Page 163 - Annual Report 2020

Other statutory disclosures

This section provides details of any additional statutory disclosures required by Australian or UK regulations that have not been included
in the previous sections of the Remuneration Report. Strategic Report

3.3.18 Executive KMP remuneration table
The table below has been prepared in accordance with relevant accounting standards and remuneration data for Executive KMP and are
for the periods of FY2019 and FY2020 that they were KMP. More information on the policy and operation of each element of remuneration
is provided in previous sections of this Report.
Share-based payments
The figures included in the shaded columns of the statutory table below for share-based payments were not actually provided to the
KMP during FY2019 or FY2020. These amounts are calculated in accordance with accounting standards and are the amortised IFRS fair
values of equity and equity-related instruments that have been granted to the executives. For information on awards that were allocated Governance at BHP
and vested during FY2019 and FY2020, refer to section 3.3.19.

Post-
employment
Short-term benefits benefits Share-based payments
Annual Non- Value of Value of
Financial Base cash monetary Other Retirement STIP/CDP LTIP 3
US$(‘000) year salary (1) incentive (2) benefits (3) benefits (4) benefits (5) awards (2) (6) awards (6) Total
Executive Director
Mike Henry FY2020 850 653 86 – 85 509 1,143 3,326
Andrew Mackenzie (7) FY2020 850 653 124 – 213 1,202 2,038 5,080
FY2019 1,700 653 100 – 425 990 4,037 7,905 Remuneration Report
Other Executive KMP
Peter Beaven FY2020 1,000 848 41 – 250 810 2,090 5,039
FY2019 1,000 480 5 – 250 637 2,078 4,450
Mike Henry FY2020 550 422 43 – 138 398 1,156 2,707
FY2019 1,100 440 10 – 275 623 2,286 4,734
Daniel Malchuk FY2020 1,000 816 38 – 250 797 2,090 4,991 Directors’ Report
FY2019 1,000 424 30 14 250 585 2,078 4,381
Geraldine Slattery FY2020 750 618 – – 188 378 903 2,837
FY2019 219 167 – – 55 43 213 697
(1) Base salaries shown in this table reflect the amounts paid over the 12-month period from 1 July 2019 to 30 June 2020 for each Executive KMP. There were no changes
to Executive KMP base salaries during the year except for Mike Henry who was appointed as CEO on 1 January 2020 on an annual base salary of US$1.700 million.
(2) Annual cash incentive for FY2019 is the cash portion of STIP awards earned in respect of performance during that financial year for each executive. STIP was provided
half in cash and half in deferred equity (which are included in the share-based payments columns of the table). Annual cash incentive for FY2020 is the cash portion of
CDP awards earned in respect of performance during that financial year for each executive. CDP is provided one-third in cash and two-thirds in deferred equity (which
are included in the Share-based payments columns of the table). The cash portion of CDP/ STIP awards is paid to Executive KMP in September of the year following the
relevant financial year. The minimum possible value awarded to each individual is nil and the maximum is 360 per cent of base salary (120 per cent in cash and
240 per cent in deferred equity). For FY2020, Executive KMP earned the following CDP awards as a percentage of the maximum (the remaining portion has been
forfeited): Mike Henry 64 per cent (for the time served as CEO and as President Minerals Australia), Andrew Mackenzie 64 per cent (for the time served as CEO), Peter Financial Statements
Beaven 71 per cent, Daniel Malchuk 68 per cent, and Geraldine Slattery 69 per cent. Andrew’s FY2020 CDP was paid in cash and prorated to reflect the period served
until he ceased to be KMP on 31 December 2019, as noted in 3.3.1 with 50 per cent of the total CDP award included in the Annual cash incentive column, and
50 per cent in the Value of STIP/CDP awards column.
(3) Non-monetary benefits are non-pensionable and include items such as net leave accruals, health and other insurances, fees for tax return preparation (if required
in multiple jurisdictions), car parking and travel costs.
(4) Other benefits are non-pensionable and for FY2019 include an international relocation benefit for Daniel Malchuk.
(5) In FY2020, retirement benefits were 25 per cent of base salary for each Executive KMP except for Mike Henry who was appointed CEO on 1 January 2020 with a reduced
pension contribution rate of 10 per cent of base salary as per the remuneration policy approved at the 2019 AGMs.
(6) The IFRS fair value of CDP, STIP and LTIP awards is estimated at grant date. In FY2020, the value of Mike Henry’s LTIP and STIP awards previously granted have been
prorated based on time served as CEO and President Minerals Australia, whereas the CDP has been split based on what was earned as CEO and President Minerals
Australia. Refer to note 24 ‘Employee share ownership plans’ in section 5 for further details on IFRS.
(7) The remuneration reported for Andrew Mackenzie reflects service as Executive KMP up to 31 December 2019.
3.3.19 Equity awards Additional information
The interests held by Executive KMP under the Group’s employee Equity awards provided for Executive KMP service
equity plans are set out below. Each equity award is a right to
acquire one ordinary share in BHP Group Limited or in BHP Group Awards under the STIP, CDP and LTIP
Plc upon satisfaction of the vesting conditions. BHP Group Limited Executive KMP received or will receive awards under the STIP, CDP
share awards are shown in Australian dollars. BHP Group Plc awards and LTIP. The terms and conditions of STIP, CDP and LTIP awards,
are shown in Pounds Sterling. Our mandatory minimum including the performance conditions, are described in sections
performance requirements for securities dealing governs and 3.2.1 and 3.2.5. The LTIP rules are available at bhp.com.
restricts dealing arrangements and the provision of shares on
vesting or exercise of awards. No interests under the Group’s Equity awards provided prior to Executive KMP service
employee equity plans are held by related parties of Executive KMP. Awards under the GSTIP and MAP
Dividend Equivalent Payments BHP senior management who are not KMP received awards under Shareholder information
DEP applies to awards provided to Executive KMP under the CDP, the GSTIP and receive awards under the MAP. While no GSTIP
STIP and LTIP as detailed in section 3.2.1. No DEP is payable or MAP awards were granted to Executive KMP during FY2020,
on GSTIP or MAP awards. Geraldine Slattery held GSTIP awards and still holds MAP awards
that were allocated to her prior to her Executive KMP service.

BHP Annual Report 2020 161