Woodside Energy Group Ltd 6-K, filed Jul 5, 2022
Woodside Energy Group Ltd (WDS)
About this 6-K
Woodside Energy Group Ltd filed this 6-K on July 5, 2022.
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 of
the Securities Exchange Act of 1934
For the month of July 2022
Woodside Energy Group Ltd
(Translation of Registrant’s Name into English)
001-41404
(Commission File Number)
Woodside Energy Group Ltd
Mia Yellagonga, 11 Mount Street
Perth, Western Australia 6000
Australia
(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): ☐
INCORPORATION BY REFERENCE
Exhibit 99.1 to this report on Form 6-K is furnished, not filed, and will not be incorporated by reference into any registration statement filed by the registrant under the Securities Act of 1933.
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.
Date: July 5, 2022
| WOODSIDE ENERGY GROUP LTD | ||
| By: | /s/ Warren Baillie | |
| Warren Baillie | ||
| Corporate Secretary | ||
Exhibit 99.1
Notification of Issue, Conversion or Payment up of Unquoted Equity Securities
Announcement Summary
Entity name
WOODSIDE ENERGY GROUP LTD
Date of this announcement
Tuesday July 05, 2022
The +securities the subject of this notification are:
☑ +Other securities issued under an +employee incentive scheme that are not intended to be quoted on ASX
Total number of +securities to be issued/transferred
| ASX +security code |
Security description |
|
Total number of +securities to be issued/transferred |
|
Issue date | |||
| WDSAF |
SWEP EQUITY RIGHTS |
27,473 | 30/06/2022 | |||||
Refer to next page for full details of the announcement
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Notification of Issue, Conversion or Payment up of Unquoted Equity Securities
Part 1 - Entity and announcement details
1.1 Name of entity
WOODSIDE ENERGY GROUP LTD
We (the entity named above) give notice of the issue, conversion or payment up of the following unquoted +securities.
| 1.2 Registered number type | Registration number | |
| ABN |
55004898962 | |
1.3 ASX issuer code
WDS
1.4 The announcement is
☑ New announcement
1.5 Date of this announcement
5/7/2022
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Notification of Issue, Conversion or Payment up of Unquoted Equity Securities
Part 2 - Issue details
2.1 The +securities the subject of this notification are:
☑ +Other securities issued under an +employee incentive scheme that are not intended to be quoted on ASX
2.2a This notification is given in relation to an issue of +securities in a class which is not quoted on ASX and which:
☑ has an existing ASX security code (“existing class”)
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Notification of Issue, Conversion or Payment up of Unquoted Equity Securities
Part 3B - number and type of +securities the subject of this notification (existing class) where issue has not previously been notified to ASX in an Appendix 3B
ASX +security code and description
WDSAF : SWEP EQUITY RIGHTS
Date the +securities the subject of this notification were issued
30/6/2022
Will these +securities rank equally in all respects from their issue date with the existing issued +securities in that class
☑ Yes
Were any of the +securities issued to +key management personnel (KMP) or an +associate?
☑ Yes
Provide details of the KMP or +associates being issued +securities.
| Name of KMP | Name of registered holder | Number of +securities | ||||||
| Shiva McMahon |
Shiva McMahon |
27,473 |
Please provide a URL link for a document lodged with ASX detailing the terms of the +employee incentive scheme or a summary of the terms
| Equity Rights (ERs) under the Supplementary Woodside Equity Plan (SWEP), each being an entitlement to receive one fully paid ordinary share in Woodside (ASX: WDS) at the end of a vesting period, subject to meeting vesting conditions. No amount is payable on vesting of the ERs. The key terms of the SWEP ERs generally mirror the terms in Woodside’s Annual Report, available here: https://cdn-api.markitdigital.com/apiman-gateway/ASX/asx-research/1.0/file/2924 -02487794-6A1077549?access_token=83ff96335c2d45a094df02a206a39ff4. See the remuneration report on pages 69 to 93 and Note E.2 in the notes to financial statements. However, see below for the applicable cessation of employment treatment. |
Any other information the entity wishes to provide about the +securities the subject of this notification
| This SWEP award is part of the transition arrangements for former BHP Petroleum employees. Unvested SWEP ERs will vest on a pro-rata basis in the following circumstances: redundancy, death, termination due to medical illness or incapacity or total and permanent disablement of the participant. For cessation in other circumstances (and other than resignation and termination for cause), Woodside’s CEO (or Committee of the Board, as applicable) has discretion to permit pro-rata vesting. |
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Issue details
Number of +securities
27,473
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Part 4 - +Securities on issue
Following the issue, conversion or payment up of the +securities the subject of this application, the +securities of the entity will comprise:
(A discrepancy in these figures compared to your own may be due to a matter of timing if there is more than one application for quotation/issuance currently with ASX for processing.)
4.1 Quoted +Securities (Total number of each +class of +securities quoted)
| ASX +security code and description | Total number of +securities on issue |
|||
| WDS : ORDINARY FULLY PAID |
1,898,749,771 | |||
4.2 Unquoted +Securities (Total number of each +class of +securities issued but not quoted on ASX)
| ASX +security code and description | Total number of +securities on issue |
|||
| WDSAE : WEP EQUITY RIGHTS |
5,587,026 | |||
| WDSAB : PERFORMANCE RIGHTS |
1,490,839 | |||
| WDSAC : VARIABLE PAY RIGHTS |
338,261 | |||
| WDSAF : SWEP EQUITY RIGHTS |
151,854 | |||
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Part 5 - Other Listing Rule requirements
5.1 Were the +securities issued under an exception in Listing Rule 7.2 and therefore the issue did not need any security holder approval under Listing Rule 7.1?
☑ No
5.2 Has the entity obtained, or is it obtaining, +security holder approval for the issue under listing rule 7.1?
☑ No
5.2b Are any of the +securities being issued without +security holder approval using the entity’s 15% placement capacity under listing rule 7.1?
☑ Yes
5.2b. 1 How many +securities are being issued without +security holder approval using the entity’s 15% placement capacity under listing rule 7.1?
| 27,473 SWEP Equity Rights under the Supplementary Woodside Equity Plan |
5.2c Are any of the +securities being issued without +security holder approval using the entity’s additional 10% placement capacity under listing rule 7.1A (if applicable)?
☑ No
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