Report of Foreign Issuer Pursuant to Rule 13a-16 or 15d-16 (6-k)
February 16 2023 - 4:18PM
Edgar (US Regulatory)
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
February 16, 2023
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)
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
Appendix 3Y
Change of Directors Interest Notice
Rule 3.19A.2
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This Appendix 3Y relates to changes in Xiaoqun Clevers direct interest in ordinary shares in BHP Group
Limited as a result of inadvertent participation in BHPs dividend investment plan (DRP). |
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The DRP acquisitions occurred outside of closed periods under BHPs Securities Dealing Policy and were not
previously notified due to an oversight, which is being corrected through the release of this Appendix 3Y now that it has been identified by Xiaoqun Clever and BHP. |
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BHP has reviewed its processes for notification of directors interests and directors participation in
the DRP and considers the late lodgement of the Appendix 3Y to be an inadvertent error. BHP believes that its current processes are adequate to ensure compliance with the requirements for director interest notifications and will ensure full and
timely compliance with Listing Rule 3.19 going forward. |
Appendix 3Y
Change of Directors Interest Notice
Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASXs property and
may be made public.
Introduced 30/09/01 Amended 01/01/11
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Name of entity |
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BHP Group Limited |
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ABN |
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49 004 028 077 |
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.
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Name of Director |
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Xiaoqun Clever |
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Date of last notice |
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27 September 2021 |
Part 1 Change of directors 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.
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Direct or indirect interest |
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Direct |
Nature of indirect interest
(including registered holder) Note: Provide details of the
circumstances giving rise to the relevant interest. |
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- |
Date of change |
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11 October 2022 |
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+ See chapter 19 for defined terms. |
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01/01/2011 |
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Appendix 3Y Page 1 |
Appendix 3Y
Change of Directors Interest Notice
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No. of securities held prior to change |
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8,000 ordinary shares in BHP Group Limited |
Class |
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Ordinary shares |
Number acquired |
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539 ordinary shares in BHP Group Limited |
Number disposed |
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- |
Value/Consideration
Note: If consideration is non-cash, provide details and estimated valuation |
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AUD$37.8561 per BHP Group Limited ordinary share |
No. of securities held after change |
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8,539 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 |
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Acquisition by Xiaoqun Clever of ordinary shares in BHP Group Limited under the Dividend Reinvestment Plan as a
result of the inadvertent participation in BHPs Dividend Reinvestment Plan. |
Part 2 Change of directors 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.
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Detail of contract |
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- |
Nature of interest |
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- |
Name of registered holder
(if issued securities) |
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- |
Date of change |
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- |
No. and class of securities to which interest related prior to
change Note: Details are only required for a contract in relation to which the interest has changed |
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Interest acquired |
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- |
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+ See chapter 19 for defined terms. |
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Appendix 3Y Page 2 |
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01/01/2011 |
Appendix 3Y
Change of Directors Interest Notice
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Interest disposed |
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- |
Value/Consideration
Note: If consideration is non-cash, provide details and an estimated valuation |
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- |
Interest after change |
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- |
Part 3 +Closed period
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Were the interests in the securities or contracts detailed above
traded during a + closed period where prior written clearance was required? |
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No |
If so, was prior written clearance provided to allow the trade
to proceed during this period? |
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N/A |
If prior written clearance was provided, on what date was this
provided? |
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N/A |
Part 4 Contact details
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Name of authorised officers responsible for making this
notification on behalf of the entities |
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Stefanie
Wilkinson Group Company Secretary |
Contact details |
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Stefanie
Wilkinson T + 61 3 9609 2153 T + 61 3 9609 3500 |
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+ See chapter 19 for defined terms. |
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01/01/2011 |
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Appendix 3Y Page 3 |
BHP Group Limited
BHP Group Limited ABN 49 004 028 077
Registered in Australia
Registered Office: Level 18, 171 Collins Street Melbourne Victoria 3000
Share code: BHG
ISIN: AU000000BHP4
16 February 2023
BHP GROUP PLC
Notification and public disclosure of transactions by
Persons Discharging Managerial Responsibilities
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This notification relates to changes in Xiaoqun Clevers direct interest in ordinary shares in BHP Group
Limited as a result of inadvertent participation in BHPs dividend investment plan (DRP). |
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The DRP acquisitions occurred outside of closed periods under BHPs Securities Dealing Policy and were not
previously notified due to an oversight, which is being corrected through the release of this notification now that it has been identified by Xiaoqun Clever and BHP. |
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BHP has reviewed its processes for notification of directors interests and directors participation in
the DRP and considers the late lodgement of the notification to be an inadvertent error. BHP believes that its current processes are adequate to ensure compliance with the requirements for director interest notifications and will ensure full and
timely compliance going forward. |
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1 |
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Details of the person discharging managerial responsibilities / persons closely associated |
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a) |
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Name |
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Xiaoqun Clever |
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2 |
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Reason for the notification |
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a) |
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Position/status |
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PDMR (Non-executive Director) |
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b) |
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Initial notification/Amendment |
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Initial notification |
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3 |
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Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor |
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a) |
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Name |
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BHP Group Limited |
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b) |
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LEI |
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WZE1WSENV6JSZFK0JC28 |
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4 |
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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. |
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a) |
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Description of the financial instrument, type of instrument
Identification code |
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BHP Group Limited ordinary shares
ISIN: AU000000BHP4 |
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b) |
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Nature of the transaction |
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The purchase of 539 ordinary shares in BHP Group Limited as a result of participation in BHPs Dividend Reinvestment
Plan. |
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c) |
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Price(s) and volume(s) |
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Price |
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Volume |
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AUD$37.8561 |
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539 |
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d) |
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Aggregated information
- Aggregated volume - Price |
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539 ordinary shares in BHP Group
Limited AUD 37.8561 |
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e) |
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Date of the transaction |
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2022-10-11 |
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f) |
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Place of the transaction |
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AustralianSecurities Exchange (ASX) |
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.
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BHP Group Limited |
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Date: February 16, 2023 |
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By: |
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/s/ Stefanie Wilkinson
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Name: |
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Stefanie Wilkinson |
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Title: |
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Group Company Secretary |
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