6-K 1 d196171d6k.htm FORM 6-K Form 6-K

 

 

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

August 20, 2021

 

 

 

BHP GROUP LIMITED

(ABN 49 004 028 077)

(Exact name of Registrant as specified in its charter)

 

VICTORIA, AUSTRALIA

(Jurisdiction of incorporation or organisation)

 

171 COLLINS STREET, MELBOURNE,

VICTORIA 3000 AUSTRALIA

(Address of principal executive offices)

  

BHP GROUP PLC

(REG. NO. 3196209)

(Exact name of Registrant as specified in its charter)

 

ENGLAND AND WALES

(Jurisdiction of incorporation or organisation)

 

NOVA SOUTH, 160 VICTORIA STREET

LONDON, SW1E 5LB

UNITED KINGDOM

(Address of principal executive offices)

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

 

 

 

LOGO

20 August 2021

ASX Listing Rules Appendix 3Y

Change of Director’s Interest Notice

 

Name of entities

   

BHP Group Limited

   

BHP Group Plc

  

ABN 49 004 028 077

   

REG NO 3196209

We (the entities) give the ASX the following information under listing rule 3.19A. 2 and as agent for the director for the purposes of section 205G of the Corporations Act.

 

Name of Director   

Mike Henry

Date of last notice   

22 October 2020

Part 1 – Change of director’s relevant interests in securities

In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust

Note: In the case of a company, interests which come within paragraph (i) of the definition of “notifiable interest of a director” should be disclosed in this part.

 

Direct or indirect interest    Direct
Nature of indirect interest (including registered holder)    -
Date of change    18 August 2021
No. of securities held prior to change   

Ordinary shares:

 

BHP Group Limited

198,979 – Direct

BHP Group Plc

196,262 – Direct

 

Options and other rights:

 

BHP Group Limited

876,663 Maximum number of Performance Shares (ordinary shares of BHP Group Limited) under the Long Term Incentive Plan.

17,420 Deferred Shares (ordinary shares in BHP Group Limited) under the Short Term Incentive Plan.

88,696 Deferred Shares (ordinary shares in BHP Group Limited) under the Cash and Deferred Plan.

Class    Ordinary shares in BHP Group Limited
Number acquired    245,423 ordinary shares of BHP Group Limited
Number disposed   

119,072ordinary shares of BHP Group Limited

Value/Consideration   

Vesting of 209,780 at nil cost

35,643 Dividend Equivalent Payments in shares at nil cost Sale of 119,072 at AUD$44.53 per share (average)

No. of securities held after change   

Ordinary shares:

 

BHP Group Limited

325,330 – Direct

BHP Group Plc

196,262 – Direct

 

Options and other rights:

 

BHP Group Limited

684,303 Maximum number of Performance Shares (ordinary shares of BHP Group Limited) under the Long Term Incentive Plan.

88,696 Deferred Shares (ordinary shares in BHP Group Limited) under the Cash and Deferred Plan.

Nature of change

Example: on-market trade, off-market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in buy-back

   

The acquisition of:

 

•   17,420 ordinary shares in BHP Group Limited following the vesting of Deferred Shares under the FY2019 Short Term Incentive Plan;

 

•   192,360 ordinary shares in BHP Group Limited following the vesting of the 2016 Long Term Incentive Plan awards*; and

 

•   35,643 ordinary shares in BHP Group Limited in accordance with the Group’s policy on Dividend Equivalent Payments.

 

An on-market sale of 119,072 BHP Group Limited ordinary shares on the Australian Securities Exchange, made in order to meet expected tax obligations.

 

* The five-year performance period for the 2016 Long Term Incentive Plan ended on 30 June 2021. Mike Henry’s 2016 Long Term Incentive Plan award comprised 192,360 awards (awarded prior to his appointment as CEO), subject to achievement of the relative Total Shareholder Return performance conditions and any discretion applied by the Remuneration Committee. For the award to vest in full, Total Shareholder Return must exceed a Peer Group Total Shareholder Return (for 67 per cent of the award) and an Index Total Shareholder Return (for 33 per cent of the award) by an average of 5.5 per cent per year for five years, being 30.7 per cent in total compounded over the performance period from 1 July 2016 to 30 June 2021. Total Shareholder Return includes returns to BHP shareholders in the form of share price movements along with dividends paid and reinvested in BHP (including cash and in-specie dividends). BHP’s Total Shareholder Return performance was positive 266.5 per cent over the five-year period from 1 July 2016 to 30 June 2021. This is above the weighted median Peer Group Total Shareholder Return of positive 213.9 per cent and below the Index Total Shareholder Return of positive 99.8 per cent over the same period. This level of performance results in 100 per cent vesting for the 2016 Long Term Incentive Plan awards. The Remuneration Committee considers its discretion carefully each year. It considers performance holistically over the five-year period. Having undertaken this review, the Remuneration Committee chose not to exercise its discretion and allowed 100 per cent of the 2016 Long Term Incentive Plan awards to vest. Further detail in respect of the 2016 Long Term Incentive Plan awards will be provided in BHP’s 2021 Remuneration Report which will be released to shareholders in September 2021.

Part 2 – Change of director’s interests in contracts

Note: In the case of a company, interests which come within paragraph (ii) of the definition of “notifiable interest of a director” should be disclosed in this part.

 

Detail of contract    -
Nature of interest    -
Name of registered holder (if issued securities)    -
Date of change    -
No. and class of securities to which interest related prior to change    -
Interest acquired    -
Interest disposed    -
Value/Consideration    -
Interest after change    -

Part 3 – Closed period

 

Were the interests in the securities or contacts detailed above traded during a closed period where prior written consent was required?    No.
If so, was prior written clearance provided to allow the trade to proceed during this period?    N/A
If prior written clearance was provided, on what date was this provided?    N/A

Part 4 – Contact details

 

Name of authorised officers responsible for making this notification on behalf of the entities    Stefanie Wilkinson
Contact details   

Stefanie Wilkinson   Tel: +61 3 9609 2153

  

       Fax: +61 3 9609 3015

LOGO

20 August 2021

ASX Listing Rules Appendix 3Y

Change of Director’s Interest Notice

 

Name of entities

   

BHP Group Limited

   

BHP Group Plc

  

ABN 49 004 028 077

   

REG NO 3196209

We (the entities) give the ASX the following information under listing rule 3.19A.2 and as agent for the director for the purposes of section 205G of the Corporations Act.

 

Name of Director   

Gary Goldberg

Date of last notice   

11 March 2020

Part 1 – Change of director’s relevant interests in securities

In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust.

Note: In the case of a company, interests which come within paragraph (i) of the definition of “notifiable interest of a director” should be disclosed in this part.

 

Direct or indirect interest    Direct
Nature of indirect interest (including registered holder)    -
Date of change   

1.  18 August 2021

  

2.  19 August 2021

  

3.  19 August 2021

No. of securities held prior to change    5,000 ADSs (representing 10,000 ordinary shares) in BHP Group Limited
Class    American Depository Shares (ADSs), representing 2 ordinary shares
Number acquired   

1.  500 ADSs (representing 1,000 ordinary shares) in BHP Group Limited

  

2.  200 ADSs (representing 400 ordinary shares) in BHP Group Limited

  

3.  300 ADSs (representing 600 ordinary shares) in BHP Group Limited

Number disposed   

-   

Value/Consideration   

1.  USD 65.500 per ADS

  

2.  USD 62.870 per ADS

  

3.  USD 62.875 per ADS

No. of securities held after change    6,000 ADSs (representing 12,000 ordinary shares) in BHP Group Limited

Nature of change

Example: on-market trade, off-market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in buy-back

    Gary Goldberg purchased ADSs representing BHP Group Limited ordinary shares to contribute to his BHP Minimum Shareholding Requirement.

Part 2 – Change of director’s interests in contracts

Note: In the case of a company, interests which come within paragraph (ii) of the definition of “notifiable interest of a director” should be disclosed in this part.

 

Detail of contract    -
Nature of interest    -
Name of registered holder (if issued securities)    -
Date of change    -
No. and class of securities to which interest related prior to change    -
Interest acquired    -
Interest disposed    -
Value/Consideration    -
Interest after change    -

Part 3 – Closed period

 

Were the interests in the securities or contacts detailed above traded during a closed period where prior written consent was required?    No.
If so, was prior written clearance provided to allow the trade to proceed during this period?    N/A
If prior written clearance was provided, on what date was this provided?    N/A

Part 4 – Contact details

 

Name of authorised officers responsible for making this notification on behalf of the entities    Stefanie Wilkinson
Contact details   

Stefanie Wilkinson   Tel: +61 3 9609 2153

  

       Fax: +61 3 9609 3015

LOGO

20 August 2021

ASX Listing Rules Appendix 3Y

Change of Director’s Interest Notice

 

Name of entities

   

BHP Group Limited

   

BHP Group Plc

  

ABN 49 004 028 077

   

REG NO 3196209

We (the entities) give the ASX the following information under listing rule 3.19A.2 and as agent for the director for the purposes of section 205G of the Corporations Act.

 

Name of Director   

Christine O’Reilly

Date of last notice   

15 October 2020

Part 1 – Change of director’s relevant interests in securities

In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust.

Note: In the case of a company, interests which come within paragraph (i) of the definition of “notifiable interest of a director” should be disclosed in this part.

 

Direct or indirect interest    Direct
Nature of indirect interest (including registered holder)    -
Date of change    20 August 2021
No. of securities held prior to change    7,000 ordinary shares in BHP Group Limited
Class    Ordinary shares
Number acquired    2,000 ordinary shares in BHP Group Limited
Number disposed   

-   

Value/Consideration    AUD 44.39 per share (average)
No. of securities held after change    9,000 ordinary shares in BHP Group Limited

Nature of change

Example: on-market trade, off-market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in buy-back

    Christine O’Reilly purchased BHP Group Limited ordinary shares to contribute to her BHP Minimum Shareholding Requirement.

Part 2 – Change of director’s interests in contracts

Note: In the case of a company, interests which come within paragraph (ii) of the definition of “notifiable interest of a director” should be disclosed in this part.

 

Detail of contract    -
Nature of interest    -
Name of registered holder (if issued securities)    -
Date of change    -
No. and class of securities to which interest related prior to change    -
Interest acquired    -
Interest disposed    -
Value/Consideration    -
Interest after change    -

Part 3 – Closed period

 

Were the interests in the securities or contacts detailed above traded during a closed period where prior written consent was required?    No.
If so, was prior written clearance provided to allow the trade to proceed during this period?    N/A
If prior written clearance was provided, on what date was this provided?    N/A

Part 4 – Contact details

 

Name of authorised officers responsible for making this notification on behalf of the entities    Stefanie Wilkinson
Contact details   

Stefanie Wilkinson   Tel: +61 3 9609 2153

  

       Fax: +61 3 9609 3015

 

BHP Group Limited ABN 49 004 028 077   BHP Group Plc Registration number 3196209
LEI WZE1WSENV6JSZFK0JC28   LEI 549300C116EOWV835768
Registered in Australia   Registered in England and Wales
Registered Office: Level 18, 171 Collins Street   Registered Office: Nova South, 160 Victoria Street
Melbourne Victoria 3000 Australia   London SW1E 5LB United Kingdom
Tel +61 1300 554 757 Fax +61 3 9609 3015   Tel +44 20 7802 4000 Fax +44 20 7802 4111

Members of the BHP Group which is headquartered in Australia

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

      BHP Group Limited and BHP Group Plc
Date: August 20, 2021     By:  

/s/ Stefanie Wilkinson

    Name:   Stefanie Wilkinson
    Title:   Group Company Secretary