirement benefit obligations

Retirement benefit obligations	6 Months Ended
Retirement benefit obligations	Jan. 31, 2024
Retirement Benefits [Abstract]
Retirement benefit obligations	Retirement benefit obligations The Company maintains pension plans in the U.K. and Canada. The components of net periodic pension cost, which are included in Other expense, net in the condensed consolidated statements of earnings, were as follows: Three months ended Six months ended January 31, January 31, (In millions) 2024 2023 2024 2023 Interest cost ($15) ($13) ($30) ($25) Expected return on plan assets 15 12 30 24 Amortization of net actuarial losses (3) (3) (7) (6) Net periodic cost ($3) ($4) ($7) ($7) The impact of exchange rate fluctuations is included on the amortization line above.

Shareholders_ equity

Shareholders’ equity	6 Months Ended
Shareholders’ equity	Jan. 31, 2024
Equity [Abstract]
Shareholders’ equity	Shareholders’ equity The following table presents a summary of the Company’s share activity: Three months ended Six months ended January 31, January 31, 2024 2023 2024 2023 Ordinary shares: Balance at beginning of period 232,171,182 232,171,182 232,171,182 232,171,182 Change in shares issued — — — — Balance at end of period 232,171,182 232,171,182 232,171,182 232,171,182 Treasury shares: Balance at beginning of period (28,382,963) (24,069,674) (27,893,680) (21,078,577) Repurchases of ordinary shares (794,755) (1,601,423) (1,492,153) (4,592,520) Treasury shares used to settle share-based compensation awards 9,298 51,162 217,413 51,162 Balance at end of period (29,168,420) (25,619,935) (29,168,420) (25,619,935) Employee Benefit Trusts: Balance at beginning of period (20,819) (284,562) (274,031) (846,491) Employee Benefit Trust shares used to settle share-based compensation awards — 958 253,212 562,887 Shares sold upon termination of Employee Benefit Trust 20,819 — 20,819 — Balance at end of period — (283,604) — (283,604) Total shares outstanding at end of period 203,002,762 206,267,643 203,002,762 206,267,643 Two Employee Benefit Trusts had been previously established in connection with the Company’s discretionary share award plans and long-term incentive plans. As of January 31, 2024, each of these trusts has been terminated with all shares disbursed or sold. The proceeds from shares sold upon termination of the Employee Benefit Trusts were $4 million and included in other financing activities in the statement of cash flow. Share Repurchases Share repurchases are being made under an authorization that allows up to $3.0 billion in share repurchases. As of January 31, 2024, the Company has completed $2.7 billion of the total announced authorized program. The Company is currently purchasing shares under a revocable purchase arrangement with repurchases recorded directly to treasury shares as incurred.

Share-based compensation

Share-based compensation	6 Months Ended
Share-based compensation	Jan. 31, 2024
Share-Based Payment Arrangement [Abstract]
Share-based compensation	Share-based compensation Following adoption by the board of directors of the Company (the “Board”), the Ferguson plc 2023 Omnibus Equity Incentive Plan (the “New Plan”) was approved by the shareholders of the Company at the annual general meeting on November 28, 2023, and became effective as of September 21, 2023, the date of the Board’s adoption of the New Plan. The New Plan provides for the issuance of up to 6,750,000 of the Company’s ordinary shares, subject to the share recycling and adjustment provisions as provided under the New Plan. All new share-based compensation awards granted subsequent to November 28, 2023 will be granted under the New Plan. No new awards will be granted under the Ferguson Group Ordinary Share Plan 2019, Ferguson Group Performance Ordinary Share Plan 2019 or the Ferguson Group Long Term Incentive Plan 2019 (the “Prior Plans”). The Company grants share-based compensation awards that can be broadly characterized by the underlying vesting conditions as follows: • Time vested awards (“time vested”) typically vest at the end of three years. The fair value of these awards are based on the closing share price on the date of grant. • Performance vested awards (“performance vested”) vest at the end of three-year performance cycles. The number of ordinary shares issued varies based upon the Company’s performance against an adjusted operating profit measure. The fair value of the award is based on the closing share price on the date of grant. • Long-term incentive awards granted to Executive Directors (“LTI-ED”) vest at the end of three-year performance cycles. The number of ordinary shares issued varies based upon multiple performance metrics as described below. For LTI-ED awards granted prior to fiscal 2023, the number of ordinary shares to be issued upon vesting will vary based on Company measures of inflation-indexed earnings per share (“EPS”), cash flow and total shareholder return (“TSR”) compared to a peer company set. Based on the performance conditions of these awards granted prior to fiscal 2023, these awards are treated as liability-settled awards. As such, the fair value of these awards are initially determined at the date of grant and are remeasured at each balance sheet date until the liability is settled. Dividend equivalents accrue during the vesting period. As of January 31, 2024 and July 31, 2023, the total liability recorded in connection with these grants was $6 million and $13 million, respectively. In fiscal 2024 and 2023, the Company granted LTI-ED awards in which the ordinary shares to be issued upon vesting vary based on fixed measures of Company defined EPS and return on capital employed (“ROCE”), as well as TSR compared to a peer company set. Dividend equivalents accrue during the vesting period. Based on the performance conditions of these awards, such grants are treated as equity-settled awards (“LTI-ED, equity-settled”) with the fair value determined on the date of grant. Specifically, the fair value of such awards that vest based on achievement of the EPS and ROCE measures are equal to the closing share price on the date of grant. The fair value of the awards that vest based on TSR were determined using a Monte-Carlo simulation, which estimate the fair value based on the Company's share price activity relative to the peer comparative set over the expected term of the award, risk-free interest rate, expected dividends, and the expected volatility of the shares of the Company and that of the peer company set. The following table summarizes the share-based compensation awards activity for the six months ended January 31, 2024: Number of shares Weighted average grant date fair value Outstanding at July 31, 2023 1,158,673 $111.57 Time vested awards 111,285 160.64 Performance vested awards 209,280 158.10 LTI-ED, equity-settled awards 32,050 149.37 Share adjustments based on performance (23,413) 41.67 Vested (469,978) 98.79 Forfeited (14,515) 121.33 Outstanding at January 31, 2024 1,003,382 $135.40 The following table relates to time vested, performance vested and LTI-ED award activity: Six months ended January 31, (In millions, except per share amounts) 2024 Fair value of awards vested $77 Weighted average grant date fair value per share granted $158.11 The following table relates to all share-based compensation awards: Three months ended Six months ended January 31, January 31, (In millions) 2024 2023 2024 2023 Share-based compensation expense (within SG&A) $11 $15 $24 $27 Income tax benefit 3 4 6 7 The total u nrecog nized sh are-based compensation expense at January 31, 2024 was $74 million and is expected to be recognized over a weighted average period of 2.2 years.

Acquisitions

Acquisitions	6 Months Ended
Acquisitions	Jan. 31, 2024
Business Combination and Asset Acquisition [Abstract]
Acquisitions	Acquisitions The Company acquired three businesses during the six months ended January 31, 2024. Each of the acquired businesses is engaged in the distribution of plumbing and heating related products and was acquired to support growth. In each of the Company’s acquisitions, the Company has substantially purchased the acquiree's business and therefore all transactions have been accounted for as a business combination pursuant to FASB Accounting Standards Codification (ASC) 805. The following table summarizes the preliminary purchase price allocation for the assets acquired and liabilities assumed in regards to the Company's acquisitions: (In millions) Intangible assets: Customer relationships $42 Other 1 Cash and cash equivalents 1 Trade and other receivables 7 Inventories 23 Right of use assets 11 Trade and other payables (16) Lease liabilities (11) Deferred tax (3) Other (1) Total 54 Goodwill 27 Consideration $81 Satisfied by: Cash $68 Deferred consideration $13 Total consideration $81 The fair values of the net assets acquired are considered preliminary and are based on management’s best estimates. Further adjustments may be necessary in connection with acquisitions completed in a prior period when additional information becomes available about events that existed at the date of acquisition. Amendments to fair value estimates may be made to these figures during the measurement period following the date of acquisition. There were no material adjustments in the current fiscal year that related to the closing of the measurement period of acquisitions made in the prior fiscal year. As of the date of this Quarterly Report, the Company has made all known material adjustments related to acquisitions in fiscal 2024. The fair value estimates of intangible assets are considered non-recurring, Level 3 measurements within the fair value hierarchy and are estimated as of each respective acquisition date. The goodwill on these acquisitions is attributable to the anticipated profitability of the new markets and product ranges to which the Company has gained access and additional profitability, operating efficiencies and other synergies available in connection with existing markets. All goodwill acquired during the six months ended January 31, 2024 is in the United States segment with $15 million of goodwill expected to be deductible for tax purposes. Deferred consideration represents the expected payout due to certain sellers of acquired businesses that is subject to either 1) a contractual settle-up period or 2) a contingency related to contractually defined performance metrics. If the deferred consideration is contingent on achieving performance metrics, the liability is estimated using assumptions regarding the expectations of an acquiree’s ability to achieve the contractually defined performance metrics over a period of time that typically spans one The businesses acquired during the year-to-date period of fiscal 2024 contributed $4 million to net sales and $4 million in losses to the Company’s income before income tax, including acquired intangible asset amortization, transaction and integration costs for the period between the applicable date of acquisition and January 31, 2024. Acquisition costs during the six months ended January 31, 2024 were not material. Acquisition costs are expensed as incurred and included in SG&A in the Company’s consolidated statements of earnings. The net outflow of cash related to business acquisitions is as follows: Six months ended (In millions) January 31, 2024 Purchase consideration $68 Cash, cash equivalents and bank overdrafts acquired (1) Cash consideration paid, net of cash acquired 67 Deferred and contingent consideration (1) 20 Net cash outflow in respect of the purchase of businesses $87 (1) Included in other financing activities in the Condensed Consolidated Statements of Cash Flows. Pro forma disclosures If each acquisition had been completed on the first day of the prior fiscal year, the Company’s unaudited pro forma net sales would have been: Three months ended Six months ended January 31, January 31, (In millions) 2024 2023 2024 2023 Pro forma net sales $6,700 $6,858 $14,442 $14,822 The impact on income before income tax, including additional amortization, transaction costs and integration costs would not be material in the three and six months ended January 31, 2024 and 2023. These unaudited pro forma results do not necessarily represent financial results that would have been achieved had the acquisition actually occurred at the beginning of the prior fiscal year.

Related party transactions

Related party transactions	6 Months Ended
Related party transactions	Jan. 31, 2024
Related Party Transactions [Abstract]
Related party transactions	Related party transactions For the three and six months ended January 31, 2024, the Company purchased $2 million and $8 million, respectively, compared with $6 million and $13 million in the same periods of fiscal 2023, respectively, of delivery, installation and related administrative services from a company that is, or is an indirect wholly-owned subsidiary of a company that is, controlled or significantly influenced by a Ferguson Non-Employee Director. The services were purchased on an arm’s-length basis. In December 2023, this related party relationship ended. As such, we do not expect any future services provided by this company to constitute a related party transaction. No material amounts are due to any related party entities.

Summary of significant accoun_2

Summary of significant accounting policies (Policies)	6 Months Ended
Summary of significant accounting policies (Policies)	Jan. 31, 2024
Accounting Policies [Abstract]
Basis of presentation	Basis of presentation The accompanying unaudited condensed consolidated financial statements and notes to the condensed consolidated financial statements are presented in accordance with the rules and regulations of the SEC and accounting principles generally accepted in the United States of America (“U.S. GAAP”), but do not include all disclosures normally required in annual consolidated financial statements. In the opinion of management, the unaudited condensed consolidated financial statements contain all normal recurring adjustments necessary to present fairly the financial position, results of operations and cash flows for the interim periods presented. The July 31, 2023 condensed consolidated balance sheet was derived from the audited financial statements. For the six months ended January 31, 2023 and to conform to current period presentation, the Company has disaggregated the total change in income taxes within the cash flows from operating activities to reflect the changes in deferred income taxes separately from the changes in income taxes payable. These unaudited interim condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in the Annual Report. The financial results for the interim periods may not be indicative of the financial results for the entire fiscal year.
Use of estimates	Use of estimates The preparation of the Company's interim condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions affecting certain reported amounts. Actual results may differ from those estimates.
Cash, cash equivalents and restricted cash	Cash, cash equivalents and restricted cash Cash and cash equivalents include cash on hand, deposits with banks with original maturities of three months or less and overdrafts to the extent there is a legal right of offset and practice of net settlement with cash balances. Restricted cash primarily consists of deferred consideration for business combinations, subject to various settlement agreements, and is recorded in prepaid and other current assets in the Company’s condensed consolidated balance sheets.
Supplier finance program	Supplier finance program In October 2023, the Company began a supplier financing program with a third party wherein certain shipping and logistics providers in the United States can opt to receive early payment at a nominal discount. The Company’s standard payment terms under this program is 45 days. All outstanding payables related to the supplier finance program are classified within accounts payable within our unaudited consolidated balance sheets and were $32 million as of January 31, 2024.
Recently issued accounting standard updates (“ASU”)	Recently issued accounting standard updates (“ASU”) In November 2023, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2023-07, “Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures.” This ASU expands public entities’ required segment disclosures, including disclosure of significant segment expenses that are regularly provided to the chief operating decision maker and included within each reported measure of segment profit or loss, an amount and description of its composition for other segment items and interim disclosures of a reportable segment’s profit or loss and assets. This ASU is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. Early adoption is permitted. The Company is currently evaluating the impact of adopting this ASU on its disclosures. In December 2023, the FASB issued ASU No. 2023-09, “Income Taxes (Topic 740): Improvements to Income Tax Disclosures. This ASU provides qualitative and quantitative updates to the rate reconciliation and income taxes paid disclosures, among others, in order to enhance the transparency of income tax disclosures, including consistent categories and greater disaggregation of information in the rate reconciliation and disaggregation by jurisdiction of income taxes paid. The amendments in this ASU are effective for fiscal years beginning after December 15, 2024. Early adoption is permitted. The amendments should be applied prospectively; however, retrospective application is also permitted. The Company is currently evaluating the ASU to determine the impact on its disclosures. Recent accounting pronouncements pending adoption that are not discussed above are either not applicable, or will not have, or are not expected to have, a material impact on our consolidated financial condition, results of operations, cash flows or related disclosures.
Legal matters	The Company is, from time to time, involved in various legal proceedings considered to be normal course of business in relation to, among other things, the products that we supply, contractual and commercial disputes and disputes with employees. Provision is made if, on the basis of current information and professional advice, liabilities are considered probable. In the case of unfavorable outcomes, the Company may benefit from applicable insurance protection. The Company does not expect any of its pending legal proceedings to have a material adverse effect on its results of operations, financial position or cash flows.

Summary of significant accoun_3

Summary of significant accounting policies (Tables)	6 Months Ended
Summary of significant accounting policies (Tables)	Jan. 31, 2024
Accounting Policies [Abstract]
Schedule of Cash and Cash Equivalents	The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within the condensed consolidated balance sheets compared with amounts shown in the condensed consolidated statements of cash flows. As of (In millions) January 31, 2024 July 31, 2023 Cash and cash equivalents $639 $601 Restricted cash 65 68 Total cash, cash equivalents and restricted cash $704 $669

Revenue and segment informati_2

Revenue and segment information (Tables)	6 Months Ended
Revenue and segment information (Tables)	Jan. 31, 2024
Segment Reporting [Abstract]
Schedule of Segment Reporting	Segment details were as follows: Three months ended Six months ended January 31, January 31, (In millions) 2024 2023 2024 2023 Net sales: United States $6,364 $6,504 $13,693 $14,036 Canada 309 321 688 720 Total net sales $6,673 $6,825 $14,381 $14,756 Adjusted operating profit: United States $525 $579 $1,291 $1,424 Canada 9 14 32 47 Central and other costs (14) (11) (30) (25) Corporate restructurings (1) (8) — (8) — Amortization of acquired intangible assets (35) (33) (69) (66) Interest expense, net (44) (47) (89) (88) Other expense, net — (7) (3) (5) Income before income taxes $433 $495 $1,124 $1,287 (1) For the three and six months ended January 31, 2024, corporate restructuring costs related to incremental costs in connection with establishing a new corporate structure to domicile our ultimate parent company in the United States. Three months ended Six months ended January 31, January 31, (In millions) 2024 2023 2024 2023 United States: Residential $3,299 $3,420 $7,039 $7,422 Non-residential: Commercial 2,122 2,114 4,592 4,533 Civil/Infrastructure 508 508 1,141 1,146 Industrial 435 462 921 935 Total Non-residential 3,065 3,084 6,654 6,614 Total United States 6,364 6,504 13,693 14,036 Canada 309 321 688 720 Total net sales $6,673 $6,825 $14,381 $14,756

Weighted average shares (Tables

Weighted average shares (Tables)	6 Months Ended
Weighted average shares (Tables)	Jan. 31, 2024
Earnings Per Share [Abstract]
Schedule of Weighted Average Shares, Basic and Diluted	The following table presents the reconciliation of our basic to diluted weighted average number of shares outstanding: Three months ended Six months ended January 31, January 31, (In millions) 2024 2023 2024 2023 Basic weighted average shares 203.4 207.1 203.6 207.9 Effect of dilutive shares (1) 0.5 0.7 0.6 0.9 Diluted weighted average shares 203.9 207.8 204.2 208.8 Excluded anti-dilutive shares — 0.1 0.1 0.1 (1) Represents the potential dilutive impact of share-based awards.

Income tax (Tables)

Income tax (Tables)	6 Months Ended
Income tax (Tables)	Jan. 31, 2024
Income Tax Disclosure [Abstract]
Schedule of Reconciliation of Income Tax Expense	The effective income tax rates for the relevant periods were as follows: Three months ended Six months ended January 31, January 31, 2024 2023 2024 2023 Effective tax rate, continuing operations 25.6 % 24.4 % 25.2 % 24.7 %

Debt (Tables)

Debt (Tables)	6 Months Ended
Debt (Tables)	Jan. 31, 2024
Debt Disclosure [Abstract]
Schedule of Debt	The Company’s debt obligations consisted of the following: As of (In millions) January 31, 2024 July 31, 2023 Variable-rate debt: Receivables Facility $75 $50 Term Loan 500 500 Fixed-rate debt: Private placement notes 850 905 Unsecured senior notes 2,350 2,350 Subtotal $3,775 $3,805 Less: current maturities of debt (150) (55) Unamortized discounts and debt issuance costs (19) (22) Interest rate swap - fair value adjustment (11) (17) Total long-term debt $3,595 $3,711

Assets and liabilities at fai_2

Assets and liabilities at fair value (Tables)	6 Months Ended
Assets and liabilities at fair value (Tables)	Jan. 31, 2024
Fair Value Disclosures [Abstract]
Schedule of Assets and Liabilities Recorded at Fair Value	Carrying amounts and the related estimated fair value (Level 2) of the Company’s long-term debt were as follows: January 31, 2024 July 31, 2023 (In millions) Carrying Amount Fair Value Carrying Amount Fair Value Unsecured senior notes $2,332 $2,269 $2,330 $2,195 Private placement notes 849 832 904 871

Accumulated other comprehensi_2

Accumulated other comprehensive loss (Tables)	6 Months Ended
Accumulated other comprehensive loss (Tables)	Jan. 31, 2024
Equity [Abstract]
Schedule of Accumulated Other Comprehensive Loss	The change in accumulated other comprehensive loss was as follows: (In millions, net of tax) Foreign currency translation Pensions Total Balance at July 31, 2023 ($429) ($459) ($888) Other comprehensive loss before reclassifications (35) (2) (37) Amounts reclassified from accumulated other comprehensive loss — 3 3 Other comprehensive (loss) income (35) 1 (34) Balance at October 31, 2023 (464) (458) (922) Other comprehensive income before reclassifications 21 2 23 Amounts reclassified from accumulated other comprehensive loss — 2 2 Other comprehensive income 21 4 25 Balance at January 31, 2024 ($443) ($454) ($897) (In millions, net of tax) Foreign currency translation Pensions Total Balance at July 31, 2022 ($420) ($410) ($830) Other comprehensive loss before reclassifications (36) (3) (39) Amounts reclassified from accumulated other comprehensive loss — 2 2 Other comprehensive loss (36) (1) (37) Balance at October 31, 2022 (456) (411) (867) Other comprehensive income before reclassifications 18 6 24 Amounts reclassified from accumulated other comprehensive loss — 2 2 Other comprehensive income 18 8 26 Balance at January 31, 2023 ($438) ($403) ($841)
Schedule of Reclassification Out of Accumulated Other Comprehensive Income	Amounts reclassified from accumulated other comprehensive loss related to pension and other post-retirement items include the related income tax impacts. Such amounts consisted of the following: Three months ended Six months ended January 31, January 31, (In millions) 2024 2023 2024 2023 Amortization of actuarial losses $3 $3 $7 $6 Tax benefit (1) (1) (2) (2) Amounts reclassified from accumulated other comprehensive loss $2 $2 $5 $4

Retirement benefit obligations

Retirement benefit obligations (Tables)	6 Months Ended
Retirement benefit obligations (Tables)	Jan. 31, 2024
Retirement Benefits [Abstract]
Schedule of Benefit Obligations in Excess of Fair Value of Plan Assets	The components of net periodic pension cost, which are included in Other expense, net in the condensed consolidated statements of earnings, were as follows: Three months ended Six months ended January 31, January 31, (In millions) 2024 2023 2024 2023 Interest cost ($15) ($13) ($30) ($25) Expected return on plan assets 15 12 30 24 Amortization of net actuarial losses (3) (3) (7) (6) Net periodic cost ($3) ($4) ($7) ($7)

Shareholders_ equity (Tables)

Shareholders’ equity (Tables)	6 Months Ended
Shareholders’ equity (Tables)	Jan. 31, 2024
Equity [Abstract]
Summary of Share Activity	The following table presents a summary of the Company’s share activity: Three months ended Six months ended January 31, January 31, 2024 2023 2024 2023 Ordinary shares: Balance at beginning of period 232,171,182 232,171,182 232,171,182 232,171,182 Change in shares issued — — — — Balance at end of period 232,171,182 232,171,182 232,171,182 232,171,182 Treasury shares: Balance at beginning of period (28,382,963) (24,069,674) (27,893,680) (21,078,577) Repurchases of ordinary shares (794,755) (1,601,423) (1,492,153) (4,592,520) Treasury shares used to settle share-based compensation awards 9,298 51,162 217,413 51,162 Balance at end of period (29,168,420) (25,619,935) (29,168,420) (25,619,935) Employee Benefit Trusts: Balance at beginning of period (20,819) (284,562) (274,031) (846,491) Employee Benefit Trust shares used to settle share-based compensation awards — 958 253,212 562,887 Shares sold upon termination of Employee Benefit Trust 20,819 — 20,819 — Balance at end of period — (283,604) — (283,604) Total shares outstanding at end of period 203,002,762 206,267,643 203,002,762 206,267,643

Share-based compensation (Table

Share-based compensation (Tables)	6 Months Ended
Share-based compensation (Tables)	Jan. 31, 2024
Share-Based Payment Arrangement [Abstract]
Schedule of Award Activity	The following table summarizes the share-based compensation awards activity for the six months ended January 31, 2024: Number of shares Weighted average grant date fair value Outstanding at July 31, 2023 1,158,673 $111.57 Time vested awards 111,285 160.64 Performance vested awards 209,280 158.10 LTI-ED, equity-settled awards 32,050 149.37 Share adjustments based on performance (23,413) 41.67 Vested (469,978) 98.79 Forfeited (14,515) 121.33 Outstanding at January 31, 2024 1,003,382 $135.40 The following table relates to time vested, performance vested and LTI-ED award activity: Six months ended January 31, (In millions, except per share amounts) 2024 Fair value of awards vested $77 Weighted average grant date fair value per share granted $158.11
Schedule of Share-Based Compensation Awards	The following table relates to all share-based compensation awards: Three months ended Six months ended January 31, January 31, (In millions) 2024 2023 2024 2023 Share-based compensation expense (within SG&A) $11 $15 $24 $27 Income tax benefit 3 4 6 7

Acquisitions (Tables)

Acquisitions (Tables)	6 Months Ended
Acquisitions (Tables)	Jan. 31, 2024
Business Combination and Asset Acquisition [Abstract]
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed	The following table summarizes the preliminary purchase price allocation for the assets acquired and liabilities assumed in regards to the Company's acquisitions: (In millions) Intangible assets: Customer relationships $42 Other 1 Cash and cash equivalents 1 Trade and other receivables 7 Inventories 23 Right of use assets 11 Trade and other payables (16) Lease liabilities (11) Deferred tax (3) Other (1) Total 54 Goodwill 27 Consideration $81 Satisfied by: Cash $68 Deferred consideration $13 Total consideration $81
Schedule of Businesses Acquired	The net outflow of cash related to business acquisitions is as follows: Six months ended (In millions) January 31, 2024 Purchase consideration $68 Cash, cash equivalents and bank overdrafts acquired (1) Cash consideration paid, net of cash acquired 67 Deferred and contingent consideration (1) 20 Net cash outflow in respect of the purchase of businesses $87 (1) Included in other financing activities in the Condensed Consolidated Statements of Cash Flows.
Business Acquisition, Pro Forma Information	If each acquisition had been completed on the first day of the prior fiscal year, the Company’s unaudited pro forma net sales would have been: Three months ended Six months ended January 31, January 31, (In millions) 2024 2023 2024 2023 Pro forma net sales $6,700 $6,858 $14,442 $14,822

Summary of significant accoun_4

Summary of significant accounting policies - Cash and Cash Equivalents (Details) - USD ($) $ in Millions	Jan. 31, 2024	Jul. 31, 2023
Accounting Policies [Abstract]
Cash and cash equivalents	$ 639	$ 601
Restricted cash	65	68
Total cash, cash equivalents and restricted cash	$ 704	$ 669

Summary of significant accoun_5

Summary of significant accounting policies - Narrative (Details) $ in Millions	Jan. 31, 2024 USD ($)
Accounting Policies [Abstract]
Supplier finance program, payment timing, period	45 days
Supplier finance program, obligation, current	$ 32

Revenue and segment informati_3

Revenue and segment information - Narrative (Details)	6 Months Ended
Revenue and segment information - Narrative (Details)	Jan. 31, 2024 segment
Segment Reporting [Abstract]
Number of reportable segments	2

Revenue and segment informati_4

Revenue and segment information - Items not Allocated (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jan. 31, 2024	Jan. 31, 2023	Jan. 31, 2024	Jan. 31, 2023
Net sales:
Total net sales	$ 6,673	$ 6,825	$ 14,381	$ 14,756
Adjusted operating profit:
Central and other costs	(14)	(11)	(30)	(25)
Amortization of acquired intangible assets	(35)	(33)	(69)	(66)
Interest expense, net	(44)	(47)	(89)	(88)
Other expense, net	0	(7)	(3)	(5)
Income before income taxes	433	495	1,124	1,287
Corporate restructurings
Adjusted operating profit:
Corporate restructurings	(8)	0	(8)	0
United States
Net sales:
Total net sales	6,364	6,504	13,693	14,036
Adjusted operating profit:
Adjusted operating profit:	525	579	1,291	1,424
Canada
Net sales:
Total net sales	309	321	688	720
Adjusted operating profit:
Adjusted operating profit:	$ 9	$ 14	$ 32	$ 47

Revenue and segment informati_5

Revenue and segment information - Disaggregation of Net Sales (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jan. 31, 2024	Jan. 31, 2023	Jan. 31, 2024	Jan. 31, 2023
Segment Reporting Information [Line Items]
Total net sales	$ 6,673	$ 6,825	$ 14,381	$ 14,756
United States
Segment Reporting Information [Line Items]
Total net sales	6,364	6,504	13,693	14,036
Canada
Segment Reporting Information [Line Items]
Total net sales	309	321	688	720
Residential \| United States
Segment Reporting Information [Line Items]
Total net sales	3,299	3,420	7,039	7,422
Non-residential: \| United States
Segment Reporting Information [Line Items]
Total net sales	3,065	3,084	6,654	6,614
Commercial \| United States
Segment Reporting Information [Line Items]
Total net sales	2,122	2,114	4,592	4,533
Civil/Infrastructure \| United States
Segment Reporting Information [Line Items]
Total net sales	508	508	1,141	1,146
Industrial \| United States
Segment Reporting Information [Line Items]
Total net sales	$ 435	$ 462	$ 921	$ 935

Weighted average shares (Detail

Weighted average shares (Details) - shares shares in Millions	3 Months Ended		6 Months Ended
	Jan. 31, 2024	Jan. 31, 2023	Jan. 31, 2024	Jan. 31, 2023
Earnings Per Share [Abstract]
Basic weighted-average shares (in shares)	203.4	207.1	203.6	207.9
Effect of dilutive shares (in shares)	0.5	0.7	0.6	0.9
Diluted weighted-average shares (in shares)	203.9	207.8	204.2	208.8
Excluded anti-dilutive shares (in shares)	0	0.1	0.1	0.1

Income tax - Schedule of Effect

Income tax - Schedule of Effective Income Tax Rate (Details)	3 Months Ended		6 Months Ended
	Jan. 31, 2024	Jan. 31, 2023	Jan. 31, 2024	Jan. 31, 2023
Income Tax Disclosure [Abstract]
Effective tax rate, continuing operations	25.60%	24.40%	25.20%	24.70%

Debt - Schedule of Debt (Detail

Debt - Schedule of Debt (Details) - USD ($) $ in Millions	Jan. 31, 2024	Jul. 31, 2023	Oct. 07, 2022
Debt Instrument [Line Items]
Subtotal	$ 3,775	$ 3,805
Less: current maturities of debt	(150)	(55)
Unamortized discounts and debt issuance costs	(19)	(22)
Interest rate swap - fair value adjustment	(11)	(17)
Total long-term debt	3,595	3,711
Receivables Facility \| Receivables Facility
Debt Instrument [Line Items]
Subtotal	75	50
Term Loan \| Term Loan
Debt Instrument [Line Items]
Subtotal	500	500	$ 500
Private placement notes \| Private placement notes
Debt Instrument [Line Items]
Subtotal	850	905
Unsecured senior notes \| Unsecured senior notes
Debt Instrument [Line Items]
Subtotal	$ 2,350	$ 2,350

Debt - Narrative (Details)

Debt - Narrative (Details) - USD ($)	1 Months Ended		6 Months Ended
Debt - Narrative (Details) - USD ($)	Nov. 30, 2024	Nov. 30, 2023	Jan. 31, 2024	Jan. 31, 2023	Jul. 31, 2023	Oct. 07, 2022
Schedule Of Long-Term And Short-Term Debt [Line Items]
Term loan principal amount			$ 3,775,000,000		$ 3,805,000,000
Repayments of debt			1,155,000,000	$ 1,880,000,000
Line of Credit \| Revolving Credit Facility
Schedule Of Long-Term And Short-Term Debt [Line Items]
Line of credit facility			1,350,000,000
Borrowings outstanding			0
Receivables Facility \| Receivables Facility
Schedule Of Long-Term And Short-Term Debt [Line Items]
Debt instrument, face amount			1,100,000,000
Swingline adjustment			100,000,000
Term loan principal amount			75,000,000
Term Loan \| Term Loan
Schedule Of Long-Term And Short-Term Debt [Line Items]
Term loan principal amount			$ 500,000,000		$ 500,000,000	$ 500,000,000
Private placement notes \| Private placement notes
Schedule Of Long-Term And Short-Term Debt [Line Items]
Repayments of debt		$ 55,000,000
Interest rate (in percent)		3.30%
Private placement notes \| Private placement notes \| Forecast
Schedule Of Long-Term And Short-Term Debt [Line Items]
Repayments of debt	$ 150,000,000

Assets and liabilities at fai_3

Assets and liabilities at fair value - Narrative (Details) - USD ($) $ in Millions	1 Months Ended	6 Months Ended
	Nov. 30, 2023	Jan. 31, 2024	Jan. 31, 2023	Jul. 31, 2023
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Hedged liability, fair value hedge		$ 300		$ 355
Repayments of debt		$ 1,155	$ 1,880
Private placement notes \| Private placement notes
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Repayments of debt	$ 55
Interest rate (in percent)	3.30%

Assets and liabilities at fai_4

Assets and liabilities at fair value -Debt Measured at Fair Value (Details) - Level 2 - USD ($) $ in Millions	Jan. 31, 2024	Jul. 31, 2023
Unsecured senior notes
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Carrying Amount	$ 2,332	$ 2,330
Fair Value	2,269	2,195
Private placement notes
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Carrying Amount	849	904
Fair Value	$ 832	$ 871

Accumulated other comprehensi_3

Accumulated other comprehensive loss - Change in AOCI (Details) - USD ($) $ in Millions	3 Months Ended				6 Months Ended
	Jan. 31, 2024	Oct. 31, 2023	Jan. 31, 2023	Oct. 31, 2022	Jan. 31, 2024	Jan. 31, 2023
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Beginning balance	$ 5,360	$ 5,037	$ 5,121	$ 4,665	$ 5,037	$ 4,665
Other comprehensive income (loss) before reclassifications	23	(37)	24	(39)
Amounts reclassified from accumulated other comprehensive loss	2	3	2	2
Total other comprehensive income (loss), net of tax	25	(34)	26	(37)	(9)	(11)
Ending balance	5,418	5,360	4,725	5,121	5,418	4,725
AOCI Attributable to Parent
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Beginning balance	(922)	(888)	(867)	(830)	(888)	(830)
Total other comprehensive income (loss), net of tax	25		26		(9)	(11)
Ending balance	(897)	(922)	(841)	(867)	(897)	(841)
Foreign currency translation
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Beginning balance	(464)	(429)	(456)	(420)	(429)	(420)
Other comprehensive income (loss) before reclassifications	21	(35)	18	(36)
Amounts reclassified from accumulated other comprehensive loss	0	0	0	0
Total other comprehensive income (loss), net of tax	21	(35)	18	(36)
Ending balance	(443)	(464)	(438)	(456)	(443)	(438)
Pensions
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Beginning balance	(458)	(459)	(411)	(410)	(459)	(410)
Other comprehensive income (loss) before reclassifications	2	(2)	6	(3)
Amounts reclassified from accumulated other comprehensive loss	2	3	2	2
Total other comprehensive income (loss), net of tax	4	1	8	(1)
Ending balance	$ (454)	$ (458)	$ (403)	$ (411)	$ (454)	$ (403)

Accumulated other comprehensi_4

Accumulated other comprehensive loss - Reclassification Out of AOCI (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jan. 31, 2024	Jan. 31, 2023	Jan. 31, 2024	Jan. 31, 2023
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items]
Tax benefit	$ 111	$ 121	$ 283	$ 318
Net income	(322)	(374)	(841)	(969)
Reclassification out of Accumulated Other Comprehensive Income \| Employee Benefit Trusts
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items]
Amortization of actuarial losses	3	3	7	6
Tax benefit	(1)	(1)	(2)	(2)
Net income	$ 2	$ 2	$ 5	$ 4

Retirement benefit obligation_2

Retirement benefit obligations - Net Periodic Cost (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jan. 31, 2024	Jan. 31, 2023	Jan. 31, 2024	Jan. 31, 2023
Retirement Benefits [Abstract]
Interest cost	$ (15)	$ (13)	$ (30)	$ (25)
Expected return on plan assets	15	12	30	24
Amortization of net actuarial losses	(3)	(3)	(7)	(6)
Net periodic cost	$ (3)	$ (4)	$ (7)	$ (7)

Shareholders_ equity - Summary

Shareholders’ equity - Summary of Share Activity (Details) - shares	3 Months Ended		6 Months Ended
	Jan. 31, 2024	Jan. 31, 2023	Jan. 31, 2024	Jan. 31, 2023	Oct. 31, 2023	Jul. 31, 2023	Oct. 31, 2022	Jul. 31, 2022
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Balance at beginning of period (in shares)			232,171,182
Balance at end of period (in shares)	232,171,182		232,171,182
Treasury stock, beginning balance (in shares)	(29,168,420)		(29,168,420)			(27,893,680)
Treasury stock, ending balance (in shares)	(29,168,420)		(29,168,420)
Total shares outstanding at end of period (in shares)	203,002,762	206,267,643	203,002,762	206,267,643
Ordinary Shares
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Balance at beginning of period (in shares)	232,171,182	232,171,182	232,171,182	232,171,182
Change in shares issued (in shares)	0	0	0	0
Balance at end of period (in shares)	232,171,182	232,171,182	232,171,182	232,171,182
Treasury Shares
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Treasury stock, beginning balance (in shares)	(29,168,420)	(25,619,935)	(29,168,420)	(25,619,935)	(28,382,963)	(27,893,680)	(24,069,674)	(21,078,577)
Repurchases of ordinary shares (in shares)	(794,755)	(1,601,423)	(1,492,153)	(4,592,520)
Treasury shares used to settle share-based compensation awards (in shares)	9,298	51,162	217,413	51,162
Treasury stock, ending balance (in shares)	(29,168,420)	(25,619,935)	(29,168,420)	(25,619,935)
Employee Benefit Trusts
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Balance at beginning of period (in shares)	20,819	284,562	274,031	846,491
Employee Benefit Trust shares used to settle share-based compensation awards (in shares)	0	958	253,212	562,887
Shares sold upon termination of Employee Benefit Trust	20,819	0	20,819	0
Balance at end of period (in shares)	0	283,604	0	283,604

Shareholders_ equity - Narrativ

Shareholders’ equity - Narrative (Details) $ in Millions	6 Months Ended		29 Months Ended
Shareholders’ equity - Narrative (Details) $ in Millions	Jan. 31, 2024 USD ($) trust	Jan. 31, 2023 USD ($)	Jan. 31, 2024 USD ($)
Equity [Abstract]
Number of employee benefit trusts \| trust	2
Proceeds from shares sold in period	$ 4		$ 4
Authorized stock to repurchased	3,000		3,000
Purchase of treasury shares	$ 250	$ 564	$ 2,700

Share-based compensation - Narr

Share-based compensation - Narrative (Details) - USD ($) $ in Millions	6 Months Ended
	Jan. 31, 2024	Sep. 21, 2023	Jul. 31, 2023
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Share based payment, cost not yet recognized	$ 74
Share based payment, cost not yet recognized, period for recognition (in years)	2 years 2 months 12 days
2023 Omnibus Equity Incentive Plan
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Number of shares authorized (in shares)		6,750,000
Time vested awards
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Share based compensation, award vesting period (in years)	3 years
Performance vested awards
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Share based compensation, award vesting period (in years)	3 years
LTI-ED, equity-settled awards
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Share based compensation, award vesting period (in years)	3 years
Employee Stock \| Ferguson Group Long-Term Incentive Plan
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Liability in connection with grants	$ 6		$ 13

Share-based compensation - Summ

Share-based compensation - Summary of Awards (Details)	6 Months Ended
Share-based compensation - Summary of Awards (Details)	Jan. 31, 2024 $ / shares shares
Number of shares
Beginning Balance Outstanding (in shares) \| shares	1,158,673
Vested (in shares) \| shares	(469,978)
Forfeited (in shares) \| shares	(14,515)
Ending Balance Outstanding (in shares) \| shares	1,003,382
Weighted average grant date fair value
Outstanding, Weighted average grant date fair value, Beginning Balance (in usd per share) \| $ / shares	$ 111.57
Vested, Weighted average grant date fair value (in usd per share) \| $ / shares	98.79
Forfeited, Weighted average grant date fair value (in usd per share) \| $ / shares	121.33
Outstanding, Weighted average grant date fair value, Ending Balance (in usd per share) \| $ / shares	$ 135.40
Time vested awards
Number of shares
Grants (in shares) \| shares	111,285
Weighted average grant date fair value
Granted, Weighted average grant date fair value (in usd per share) \| $ / shares	$ 160.64
Performance vested awards
Number of shares
Grants (in shares) \| shares	209,280
Weighted average grant date fair value
Granted, Weighted average grant date fair value (in usd per share) \| $ / shares	$ 158.10
LTI-ED, equity-settled awards
Number of shares
Grants (in shares) \| shares	32,050
Weighted average grant date fair value
Granted, Weighted average grant date fair value (in usd per share) \| $ / shares	$ 149.37
Share adjustments based on performance
Number of shares
Share adjustments based on performance (in shares) \| shares	(23,413)
Weighted average grant date fair value
Share adjustments based on performance, Weighted average grant date fair value (in usd per share) \| $ / shares	$ 41.67

Share-based compensation - Su_2

Share-based compensation - Summary of Time Vested, Performance Vested and Long-Term Incentive Awards (Details) $ / shares in Units, $ in Millions	6 Months Ended
	Jan. 31, 2024 USD ($) $ / shares
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Fair value of awards vested \| $	$ 77
Time Vested, Performance Vested, and Long Term Incentive Awards
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Weighted-average grant date fair value per share granted (in usd per share) \| $ / shares	$ 158.11

Share-based compensation - Sche

Share-based compensation - Schedule of Expense (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jan. 31, 2024	Jan. 31, 2023	Jan. 31, 2024	Jan. 31, 2023
Share-Based Payment Arrangement [Abstract]
Share-based compensation expense (within SG&A)	$ 11	$ 15	$ 24	$ 27
Income tax benefit	$ 3	$ 4	$ 6	$ 7

Acquisitions - Narrative (Detai

Acquisitions - Narrative (Details) $ in Millions	6 Months Ended
Acquisitions - Narrative (Details) $ in Millions	Jan. 31, 2024 USD ($) business
Business Acquisition [Line Items]
Number of businesses acquired \| business	3
Goodwill	$ 15
Revenue since acquisition date	4
Earnings (loss) since acquisition date	$ (4)
Minimum
Business Acquisition [Line Items]
Service period (in years)	1 year
Maximum
Business Acquisition [Line Items]
Service period (in years)	3 years

Acquisitions - Schedule of Asse

Acquisitions - Schedule of Assets and Liabilities Acquired (Details) $ in Millions	6 Months Ended
	Jan. 31, 2024 USD ($)
Business Acquisition [Line Items]
Cash and cash equivalents	$ 1
Trade and other receivables	7
Inventories	23
Right of use assets	11
Trade and other payables	(16)
Lease liabilities	(11)
Deferred tax	(3)
Other	(1)
Total	54
Goodwill	27
Total consideration	81
Cash	68
Deferred consideration	13
Customer relationships
Business Acquisition [Line Items]
Intangible assets:	42
Other
Business Acquisition [Line Items]
Intangible assets:	$ 1

Acquisitions - Net Cash Outflow

Acquisitions - Net Cash Outflow (Details) - USD ($) $ in Millions	6 Months Ended
	Jan. 31, 2024	Jan. 31, 2023
Business Combination and Asset Acquisition [Abstract]
Purchase consideration	$ 68
Cash, cash equivalents and bank overdrafts acquired	(1)
Cash consideration paid, net of cash acquired	67	$ 179
Deferred and contingent consideration	20
Net cash outflow in respect of the purchase of businesses	$ 87

Acquisitions - Pro Forma (Detai

Acquisitions - Pro Forma (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
Acquisitions - Pro Forma (Details) - USD ($) $ in Millions	Jan. 31, 2024	Jan. 31, 2023	Jan. 31, 2024	Jan. 31, 2023
Business Combination and Asset Acquisition [Abstract]
Pro forma net sales	$ 6,700	$ 6,858	$ 14,442	$ 14,822

Related party transactions (Det

Related party transactions (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jan. 31, 2024	Jan. 31, 2023	Jan. 31, 2024	Jan. 31, 2023
Non-Executive Directors
Related Party Transaction [Line Items]
Purchases from related party	$ 2	$ 6	$ 8	$ 13