6-K
Woodside Energy Group Ltd (WDS)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OFFOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of May 2023
Commission File Number: 001-41404
Woodside Energy Group Ltd
(ABN 55 004 898 962)
(Registrant’s name)
WoodsideEnergy Group Ltd
Mia Yellagonga, 11 Mount Street
Perth, Western Australia 6000
Australia
(Address ofprincipal 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): ☐
EXHIBIT INDEX
| Exhibit No. | Description |
|---|---|
| 99.1 | Announcement, dated May 1, 2023, entitled “2023 Annual General Meeting Voting Results”. |
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.
Dated: May 1, 2023
| WOODSIDE ENERGY GROUP LTD | |
|---|---|
| By: | /s/ Warren Baillie |
| Warren Baillie<br> <br>Corporate<br>Secretary |
EX-99.1
Exhibit 99.1
Woodside Energy Group Ltd
ACN 004 898 962
Mia Yellagonga
11 Mount Street
Perth WA 6000
Australia ****
T +61 8 9348 4000
www.woodside.com
ASX: WDS
NYSE: WDS
LSE: WDS
Announcement
Monday, 1 May 2023
2023 ANNUAL GENERAL MEETING VOTING RESULTS
Woodside advises that resolutions 2(a), 2(b), 2(c), 2(d), 2(e), 3, 4 and 5 put to the Annual General Meeting of members held on Friday, 28 April 2023 were carried. Resolution 6(a) was not carried and accordingly resolution 6(b) was not put to the meeting as it was conditional on resolution 6(a) being passed. Following is information on the voting outcome in respect of each resolution put to the meeting:
| Item 2(a) | Re-election of Mr Ian Macfarlane as a<br>Director | For | 770,827,118 | 65.19 | % |
|---|---|---|---|---|---|
| Against | 411,685,549 | 34.81 | % | ||
| Abstain | 4,927,182 | ||||
| Item 2(b) | Re-election of Mr Larry Archibald as a<br>Director | For | 1,025,819,364 | 86.57 | % |
| Against | 159,168,399 | 13.43 | % | ||
| Abstain | 2,432,592 | ||||
| Item 2(c) | Re-election of Ms Swee Chen Goh as a<br>Director | For | 1,066,469,717 | 90.00 | % |
| Against | 118,536,678 | 10.00 | % | ||
| Abstain | 2,415,468 | ||||
| Item 2(d) | Election of Mr Arnaud Breuillac as a Director | For | 1,153,934,492 | 97.35 | % |
| Against | 31,393,058 | 2.65 | % | ||
| Abstain | 2,122,397 | ||||
| Item 2(e) | Election of Ms Angela Minas as a Director | For | 1,146,306,058 | 96.71 | % |
| Against | 39,056,401 | 3.29 | % | ||
| Abstain | 2,075,285 | ||||
| Item 3 | Remuneration Report | For | 935,395,738 | 79.02 | % |
| Against | 248,287,731 | 20.98 | % | ||
| Abstain | 3,717,352 | ||||
| Item 4 | Approval of Grant of Executive Incentive Scheme Awards to CEO & Managing<br>Director | For | 1,141,465,292 | 96.81 | % |
| Against | 37,619,467 | 3.19 | % | ||
| Abstain | 8,317,059 |
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| Item 5 | Non-Executive Directors’<br>Remuneration | For | 1,157,711,855 | 97.76 | % |
|---|---|---|---|---|---|
| Against | 26,559,870 | 2.24 | % | ||
| Abstain | 3,118,860 | ||||
| Item 6(a) | Amendment to the Constitution requisitioned by a group of shareholders. | For | 75,803,497 | 6.65 | % |
| Against | 1,063,368,293 | 93.35 | % | ||
| Abstain | 48,197,267 | ||||
| Contacts: | |||||
| --- | --- | ||||
| INVESTORS<br> <br><br><br><br>Matthew Turnbull (Group)<br> <br>M: +61 410 471 079<br><br><br><br> <br>Sarah Peyman (Australia)<br><br><br>M: +61 457 513 249<br> <br><br><br><br>Rohan Goudge (US)<br> <br>M: +1 (713) 679-1550<br> <br><br> <br>E: investor@woodside.com | MEDIA<br> <br><br><br><br>Christine Forster<br> <br>M: +61 484 112 469<br><br><br>E: christine.forster@woodside.com |
This announcement was approved and authorised for release by Woodside’s Disclosure Committee.
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WOODSIDE ENERGY GROUP LTD 2023 ANNUAL GENERAL MEETING – VOTING RESULTS
The following information is provided in accordance with section 251AA(2) of the Corporations Act 2001 (Cth) and ASX Listing Rule 3.13.2.
| Resolution details | Instructions given to validly appointed proxies<br>(as at proxy close) | Direct votes<br>(as at close of direct voting) | Number of votes cast on the poll<br>(where applicable) | Resolution<br>result | ||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Resolution | Resolution<br>type | For | Against | At the<br>proxy’s<br>discretion | Abstain | For | Against | Abstain | For | Against | Abstain* | Carried /<br>Not carried | ||||||||||
| 2(a) Re-election of Mr Ian Macfarlane as a<br>Director | Ordinary | 721,891,284 | 410,871,048 | 29,544,875 | 4,677,072 | 18,596,298 | 749,863 | 218,275 | 770,827,118<br> <br>65.19% | 411,685,549<br> <br>34.81% | 4,927,182 | Carried | ||||||||||
| 2(b) Re-election of Mr Larry Archibald as a<br>Director | Ordinary | 974,010,567 | 158,612,867 | 32,212,207 | 2,149,020 | 18,798,497 | 501,760 | 264,179 | 1,025,819,364<br> <br>86.57% | 159,168,399<br> <br>13.43% | 2,432,592 | Carried | ||||||||||
| 2(c) Re-election of Ms Swee Chen Goh as a Director | Ordinary | 1,014,938,322 | 117,601,093 | 32,282,314 | 2,162,934 | 18,455,034 | 875,592 | 233,810 | 1,066,469,717<br> <br>90.00% | 118,536,678<br> <br>10.00% | 2,415,468 | Carried | ||||||||||
| 2(d) Election of Mr Arnaud Breuillac as a Director | Ordinary | 1,102,206,438 | 30,724,542 | 32,265,548 | 1,788,146 | 18,633,888 | 617,594 | 312,954 | 1,153,934,492<br> <br>97.35% | 31,393,058<br> <br>2.65% | 2,122,397 | Carried | ||||||||||
| 2(e) Election of Ms Angela Minas as a Director | Ordinary | 1,094,663,799 | 38,286,088 | 32,256,300 | 1,778,489 | 18,578,001 | 710,815 | 271,804 | 1,146,306,058<br> <br>96.71% | 39,056,401<br> <br>3.29% | 2,075,285 | Carried | ||||||||||
| 3 Remuneration Report | Ordinary | 889,795,649 | 245,115,582 | 28,848,573 | 3,224,872 | 16,023,248 | 3,101,471 | 438,985 | 935,395,738<br> <br>79.02% | 248,287,731<br> <br>20.98% | 3,717,352 | Carried |
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| Resolution details | Instructions given to validly appointed proxies<br>(as at proxy close) | Direct votes<br>(as at close of direct voting) | Number of votes cast on the poll<br>(where applicable) | Resolutionresult | ||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Resolution | Resolutiontype | For | Against | At theproxy’sdiscretion | Abstain | For | Against | Abstain | For | Against | Abstain* | Carried /<br>Notcarried | ||||||||||
| 4 Approval of Grant of Executive Incentive Scheme Awards to CEO & Managing<br>Director | Ordinary | 1,092,937,746 | 33,968,579 | 32,194,609 | 7,883,631 | 15,642,881 | 3,542,895 | 378,660 | 1,141,465,292<br>96.81% | 37,619,467<br>3.19% | 8,317,059 | Carried | ||||||||||
| 5 Non-Executive Directors’ Remuneration | Ordinary | 1,109,254,957 | 22,919,249 | 32,199,244 | 2,611,177 | 15,578,421 | 3,512,541 | 473,474 | 1,157,711,855<br>97.76% | 26,559,870<br>2.24% | 3,118,860 | Carried | ||||||||||
| 6(a) Amendment to the Constitution | Special | 74,701,879 | 1,012,471,549 | 32,128,254 | 47,682,210 | 938,901 | 18,142,923 | 482,556 | 75,803,497<br>6.65% | 1,063,368,293<br>93.35% | 48,197,267 | Not<br>Carried | ||||||||||
| 6(b) Contingent resolution – Capital Protection | Ordinary | 174,915,644 | 913,883,570 | 32,126,665 | 46,057,811 | 979,100 | 18,096,022 | 489,258 | Not applicable –item 6(b) was not required and was not put to the meeting as it was conditional on item 6(a) being<br>passed | |||||||||||||
| * | Votes cast by a person who abstains on an item are not counted in calculating the required majority on a poll<br> | |||||||||||||||||||||
| --- | --- |
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