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BHP Group Ltd SEC Filings

BHPLF OTC

Welcome to our dedicated page for BHP Group SEC filings (Ticker: BHPLF), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.

The BHPLF SEC filings page aggregates regulatory documents for BHP Billiton Ltd Ord as reported by BHP Group Limited, a foreign issuer registered in Victoria, Australia under ABN 49 004 028 077. BHP Group Limited files under Form 20-F and furnishes frequent Form 6-K reports under the Securities Exchange Act of 1934. These filings provide detailed information on governance, legal matters, infrastructure agreements, class action settlements and insider equity awards relevant to investors in BHPLF.

Form 6-K reports on this page include exchange releases covering topics such as the United Kingdom group action related to the 2015 Fundão dam failure at Samarco, the Brazil Agreement with Brazilian public authorities for settlement of key claims, and updates on provisions and expected cash outflows. They also document the approval of settlements in Australian securities class actions and explain how BHP expects to recover portions of settlement amounts from insurers.

Filings further describe an infrastructure agreement with Global Infrastructure Partners concerning Western Australia Iron Ore’s inland power network. Details include BHP’s interest in WAIO, the creation of a trust entity with a defined ownership split, a 25-year tariff arrangement linked to inland power usage, and confirmation that BHP retains full operational control of WAIO and its inland power infrastructure. These disclosures help readers understand long-term commitments and capital allocation decisions.

Insider and governance disclosures appear through Appendix 3Y Change of Director’s Interest Notices and notifications of transactions by persons discharging managerial responsibilities. These documents show grants of performance rights and deferred rights under the Long Term Incentive Plan and Cash and Deferred Plan, the resulting holdings, and the terms under which awards may vest. Annual General Meeting results are also furnished, detailing poll outcomes for director re-elections, remuneration reports and equity grants.

On Stock Titan, these filings are updated as they are released from EDGAR and related exchanges. AI-powered summaries can highlight key points from lengthy 6-K attachments, explain the implications of provisions, class action developments, and infrastructure agreements, and help users locate items such as insider equity grants and shareholder meeting outcomes without reading every page of the original documents.

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BHP has revised the cost and schedule for its Jansen Stage 1 potash project, lifting the total investment estimate to US$8.4 billion (including contingencies) and pushing first production back to mid CY2027, in line with the original timetable. This compares with a prior estimated range of US$7.0–7.4 billion announced in July 2025 and the initial US$5.7 billion approval estimate in August 2021. The company attributes the latest increase mainly to additional construction hours and material quantities identified in a comprehensive budget and schedule review, alongside earlier inflation, design and scope changes, and lower productivity.

BHP reports Jansen Stage 1 is 75% complete and still expected to deliver about 4.15 Mtpa of potash. At consensus prices, the updated internal rate of return is 7.9%–9.1% with an expected payback of 11–15 years from first production, and underlying EBITDA margins are projected at roughly 63%–64%. The company has implemented a response plan to improve productivity, strengthen project management and enhance contract oversight, and it continues to advance Jansen Stage 2, with a planned update on Stage 2 investment estimates in Q4 FY2026.

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BHP Group reports a strong operational half year to 31 December 2025, with record copper and iron ore performance and higher copper guidance supported by stronger prices. Group copper production was 984 kt, broadly flat year on year, while the average realised copper price rose to US$5.28/lb, up 32%. FY26 copper production guidance has been increased to 1,900–2,000 kt, with higher ranges for Escondida and Antamina.

Iron ore output rose 2% to 134 Mt, with WAIO delivering record first half production; FY26 iron ore guidance is unchanged at 258–269 Mt. Steelmaking coal production increased 2% to 9.2 Mt and NSW Energy Coal volumes rose 10%, both now expected toward the lower or upper ends of prior guidance ranges. The Jansen Stage 1 potash project is 75% complete with budgeted spend of US$8.4 bn and first production targeted for mid‑2027.

Preliminary HY26 financial items include negative EBITDA of about US$100 m at WA Nickel and US$150 m for Potash, working capital build of US$2.3–2.4 bn, capital and exploration expenditure of around US$5.3 bn, and Samarco dam‑related cash outflow of roughly US$1.1 bn. Net debt at 31 December 2025 is expected between US$14 and US$15 bn.

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BHP Group has entered into a binding US$2 billion infrastructure agreement with Global Infrastructure Partners, a part of BlackRock, involving Western Australia Iron Ore’s inland power network. A new trust will be created, 51% owned and controlled by BHP, with GIP funding a 49% stake and BHP paying a tariff over 25 years linked to its share of WAIO’s inland power usage. BHP keeps full operational control of WAIO and its inland power infrastructure, and existing joint venture agreements, State agreements and asset ownership are unchanged. WAIO continues to target iron ore production of 305 million tonnes per year, and BHP states that net proceeds will be managed under its capital allocation framework. Completion is expected towards the end of FY2026, subject to regulatory approvals including Foreign Investment Review Board approval.

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BHP Group Limited announced that the Federal Court of Australia has approved the settlement of the Australian Samarco shareholder class action. Under the terms of the settlement, BHP has agreed to pay the applicants AU$110 million, inclusive of interest and costs, with no admission of liability. BHP expects to recover the majority of this amount from its insurers, which reduces the net financial impact on the company.

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BHP Group Limited reported that the English High Court has found BHP liable under Brazilian law for the 2015 Fundão dam failure, following a five‑month first stage trial. BHP intends to appeal. The court also upheld waivers and releases signed by claimants compensated in Brazil, which should reduce the size and value of the UK group action claims.

BHP highlighted ongoing remediation in Brazil and the October 2024 Brazil Agreement providing R$170 billion (US$32 billion) for reparation. More than 610,000 people have received compensation totaling approximately US$6.3 billion, including about 240,000 claimants from the UK action who signed releases. BHP now estimates an aggregate provision of US$5.5 billion at 31 October 2025, versus US$5.8 billion at 30 June 2025, reflecting spend and updated assessments.

Expected cash outflows relating to Samarco remain largely aligned with US$2.2 billion for FY2026 and US$0.5 billion for FY2027; approximately US$1 billion has been spent to date in FY2026. A second stage trial on causation is scheduled for October 2026 to March 2027, with any third stage on individual damages unlikely before 2028.

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BHP Group Limited furnished a Form 6‑K detailing equity award grants and a director interest update. The filing includes an Appendix 3Y for CEO Mike Henry and EU‑style PDMR disclosures for senior executives, with all awards granted at Nil consideration and subject to service and/or performance conditions.

Mike Henry received 151,581 performance rights under the Long Term Incentive Plan and 63,669 deferred rights that vest in two years plus 63,669 deferred rights that vest in five years. After these grants, his holdings include 556,394 indirect ordinary shares, 643,505 maximum performance rights, and 340,109 deferred rights.

Other awards on 2025‑10‑31: Brandon Craig received 61,940 performance rights and 31,215 deferred rights vesting after two and five years; Vandita Pant received 74,059 performance rights and 35,876 deferred rights vesting after two and five years; Geraldine Slattery received 77,089 performance rights and 38,453 deferred rights vesting after two and five years. The Appendix 3Y notes no trades during a closed period.

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BHP Group Limited reported the results of its 2025 Annual General Meeting held in Melbourne, with all resolutions decided by poll and carried.

Shareholders re-elected nine Directors, including Xiaoqun Clever-Steg (For 99.12%), Gary Goldberg (99.66%), Michelle Hinchliffe (99.35%), Don Lindsay (99.75%), Ross McEwan (97.72%), Christine O’Reilly (99.19%), Catherine Tanna (99.39%) and Dion Weisler (99.43%). The Remuneration Report was adopted with 98.29% For, and equity grants to the Chief Executive Officer were approved with 99.38% For.

All resolutions were conducted by poll, confirming strong shareholder support across governance and remuneration items.

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BHP Group Limited furnished CEO and Chair addresses for its 2025 AGM, highlighting strong operational and financial performance. The company reaffirmed its policy to pay at least 50% of Underlying attributable profit as dividends and set a 60% payout ratio for the final dividend, taking full‑year dividends to US$5.6 billion.

Management reported record output at Western Australian Iron Ore and record overall copper production, with copper volumes up 28% over three years. BHP delivered a 20.6% return on capital employed and a 53% EBITDA margin. It contributed almost US$47 billion to host economies, including about US$10 billion in taxes and royalties, an effective tax rate of about 45%. Safety improved, with a 63% reduction in high‑potential injury frequency over five years, and the workforce reached gender balance.

The portfolio is increasingly copper‑weighted, with 45% of EBITDA from copper. Growth options include South Australia, Chile, the Vicuña JV in Argentina, a 45% interest in Resolution Copper (Arizona), and the Jansen potash project, targeting first production in mid‑2027.

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BHP Group (BHP) posted a solid Q1 FY26 operational start. Copper production was 494 kt, up 4% year over year, helped by record concentrator throughput at Escondida. Iron ore production was 64 Mt, down 1%, as Western Australia Iron Ore completed significant planned maintenance, including a car dumper rebuild finished about 8% ahead of schedule. Steelmaking coal reached 4.9 Mt, up 8%, while energy coal was 3.5 Mt, down 4%. Average realised prices moved mixed: copper US$4.59/lb (up 8%), iron ore US$84.04/wmt (up 5%), steelmaking coal US$180.67/t (down 16%), and energy coal US$95.18/t (down 23%).

Full‑year production guidance remains unchanged across major commodities, including copper at 1,800–2,000 kt and WAIO at 251–262 Mt (284–296 Mt on a 100% basis). The company advanced key growth and decarbonisation milestones: environmental approval for the Laguna Seca Expansion at Escondida and Copper South Australia’s largest renewable electricity agreement. In Canada, Jansen Stage 1 is 73% complete and Stage 2 is 13% complete. BHP also executed EUR 1.4 bn and US$1.5 bn in bonds and refinanced its US$5.5 bn revolving credit facility, underscoring balance sheet strength.

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BHP is calling its 2025 Annual General Meeting for 23 October 2025 in Melbourne and invites shareholders to attend in person, by webcast or by lodging proxies in advance. The Notice highlights FY2025 operational and financial outcomes: dividends totalling 110 US cents per share (total US$5.6bn, 55% of underlying attributable profit); profit from operations US$19.5bn; underlying earnings per share 200 USc (prior year 269.5 USc); and key production records for copper and iron ore. The company reports a strong growth pipeline including Jansen potash (68% complete, first potash mid-CY2027) and increased exposure to copper, iron ore and potash. Safety and sustainability metrics cited include zero fatalities and a reported 41.3% female employee representation by CY2025. The Notice seeks shareholder votes on director re-elections (Items 2–9), adoption of the Remuneration Report (Item 10) and approval for equity grants to the CEO including LTIP Performance Rights representing 200% of base salary (Item 11).

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What is the current stock price of BHP Group (BHPLF)?

The current stock price of BHP Group (BHPLF) is $37.3 as of February 12, 2026.
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