BHP Group Limited — Director's Dealing 2019

14 November 2019

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Retirement of Carolyn Hewson as independent Non-executive Director

Carolyn Hewson retired as an independent Non-executive Director of BHP Group Limited and BHP Group Plc on 7 November 2019. This notification contains an Appendix 3Z – Final Director’s Interest Notice and an Appendix 3Y – Change of Director’s Interest Notice in relation to Carolyn Hewson.

ASX Listing Rules Appendix 3Z Final Director’s Interest Notice

We (the entities) give the ASX[1] the following information under listing rule 3.19A.3 and as agent for the Director for the purposes of section 205G of the Australian Corporations Act.

Name of director Carolyn J Hewson Date of last notice 8 March 2016 Date that director ceased to be 7 November 2019 director

Part 1 – Director’s relevant interests in securities of which the director is the registered holder

In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust

Number & class of securities

3,500 ordinary shares in BHP Group Limited

Part 2 – Director’s relevant interests in securities of which the director is not the registered holder

In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust

Part 3 – Director’s interests in contracts

1 This release was made outside the hours of operation of the ASX market announcements office.

Part 4 – Contact details

ASX Listing Rules Appendix 3Y Change of Director’s Interest Notice

We (the entities) give the 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.

In relation to this Appendix 3Y, we advise the ASX of the following:

• This Appendix 3Y relates to a change in Carolyn Hewson’s indirect interest: Carolyn Hewson was transferred a one third beneficial interest in 16,913 ordinary shares in BHP Group Limited held by C and J Somerville Pty Ltd, which was transferred on 18 September 2018 through the distribution of an estate. Her two siblings hold the remaining beneficial interests.

• BHP is satisfied that it has the necessary reporting and notification policies in place to ensure compliance with its disclosure obligations under ASX Listing Rules 3.19A and 3.19B and Article 19 of the Market Abuse Regulation. Directors are aware of their obligations to notify the General Counsel & Company Secretary of any changes in BHP securities holdings.

• BHP believes its current notification practices are adequate and that this Appendix 3Y lodgement is an isolated occurrence.

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.

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.

Part 3 – Closed period

Were the interests in the No. securities or contacts detailed above traded during a closed period where prior written consent was required? If so, was prior written Under BHP’s Securities and Dealing Policy a Director clearance provided to allow cannot deal in BHP Securities without prior written the trade to proceed during clearance. This requirement applies to all dealings, this period? including those that occur outside of a Closed Period. If prior written clearance N/A was provided, on what date was this provided?

Part 4 - Contact details

Name of authorised officers Rachel Agnew responsible for making this notification on behalf of the entities Contact details Rachel Agnew Tel: +61 3 9609 3730 Fax: +61 3 9611 1044

BHP Group Limited ABN 49 004 028 077 LEI WZE1WSENV6JSZFK0JC28 Registered in Australia Registered Office: Level 18, 171 Collins Street Melbourne Victoria 3000 Australia Tel +61 1300 55 4757 Fax +61 3 9609 3015

BHP Group Plc Registration number 3196209 LEI 549300C116EOWV835768 Registered in England and Wales Registered Office: Nova South, 160 Victoria Street London SW1E 5LB United Kingdom Tel +44 20 7802 4000 Fax +44 20 7802 4111

Members of the BHP Group which is headquartered in Australia

CAROLYN HEWSON: SECTION 430 (2B) COMPANIES ACT 2006 STATEMENT

BHP Group Limited and BHP Group Plc (collectively, “BHP”) confirm that Carolyn Hewson retired as a Non-executive Director of the Company on 7 November 2019. The following information is provided in accordance with section 430 (2B) of the UK Companies Act 2006:

BHP's Remuneration Report for the financial year ending 30 June 2020 will include the remuneration earned by Ms Hewson during her appointment as a Non-executive Director of BHP for the financial year ending 30 June 2020. The reported remuneration will include BHP’s normal fees for an independent Non-executive Director and fees for membership on the Remuneration Committee and Nomination and Governance Committee payable for the period from 1 July 2019 to 7 November 2019. Ms Hewson has not received, and will not receive, any other remuneration or payments upon ceasing to be a Director of BHP.