WDS 6-K 2025 - Equibles

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 March 2025

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	A copy of the registrant’s ASX Announcement, dated March <br>12, 2025, entitled “Appendix 3Y (M O’Neill)”.
99.2	A copy of the registrant’s ASX Announcement, dated March <br>12, 2025, entitled “Appendix 3G”.
99.3	A copy of the registrant’s ASX Announcement, dated March <br>12, 2025, entitled “Appendix 3H”.

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: March 12, 2025

WOODSIDE ENERGY GROUP LTD
By:	/s/ Damien Gare
	Damien Gare
	Corporate Secretary

EX-99.1

Exhibit 99.1

Announcement<br> <br><br><br><br>Wednesday, 12 March 2025	<br><br><br><br><br> <br><br> <br>Woodside Energy GroupLtd<br> <br>ACN 004 898 962<br> <br>Mia<br>Yellagonga<br> <br>11 Mount Street<br> <br>Perth WA<br>6000<br> <br>Australia<br> <br>T +61 8 9348<br>4000<br> <br>www.woodside.com<br> <br><br><br><br>ASX: WDS<br> <br>NYSE: WDS

APPENDIX 3Y (CHANGE OF DIRECTOR’S INTEREST NOTICE)

In accordance with the Listing Rules, please see attached announcement relating to the above, for release to the market.

Contacts:
INVESTORS<br> <br><br><br><br>Marcela Louzada<br> <br>M: +61 456 994 243<br><br><br>E: [email protected]	MEDIA<br> <br><br><br><br>Christine Forster<br> <br>M: +61 484 112 469<br><br><br>E: [email protected]

This announcement was approved and authorised for release by Woodside’s Disclosure Committee.

Page 1

Appendix 3Y

Change of Director’s Interest Notice

Rule 3.19A.2

Appendix 3Y

Change ofDirector’s Interest Notice

Information or documents not available now must be given to ASX as soon as available. Information and documentsgiven to ASX become ASX’s property and may be made public.

Introduced 30/09/01 Amended 01/01/11

Name of entity	Woodside Energy Group Ltd
ABN	55 004 898 962

We (the entity) give 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	Marguerite (Meg) Eileen O’Neill
Date of last notice	6 March 2025

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	Rights: Direct<br><br><br>Restricted Shares: Indirect
Nature of indirect interest<br><br><br>(including registered holder)<br> <br>Note: Provide details of the<br>circumstances giving rise to the relevant interest.	Ordinary fully paid shares (Restricted Shares) allocated under the Executive Incentive Scheme (EIS) and held by CPU Share Plans<br>Pty Limited as trustee.
Date of change	6 March 2025
No. of securities held prior to change	Direct:<br><br><br>182,936 ordinary shares<br> <br>220,893 Rights under the EIS<br><br><br><br> <br>Indirect:<br><br><br>337,044 Restricted Shares held by CPU Share Plans Pty Limited as trustee under the EIS<br><br><br><br> <br>Note: This opening balance has been amended to correct a previous error. See page 143<br>of the 2024 Remuneration Report for details of the Rights.
Class	Ordinary
Number acquired	Nil
Number disposed	16,391 Rights under the EIS lapsed

See chapter 19 for defined terms.

01/01/2011 Appendix 3Y Page 1

Appendix 3Y

Change of Director’s Interest Notice

Value/Consideration<br><br><br>Note: If consideration is non-cash, provide details and estimated valuation	Not applicable.
No. of securities held after change	Direct:<br><br><br>182,936 ordinary shares<br> <br>204,502 Rights under the EIS<br><br><br><br> <br>Indirect:<br><br><br>337,044 Restricted Shares held by CPU Share Plans Pty Limited as trustee under the EIS
Nature of change<br><br><br>Example: on-market trade, off-market trade, exercise of options, issue of<br>securities under dividend reinvestment plan, participation in buy-back	16,391Rights under the EIS lapsed following testing of the performance conditions.<br><br><br><br> <br>The key terms of the Rights, including the vesting conditions, are set out in the 2024<br>Remuneration Report, which appears on pages 118 to 144 of the Annual Report 2024.

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	N/A
Nature of interest	N/A
Name of registered holder<br><br><br>(if issued securities)	N/A
Date of change	N/A
No. and class of securities to which interest related prior to change<br><br><br>Note: Details are only required for a contract in relation to which the interest has changed	N/A
Interest acquired	N/A
Interest disposed	N/A
Value/Consideration<br><br><br>Note: If consideration is non-cash, provide details and an estimated valuation	N/A
Interest after change	N/A

See chapter 19 for defined terms.

Appendix 3Y Page 2	01/01/2011

Appendix 3Y

Change of Director’s Interest Notice

Part 3 – ^+^Closed period

Were the interests in the securities or contracts detailed above traded during a ^+^closed period where prior written clearancewas 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

See chapter 19 for defined terms.

01/01/2011 Appendix 3Y Page 3

EX-99.2

Exhibit 99.2

LOGO Appendix 3G - Notification of issue, conversion or payment up of unquoted equity securities

Announcement Summary

Entity name

WOODSIDE ENERGY GROUP LTD

Date of this announcement

Wednesday March 12, 2025

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 +securitycode	Security description	Total number of<br> <br>+securities to be<br><br><br>issued/transferred	Issue date
WDSAL	RIGHTS	98,393	05/03/2025

Refer to next page for full details of the announcement

Appendix 3G - Notification of issue, conversion or payment up of unquoted equity securities	1 / 9

LOGO Appendix 3G - 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

12/3/2025

Appendix 3G - Notification of issue, conversion or payment up of unquoted equity securities	2 / 9

LOGO Appendix 3G - Notification of issue, conversion or payment up of unquoted equity securities

Part 2 - Issue details

2.1 The +securitiesthe 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”)

Appendix 3G - Notification of issue, conversion or payment up of unquoted equity securities	3 / 9

LOGO Appendix 3G - 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 anddescription

WDSAL : RIGHTS

Date the +securities the subject of this notification were issued

5/3/2025

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 theKMP or +associates being issued +securities.

Name of KMP	Name of registered holder	Number of +securities
Graham Tiver	Same	26,779

Please provide a URL link for a document lodged with ASX detailing the terms of the +employeeincentive scheme or a summary of the terms

This notification relates to<br>the award of Rights under the Executive Incentive Scheme, 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 the<br>vesting of the Rights.
Further information regarding the terms of the Executive<br>Incentive Scheme can be found in Woodside’s most recent Annual Report:<br>https://www.woodside.com/docs/default-source/investor-documents/major-reports-(static-pdfs)/2024-annual-report/annual-report-2024.pdf?sfvrsn=b48b241c_3 .
See in particular the<br>Remuneration Report on pages 118-144 and Note E.2 (c) in the notes to financial statements.

Any other information the entity wishes to provide about the +securities the subject of this notification

Issue details

Number of +securities

26,779

ASX +security codeand description

WDSAL : RIGHTS

Date the +securities the subject of this notification were issued

5/3/2025

Appendix 3G - Notification of issue, conversion or payment up of unquoted equity securities	4 / 9

LOGO Appendix 3G - Notification of issue, conversion or payment up of unquoted equity securities

Will these +securities rank equally in all respects from their issuedate 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 theKMP or +associates being issued +securities.

Name of KMP	Name of registered holder	Number of +securities
Elizabeth (Liz) Westcott	Same	26,034

Please provide a URL link for a document lodged with ASX detailing the terms of the +employeeincentive scheme or a summary of the terms

This notification relates to the award of Rights under the Executive Incentive Scheme, 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 the vesting of the Rights. Further information regarding the terms of the Executive Incentive Scheme can be found in Woodside’s most recent Annual Report: https://www.woodside.com/docs/default-source/investor-documents/major-reports-(static-pdfs)/2024-annual-report/annual-report-2024.pdf?sfvrsn=b48b241c_3 . See in particular the Remuneration Report on pages 118-144 and Note E.2 (c) in the notes to financial statements.

Any other information the entity wishes to provide about the +securities the subject of thisnotification

Issue details

Number of +securities

26,034

ASX +security code anddescription

WDSAL : RIGHTS

Date the +securities the subject of this notification were issued

5/3/2025

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 theKMP or +associates being issued +securities.

Name of KMP	Name of registered holder	Number of +securities
Daniel Kalms	Same	23,419
Appendix 3G - Notification of issue, conversion or payment up of unquoted equity securities	5 / 9
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LOGO Appendix 3G - Notification of issue, conversion or payment up of unquoted equity securities

Please provide a URL link for a document lodged with ASX detailingthe terms of the +employee incentive scheme or a summary of the terms

This notification relates to<br>the award of Rights under the Executive Incentive Scheme, 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 the<br>vesting of the Rights.
Further information regarding<br>the terms of the Executive Incentive Scheme can be found in Woodside’s most recent Annual Report:<br>https://www.woodside.com/docs/default-source/investor-documents/major-reports-(static-pdfs)/2024-annual-report/annual-report-2024.pdf?sfvrsn=b48b241c_3 .<br><br><br>See in particular the Remuneration Report on pages 118-144 and Note E.2 (c) in the notes to<br>financial statements.

This notification relates to the award of Rights under the Executive Incentive Scheme, 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 the vesting of the Rights.

Further information regarding the terms of the Executive Incentive Scheme can be found in Woodside’s most recent Annual Report: https://www.woodside.com/docs/default-source/investor-documents/major-reports-(static-pdfs)/2024-annual-report/annual-report-2024.pdf?sfvrsn=b48b241c_3 . See in particular the Remuneration Report on pages 118-144 and Note E.2 (c) in the notes to financial statements.

Any other information the entity wishes to provide about the +securities the subject of this notification

Issue details

Number of +securities

23,419

ASX +security codeand description

WDSAL : RIGHTS

Date the +securities the subject of this notification were issued

5/3/2025

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 theKMP or +associates being issued +securities.

Name of KMP	Name of registered holder	Number of +securities
Mark Abbotsford	Same	22,161

Please provide a URL link for a document lodged with ASX detailing the terms of the +employeeincentive scheme or a summary of the terms

This notification relates to<br>the award of Rights under the Executive Incentive Scheme, 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 the<br>vesting of the Rights.
Further information regarding<br>the terms of the Executive Incentive Scheme can be found in Woodside’s most recent Annual Report:<br>https://www.woodside.com/docs/default-source/investor-documents/major-reports-(static-pdfs)/2024-annual-report/annual-report-2024.pdf?sfvrsn=b48b241c_3 .<br><br><br>See in particular the Remuneration Report on pages 118-144 and Note E.2 (c) in the notes to<br>financial statements.

Any other information the entity wishes to provide about the +securities the subject of this notification

Appendix 3G - Notification of issue, conversion or payment up of unquoted equity securities	6 / 9

LOGO Appendix 3G - Notification of issue, conversion or payment up of unquoted equity securities

Issue details

Number of +securities

22,161

Appendix 3G - Notification of issue, conversion or payment up of unquoted equity securities	7 / 9

LOGO Appendix 3G - Notification of issue, conversion or payment up of unquoted equity securities

Part 4 - +Securities on issue

Following the issue, conversion or payment up of the +securities the subject of this notification, the +securities of the entity willcomprise:

The figures in parts 4.1 and 4.2 below are automatically generated and may not reflect the entity’s current issued capital if other Appendix 2A, Appendix 3G or Appendix 3H forms are currently with ASX for processing.

4.1 Quoted +securities (Totalnumber of each +class of +securities issued and quoted on ASX)

ASX +security code and description	Total number of<br><br><br>+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<br><br><br>+securities on issue
WDSAL : RIGHTS		5,464,170
WDSAE : WEP EQUITY RIGHTS		6,606,740
WDSAB : PERFORMANCE RIGHTS		1,402,629
WDSAF : SWEP EQUITY RIGHTS		425,685
Appendix 3G - Notification of issue, conversion or payment up of unquoted equity securities	8 / 9
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LOGO Appendix 3G - Notification of issue, conversion or payment up of unquoted equity securities

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 approvalunder Listing Rule 7.1?

5.2 Has the entity obtained, or is it obtaining, +security holder approval for the issue under listing rule 7.1?

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 underlisting rule 7.1?

98,393

5.2c Are any of the +securities being issued without +security holder approval using the entity’s additional 10% placement capacityunder listing rule 7.1A (if applicable)?

Appendix 3G - Notification of issue, conversion or payment up of unquoted equity securities	9 / 9

EX-99.3

Exhibit 99.3

LOGO Appendix 3H - Notification of cessation of securities

Announcement Summary

Entity name

WOODSIDE ENERGY GROUP LTD

Announcement Type

New announcement

Date ofthis announcement

Wednesday March 12, 2025

Details of +securities that have ceased

ASX +security<br><br><br>code	Security description	Number of<br><br><br>+securities that<br> <br>haveceased	The +securities have<br><br><br>ceased due to	Date of<br><br><br>cessation
WDSAB	PERFORMANCE RIGHTS	28,700	Lapse of conditional right to securities because the conditions have not been, or have become incapable of being, satisfied	06/03/2025

Refer to next page for full details of the announcement

Appendix 3H - Notification of cessation of securities	1 / 4

LOGO Appendix 3H - Notification of cessation of securities

Part 1 - Announcement Details

1.1 Name of +Entity

WOODSIDE ENERGY GROUP LTD

We (the entity named above) provide the following information about our issued capital.

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 ofthis announcement

12/3/2025

Appendix 3H - Notification of cessation of securities	2 / 4

LOGO Appendix 3H - Notification of cessation of securities

Part 2 - Details of +equity securities or +debt securities that have ceased

ASX +Security Codeand Description

WDSAB : PERFORMANCE RIGHTS

Unquoted +equity securities that have ceased

Number of securities that have ceased

28,700

Reason for cessation

Lapse of conditional right to securities because the conditions have not been, or have become incapable of being, satisfied

Date of cessation	Is the entity paying any consideration for the cessation?
6/3/2025	No

Any other information the entity wishes to notify to ASX about the cessation?

Appendix 3H - Notification of cessation of securities	3 / 4

LOGO Appendix 3H - Notification of cessation of securities

Part 3 - Issued capital following changes

Following the cessation of the +securities the subject of this notification, the issued capital of the entity will comprise:

The figures in parts 3.1 and 3.2 below are automatically generated and may not reflect the entity’s current issued capital if other Appendix 2A, Appendix 3G or Appendix 3H forms are currently with ASX for processing.

3.1 Quoted +equity securities and +debtsecurities (total number of each +class of +securities quoted on ASX)

ASX +security code and description	Total number of<br><br><br>+securities on issue
WDS : ORDINARY FULLY PAID		1,898,749,771

3.2 Unquoted +equity securities (total number of each +class of +equity securities issued but notquoted on ASX)

ASX +security code and description	Total number of<br><br><br>+securities on issue
WDSAL : RIGHTS		5,365,777
WDSAE : WEP EQUITY RIGHTS		6,606,740
WDSAB : PERFORMANCE RIGHTS		1,373,929
WDSAF : SWEP EQUITY RIGHTS		425,685

Note: the figures stated in the tables above are used to calculate the total market capitalisation of the entity published by ASX from time to time. The table will not include those classes of +securities that have ceased or lapsed in their entirety in ASX records before the announcement date described in Q1.5, even if the entity has advised ASX of a change to that class of +security in Part 2 of this form.

Appendix 3H - Notification of cessation of securities	4 / 4