6-K
BHP Group Ltd (BHP)
6-K
2023-11-14
For: 2023-11-14
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April 09, 2026
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
November 14, 2023
| BHP GROUP LIMITED<br><br><br>(ABN 49 004 028 077)<br><br><br>(Exact name of Registrant as specified in its charter)<br><br><br><br> <br>VICTORIA, AUSTRALIA<br><br><br>(Jurisdiction of incorporation or organisation)<br> <br><br><br><br>171 COLLINS STREET, MELBOURNE,<br><br><br>VICTORIA 3000 AUSTRALIA<br><br><br>(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
BHP GROUP LIMITED
Notification and public disclosure of transactions by
Persons Discharging Managerial Responsibilities
| 1 | Details of the person discharging managerial responsibilities / persons closely associated | |||
|---|---|---|---|---|
| a) | Name | Mike Henry | ||
| 2 | Reason for the notification | |||
| a) | Position/status | PDMR (Chief Executive Officer) | ||
| b) | Initial notification/Amendment | Initial notification | ||
| 3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||
| a) | Name | BHP Group Limited | ||
| b) | LEI | WZE1WSENV6JSZFK0JC28 | ||
| 4 | Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted. | |||
| a) | Description of the financial instrument, type of instrument<br> <br><br><br><br>Identification code | This notification is in respect of the grant of the following grants to the Chief Executive Officer under the Group’s<br>incentive plans: (i) Long Term Incentive Plan Awards; (ii) Cash and Deferred Plan Awards that are eligible to vest after two-years; and (iii) Cash and Deferred Plan Awards that are eligible to vest after five-years.<br><br><br><br> <br>Type of Instrument<br><br><br><br> <br>Each grant under BHP Group Limited’s Long Term Incentive Plan and Cash and Deferred<br>Plan is a conditional right to receive one ordinary fully paid share in BHP Group Limited (share right), subject to meeting the applicable service and/or performance conditions.<br><br><br><br> <br>Identification code<br><br><br><br> <br>ISIN: AU000000BHP4 | ||
| b) | Nature of the transaction | 1. The grant of 125,124 Long Term Incentive Plan Awards<br><br><br>2. The grant of 43,106 Cash and Deferred Plan Awards that are eligible to vest in two years.<br><br><br>3. The grant of 43,106 Cash and Deferred Plan Awards that are eligible vest in five years. | ||
| c) | Price(s) and volume(s) | Price(s) | Volume(s) | |
| 1. | Nil | 125,124 | ||
| 2. | Nil | 43,106 | ||
| 3. | Nil | 43,106 | ||
| d) | Aggregated information | |||
| - Aggregated volume | 211,336 share rights – nil price | |||
| - Price | ||||
| e) | Date of the transaction | 2023-11-08 | ||
| f) | Place of the transaction | Australian Securities Exchange (ASX) | ||
| 1 | Details of the person discharging managerial responsibilities / persons closely associated | |||
| --- | --- | --- | --- | --- |
| a) | Name | Geraldine Slattery | ||
| 2 | Reason for the notification | |||
| a) | Position/status | PDMR (President Australia) | ||
| b) | Initial notification/Amendment | Initial notification | ||
| 3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||
| a) | Name | BHP Group Limited | ||
| b) | LEI | WZE1WSENV6JSZFK0JC28 | ||
| 4 | Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted. | |||
| a) | Description of the financial instrument, type of instrument<br><br><br><br> <br>Identification code | This notification is in respect of the grant of the following awards to the President Australia under the Group’s incentive<br>plans: (i) Long Term Incentive Plan Awards; (ii) Cash and Deferred Plan Awards that are eligible to vest after two-years; and (ii) Cash and Deferred Plan Awards that are eligible to vest after five-years.<br><br><br><br> <br>Type of Instrument<br><br><br><br> <br>Each grant under the Long Term Incentive Plan and Cash and Deferred Plan is a<br>conditional right to one ordinary fully paid share in BHP Group Limited (share right), subject to meeting the applicable service and/or performance conditions.<br> <br><br><br><br>Identification code<br> <br><br><br><br>ISIN: AU000000BHP4 | ||
| b) | Nature of the transaction | 1. The grant of 61,359 Long Term Incentive Plan Awards.<br><br><br>2. The grant of 22,870 Cash and Deferred Plan Awards that are eligible vest in two years.<br><br><br>3. The grant of 22,870 Cash and Deferred Plan Awards that are eligible to vest in five<br>years. | ||
| c) | Price(s) and volume(s) | Price(s) | Volume(s) | |
| 1. | Nil | 61,359 | ||
| 2. | Nil | 22,870 | ||
| 3. | Nil | 22,870 | ||
| d) | Aggregated information | |||
| - Aggregated volume | 107,099 share rights – nil price | |||
| - Price | ||||
| e) | Date of the transaction | 2023-11-08 | ||
| f) | Place of the transaction | Australian Securities Exchange (ASX) | ||
| 1 | Details of the person discharging managerial responsibilities / persons closely associated | |||
| --- | --- | --- | --- | --- |
| a) | Name | Edgar Basto-Baez | ||
| 2 | Reason for the notification | |||
| a) | Position/status | PDMR (Chief Operating Officer) | ||
| b) | Initial notification/Amendment | Initial notification | ||
| 3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||
| a) | Name | BHP Group Limited | ||
| b) | LEI | WZE1WSENV6JSZFK0JC28 | ||
| 4 | Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted. | |||
| a) | Description of the financial instrument, type of instrument<br><br><br><br> <br>Identification code | This notification is in respect of the grant of the following grants to the Chief Operating Officer under the Group’s<br>incentive plans: (i) Long Term Incentive Plan Awards; (ii) Cash and Deferred Plan Awards that are eligible to vest after two-years; and (iii) Cash and Deferred Plan Awards that are eligible to vest after five-years.<br><br><br><br> <br>Type of Instrument<br><br><br><br> <br>Each grant under the Long Term Incentive Plan and Cash and Deferred Plan is a<br>conditional right to one ordinary fully paid share in BHP Group Limited (share right), subject to meeting the applicable service and/or performance conditions.<br> <br><br><br><br>Identification code<br> <br><br><br><br>ISIN: AU000000BHP4 | ||
| b) | Nature of the transaction | 1. The grant of 61,359 Long Term Incentive Plan Awards.<br><br><br>2. The grant of 24,201 Cash and Deferred Plan Awards that are eligible to vest in two years.<br><br><br>3. The grant of 24,201 Cash and Deferred Plan Awards that are eligible to vest in five<br>years. | ||
| c) | Price(s) and volume(s) | Price(s) | Volume(s) | |
| 1. | Nil | 61,359 | ||
| 2. | Nil | 24,201 | ||
| 3. | Nil | 24,201 | ||
| d) | Aggregated information | |||
| - Aggregated volume | 109,761 share rights – nil price | |||
| - Price | ||||
| e) | Date of the transaction | 2023-11-08 | ||
| f) | Place of the transaction | Australian Securities Exchange (ASX) | ||
| 1 | Details of the person discharging managerial responsibilities / persons closely associated | |||
| --- | --- | --- | --- | --- |
| a) | Name | David Lamont | ||
| 2 | Reason for the notification | |||
| a) | Position/status | PDMR (Chief Financial Officer) | ||
| b) | Initial notification/Amendment | Initial notification | ||
| 3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||
| a) | Name | BHP Group Limited | ||
| b) | LEI | WZE1WSENV6JSZFK0JC28 | ||
| 4 | Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted. | |||
| a) | Description of the financial instrument, type of instrument<br><br><br><br> <br>Identification code | This notification is in respect of the grant of the following grants to the Chief Financial Officer under the Group’s<br>incentive plans: (i) Long Term Incentive Plan Awards; (ii) Cash and Deferred Plan Awards that are eligible to vest after two-years; and (iii) Cash and Deferred Plan Awards that are eligible to vest after five-years.<br><br><br><br> <br>Type of Instrument<br><br><br><br> <br>Each grant under the Long Term Incentive Plan and Cash and Deferred Plan is a<br>conditional right to one ordinary fully paid share in BHP Group Limited (share right), subject to meeting the applicable service and/or performance conditions.<br> <br><br><br><br>Identification code<br> <br><br><br><br>ISIN: AU000000BHP4 | ||
| b) | Nature of the transaction | 1. The grant of 61,359 Long Term Incentive Plan Awards.<br><br><br>2. The grant of 25,203 Cash and Deferred Plan Awards that are eligible to vest in two years.<br><br><br>3. The grant of 25,203 Cash and Deferred Plan Awards that are eligible to vest in five<br>years. | ||
| c) | Price(s) and volume(s) | Price(s) | Volume(s) | |
| 1. | Nil | 61,359 | ||
| 2. | Nil | 25,203 | ||
| 3. | Nil | 25,203 | ||
| d) | Aggregated information | |||
| - Aggregated volume | 111,765 share rights – nil price | |||
| - Price | ||||
| e) | Date of the transaction | 2022-11-08 | ||
| f) | Place of the transaction | Australian Securities Exchange (ASX) | ||
| 1 | Details of the person discharging managerial responsibilities / persons closely associated | |||
| --- | --- | --- | --- | --- |
| a) | Name | Rag Udd | ||
| 2 | Reason for the notification | |||
| a) | Position/status | PDMR (President Americas) | ||
| b) | Initial notification/Amendment | Initial notification | ||
| 3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||
| a) | Name | BHP Group Limited | ||
| b) | LEI | WZE1WSENV6JSZFK0JC28 | ||
| 4 | Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted. | |||
| a) | Description of the financial instrument, type of instrument<br><br><br><br> <br>Identification code | This notification is in respect of the grant of the following grants to the President Americas under the Group’s incentive<br>plans: (i) Long Term Incentive Plan Awards; (ii) Cash and Deferred Plan Awards that are eligible to vest after two-years; and (iii) Cash and Deferred Plan Awards that are eligible to vest after five-years.<br><br><br><br> <br>Type of Instrument<br><br><br><br> <br>Each grant under the Long Term Incentive Plan and Cash and Deferred Plan is a<br>conditional right to one ordinary fully paid share in BHP Group Limited (share right), subject to meeting the applicable service and/or performance conditions.<br> <br><br><br><br>Identification code<br> <br><br><br><br>ISIN: AU000000BHP4 | ||
| b) | Nature of the transaction | 1. The grant of 61,359 Long Term Incentive Plan Awards.<br><br><br>2. The grant of 24,452 Cash and Deferred Plan Awards that are eligible to vest in two years.<br><br><br>3. The grant of 24,452 Cash and Deferred Plan Awards that are eligible to vest in five<br>years. | ||
| c) | Price(s) and volume(s) | Price(s) | Volume(s) | |
| 1. | Nil | 61,359 | ||
| 2. | Nil | 24,452 | ||
| 3. | Nil | 24,452 | ||
| d) | Aggregated information | |||
| - Aggregated volume | 110,263 share rights – nil price | |||
| - Price | ||||
| e) | Date of the transaction | 2023-11-08 | ||
| f) | Place of the transaction | Australian Securities Exchange (ASX) |
Authorised for release by Stefanie Wilkinson, Group Company Secretary.
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 | ||
| --- | --- | --- |
| Date: November 14, 2023 | By: | /s/ Stefanie Wilkinson |
| Name: | Stefanie Wilkinson | |
| Title: | Group Company Secretary |