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

March 19, 2019

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

NEWS RELEASE

BHP Board appointments

BHP Chairman, Ken MacKenzie, today announced the appointment of Ian Cockerill and Susan Kilsby to the BHP Board as independent Non-executive Directors, effective 1 April 2019.

Mr Cockerill has extensive mining experience, including in chief executive, operational, strategic and technical roles. He was formerly the Chief Executive Officer of Anglo Coal and Gold Fields Limited, and a senior executive with AngloGold Ashanti and Anglo American Group. Mr Cockerill has considerable public company board experience, including as a Non-executive Director of Orica Limited, Ivanhoe Mines Ltd and Endeavour Mining Corporation, and as Chairman of the board of Blackrock World Mining Trust plc.

Ms Kilsby has extensive experience in finance and strategy, having held several roles in global investment banking. From 1996 to 2014, she held senior executive roles at Credit Suisse, including as a Senior Advisor, and Chairman of EMEA Mergers and Acquisitions. Ms Kilsby brings to the BHP Board her non-executive experience across multiple industries. Until recently, Ms Kilsby was the Chairman of Shire plc. She is currently the Senior Independent Director at BBA Aviation plc, and a Non-executive Director of Diageo plc and Fortune Brands Home & Security Inc.

Mr MacKenzie said the appointment of Ms Kilsby and Mr Cockerill was the outcome of a structured and rigorous approach to board succession planning, including extensive global searches. “Succession planning for the BHP Board is continuous and takes into account the balance of attributes, skills, experience, diversity and tenure necessary for the Board to govern BHP effectively, manage risks and oversee the execution of BHP’s strategy.

“Susan will bring to the BHP Board her extensive global executive and non-executive experience across a range of industries, particularly in the areas of long-term strategy, capital allocation and corporate governance. Ian has in-depth experience in the mining industry, including in relation to complex projects and significant capital investments over long cycles. He also brings his experience acquired through his public board roles.

We are delighted that Ian and Susan are joining the BHP Board.”

1

After these changes are effective, the Board will comprise 11 Directors - 10 Non-executive Directors and one Executive Director.

Ian Cockerill

Ian Cockerill, 64, served as Chief Executive Officer of Anglo American Coal (2008 to 2009), Managing Director and Chief Operating Officer (1999 to 2002) and President and Chief Executive Officer (2002 to 2008) of Gold Fields Limited. He was formerly an executive with AngloGold Ashanti and Anglo American Group.

Mr Cockerill was a Non-executive Director of Endeavour Mining Corporation from 2013 to 2019, and of Hummingbird Resources Plc from 2009 to 2014.

Mr Cockerill is currently the Chairman-elect of Polymetal International plc. He is also the Chairman of Blackrock World Mining Trust plc, a Non-executive Director of Orica Limited and a Non-executive Director of Ivanhoe Mines Limited. Mr Cockerill will step down from his roles with Blackrock World Mining Trust plc and Orica Limited during the course of CY2019, and he will not stand for re-election to the board of Ivanhoe Mines Limited at its annual general meeting this year.

Mr Cockerill has a Bachelor of Science (Geology) from the University of London, a Master of Science (Mining and Mineral Engineering) from the Royal School of Mines and completed the Advanced Management Program at Oxford University.

Susan Kilsby

From 1996 to 2014, Susan Kilsby, 60, held various positions at Credit Suisse, including as a Senior Advisor, and Chairman of EMEA Mergers and Acquisitions. She began her career at First Boston Corporation and later worked at Bankers Trust and Barclays de Zoete Wedd.

Ms Kilsby was a Non-executive Director of Shire plc from 2011, becoming Chairman in 2014 and holding that position until 2019. She was a Non-executive Director of L’Occitane International (2010 to 2012), Coca Cola HBC (2013 to 2015), Keurig Green Mountain (2013 to 2016) and Goldman Sachs International (2016 to 2018).

Ms Kilsby is currently a Non-executive Director and Senior Independent Director of BBA Aviation plc, and a Non-executive Director at Diageo plc and Fortune Brands Home & Security Inc. She will not be standing for re-election to the board of BBA Aviation plc at their annual general meeting this year. Susan is standing for election to the boards of Unilever N.V and Unilever plc and, if elected by shareholders, her appointment would be effective from 1 August 2019.

Susan Kilsby has a Bachelor of Economics from Wellesley College, Massachusetts and an MBA from Yale School of Management.

Further information on BHP can be found at bhp.com

2

Members of the BHP Group which is

headquartered in Australia

Follow us on social media

3

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.