BHP Group Limited — Capital/Financing Update 2023

Nov 14, 2023

Notification of Issue, Conversion or Payment up of Unquoted Equity Securities

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Announcement Summary

Entity name

BHP GROUP LIMITED

Date of this announcement

Wednesday November 15, 2023

The +securities the subject of this notification are:

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+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

		Total number of
ASX +security		+securities to be
code	Security description	issued/transferred	Issue date
BHPAC	PERFORMANCE RIGHTS	650,224	08/11/2023

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

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Part 1 - Entity and announcement details

1.1 Name of entity

BHP GROUP LIMITED

We (the entity named above) give notice of the issue, conversion or payment up of the following unquoted +securities.

1.2 Registered number type

ABN

Registration number

49004028077

1.3 ASX issuer code

BHP

1.4 The announcement is

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New announcement

1.5 Date of this announcement

15/11/2023

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Notification of Issue, Conversion or Payment up of Unquoted Equity Securities

Part 2 - Issue details

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2.1 The +securities the subject of this notification are:

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+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:

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has an existing ASX security code ("existing class")

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Notification of Issue, Conversion or Payment up of Unquoted Equity Securities

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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

BHPAC : PERFORMANCE RIGHTS

Date the +securities the subject of this notification were issued

8/11/2023

Will these +securities rank equally in all respects from their issue date with the existing issued +securities in that class

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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
Mike Henry	Mike Henry	211,336
David Lamont	David Lamont	111,765
Edgar Basto-Baez	Edgar Basto-Baez	109,761
Geraldine Slattery	Geraldine Slattery	107,099
John Ud	John Udd	110,263

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

Each share right is an entitlement to receive one fully paid ordinary share in BHP Group Limited, subject to meeting vesting conditions. For further details, refer to the Notes to the Financial Statements contained in the BHP 2023 Annual Report (accessible at: https://www.bhp.com/investors/annual-reporting/annual-report-2023).

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

This notification is in respect of the grant of the following grants under the Group 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.

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Notification of Issue, Conversion or Payment up of Unquoted Equity Securities

Issue details

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Number of +securities

650,224

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Notification of Issue, Conversion or Payment up of Unquoted Equity Securities

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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)
	Total number of
ASX +security code and description	+securities on issue
BHP : ORDINARY FULLY PAID	5,068,739,787
4.2 Unquoted +Securities (Total number of each +class of +securities issued but not	quoted on ASX)
	Total number of
ASX +security code and description	+securities on issue
BHPAC : PERFORMANCE RIGHTS	9,898,096

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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?

438,888

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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