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LOGO Appendix 3G - Notification of issue, conversion or payment up of unquoted equity securities

 

 

Announcement Summary

 

Entity name

WOODSIDE ENERGY GROUP LTD

Date of this announcement

Friday March 06, 2026

The +securities the subject of this notification are:

+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

 

ASX +security code

     Security description     

Total number of
+securities to be
issued/transferred
 
 
 
  

Issue date

   

WDSAL

    

RIGHTS

     643,995     

02/03/2026

                      

Refer to next page for full details of the announcement

 

Appendix 3G - Notification of issue, conversion or payment up of unquoted equity  securities   1 / 14


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Part 1 - Entity and announcement details

 

1.1 Name of entity

WOODSIDE ENERGY GROUP LTD

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

 

1.2 Registered number type    Registration number

ABN

   55004898962

1.3 ASX issuer code

WDS

1.4 The announcement is

New announcement

1.5 Date of this announcement

6/3/2026

 

Appendix 3G - Notification of issue, conversion or payment up of unquoted equity  securities   2 / 14


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Part 2 - Issue details

 

2.1 The +securities the subject of this notification are:

+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:

has an existing ASX security code (“existing class”)

 

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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

WDSAL : RIGHTS

Date the +securities the subject of this notification were issued

2/3/2026

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

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
         
Daniel Kalms     

Same

     25,139

 

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

 

This notification relates to the award of Rights under the FY2025 Executive Incentive Scheme, each being an entitlement to receive one fully paid ordinary share in Woodside (ASX:WDS) at the end of a vesting period, subject to meeting vesting conditions. No amount is payable on the vesting of the Rights.

 

Further information regarding the terms of the Executive Incentive Scheme can be found in Woodside’s most recent Annual Report: https://www.woodside.com/docs/default-source/investor-documents/major-reports-(static-pdfs)/2025-annual-report/annual-report-2025.pdf?
sfvrsn=a6344a90_5
.

See in particular the Remuneration Report on pages 146-175 and Note E.2 (c) in the notes to financial statements.

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

 

 

Issue details

 

 

Number of +securities

25,139

 

 

ASX +security code and description

WDSAL : RIGHTS

Date the +securities the subject of this notification were issued

2/3/2026

 

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

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
         
Mark Abbotsford     

Same

     23,792

 

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

 

This notification relates to the award of Rights under the FY2025 Executive Incentive Scheme, each being an entitlement to receive one fully paid ordinary share in Woodside (ASX:WDS) at the end of a vesting period, subject to meeting vesting conditions. No amount is payable on the vesting of the Rights.

 

Further information regarding the terms of the Executive Incentive Scheme can be found in Woodside’s most recent Annual Report: https://www.woodside.com/docs/default-source/investor-documents/major-reports-(static-pdfs)/2025-annual-report/annual-report-2025.pdf?
sfvrsn=a6344a90_5
.

See in particular the Remuneration Report on pages 146-175 and Note E.2 (c) in the notes to financial statements.

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

 

 

Issue details

 

 

Number of +securities

23,792

 

 

ASX +security code and description

WDSAL : RIGHTS

Date the +securities the subject of this notification were issued

2/3/2026

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

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
         
Graham Tiver     

Same

     29,509

 

Appendix 3G - Notification of issue, conversion or payment up of unquoted equity  securities   5 / 14


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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

 

This notification relates to the award of Rights under the FY2025 Executive Incentive Scheme, each being an entitlement to receive one fully paid ordinary share in Woodside (ASX:WDS) at the end of a vesting period, subject to meeting vesting conditions. No amount is payable on the vesting of the Rights.

 

Further information regarding the terms of the Executive Incentive Scheme can be found in Woodside’s most recent Annual Report: https://www.woodside.com/docs/default-source/investor-documents/major-reports-(static-pdfs)/2025-annual-report/annual-report-2025.pdf?
sfvrsn=a6344a90_5
.

See in particular the Remuneration Report on pages 146-175 and Note E.2 (c) in the notes to financial statements.

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

 

 

Issue details

 

 

Number of +securities

29,509

 

 

ASX +security code and description

WDSAL : RIGHTS

Date the +securities the subject of this notification were issued

2/3/2026

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

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
         
Elizabeth (Liz) Westcott     

Same

     28,674

 

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

 

This notification relates to the award of Rights under the FY2025 Executive Incentive Scheme, each being an entitlement to receive one fully paid ordinary share in Woodside (ASX:WDS) at the end of a vesting period, subject to meeting vesting conditions. No amount is payable on the vesting of the Rights.

 

Further information regarding the terms of the Executive Incentive Scheme can be found in Woodside’s most recent Annual Report: https://www.woodside.com/docs/default-source/investor-documents/major-reports-(static-pdfs)/2025-annual-report/annual-report-2025.pdf?
sfvrsn=a6344a90_5
.

See in particular the Remuneration Report on pages 146-175 and Note E.2 (c) in the notes to financial statements.

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

 

 

 

Appendix 3G - Notification of issue, conversion or payment up of unquoted equity  securities   6 / 14


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Issue details

 

 

Number of +securities

28,674

 

 

ASX +security code and description

WDSAL : RIGHTS

Date the +securities the subject of this notification were issued

2/3/2026

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

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
         
Daniel Kalms     

Same

     90,478

 

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

 

This notification relates to the prospective award of Rights as the FY2026 long-term incentive component of Variable Annual Reward. Each right is an entitlement to receive one fully paid ordinary share in Woodside (ASX:WDS) at the end of a vesting period, subject to meeting vesting conditions. No amount is payable on the vesting of the Rights.

 

Further information regarding the Variable Annual Reward structure for 2026 can be found in Woodside’s most recent Annual Report: https://www.woodside.com/docs/default-source/investor-documents/major-reports-(static-pdfs)/2025-annual-report/annual-report-2025.pdf?
sfvrsn=a6344a90_5.

See in particular the Remuneration Report on pages 146-175 and Note E.2 (c) in the notes to financial statements.

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

 

Performance Rights have been allocated prospectively in respect of the FY2026 long-term incentive, reflecting changes to the structure and operation of Variable Annual Reward, which for FY2026 and subsequent awards is delivered as separate long-term and short-term incentive components. Vesting of the Performance Rights will be determined following assessment of the applicable performance conditions and remains subject to the other terms of the relevant offer and plan rules.

Issue details

 

 

Number of +securities

90,478

 

Appendix 3G - Notification of issue, conversion or payment up of unquoted equity  securities   7 / 14


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ASX +security code and description

WDSAL : RIGHTS

Date the +securities the subject of this notification were issued

2/3/2026

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

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
         
Mark Abbotsford     

Same

     85,479

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

 

This notification relates to the prospective award of Rights as the FY2026 long-term incentive component of Variable Annual Reward. Each right is an entitlement to receive one fully paid ordinary share in Woodside (ASX:WDS) at the end of a vesting period, subject to meeting vesting conditions. No amount is payable on the vesting of the Rights.

 

Further information regarding the Variable Annual Reward structure for 2026 can be found in Woodside’s most recent Annual Report: https://www.woodside.com/docs/default-source/investor-documents/major-reports-(static-pdfs)/2025-annual-report/annual-report-2025.pdf?sfvrsn=a6344a90_5. See in particular the Remuneration Report on pages 146-175 and Note E.2 (c) in the notes to financial statements.

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

 

Performance Rights have been allocated prospectively in respect of the FY2026 long-term incentive, reflecting changes to the structure and operation of Variable Annual Reward, which for FY2026 and subsequent awards is delivered as separate long-term and short-term incentive components. Vesting of the Performance Rights will be determined following assessment of the applicable performance conditions and remains subject to the other terms of the relevant offer and plan rules.

Issue details

 

 

Number of +securities

85,479

 

 

ASX +security code and description

WDSAL : RIGHTS

Date the +securities the subject of this notification were issued

2/3/2026

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

Yes

 

Appendix 3G - Notification of issue, conversion or payment up of unquoted equity  securities   8 / 14


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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
         
Graham Tiver     

Same

     111,173

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

 

This notification relates to the prospective award of Rights under the Executive Incentive Scheme in respect of the FY2026 long-term incentive, each being an entitlement to receive one fully paid ordinary share in Woodside (ASX:WDS) at the end of a vesting period, subject to meeting vesting conditions. No amount is payable on the vesting of the Rights. Further information regarding the terms of the Executive Incentive Scheme can be found in Woodside’s most recent Annual Report: https://www.woodside.com/docs/default-source/investor-documents/major-reports-(static-pdfs)/2025-annu al-report/annual-report-2025.pdf?sfvrsn=a6344a90_5. See in particular the Remuneration Report on pages 146-175 and Note E.2 (c) in the notes to financial statements.

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

 

Performance Rights have been allocated prospectively in respect of the FY2026 long-term incentive, reflecting changes to the structure and operation of Variable Annual Reward, which for FY2026 and subsequent awards is delivered as separate long-term and short-term incentive components. Vesting of the Performance Rights will be determined following assessment of the applicable performance conditions and remains subject to the other terms of the relevant offer and plan rules.

Issue details

 

 

Number of +securities

111,173

 

 

ASX +security code and description

WDSAL : RIGHTS

Date the +securities the subject of this notification were issued

2/3/2026

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

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
         
Elizabeth (Liz) Westcott     

Same

     155,908

 

Appendix 3G - Notification of issue, conversion or payment up of unquoted equity  securities   9 / 14


LOGO Appendix 3G - Notification of issue, conversion or payment up of unquoted equity securities

 

 

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

 

This notification relates to the prospective award of Rights under the Executive Incentive Scheme in respect of the FY2026 long-term incentive, each being an entitlement to receive one fully paid ordinary share in Woodside (ASX:WDS) at the end of a vesting period, subject to meeting vesting conditions. No amount is payable on the vesting of the Rights. Further information regarding the terms of the Executive Incentive Scheme can be found in Woodside’s most recent Annual Report: https://www.woodside.com/docs/default-source/investor-documents/major-reports-(static-pdfs)/2025-annu al-report/annual-report-2025.pdf?sfvrsn=a6344a90_5. See in particular the Remuneration Report on pages 146-175 and Note E.2 (c) in the notes to financial statements.

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

 

Performance Rights have been allocated prospectively in respect of the FY2026 long-term incentive, reflecting changes to the structure and operation of Variable Annual Reward, which for FY2026 and subsequent awards is delivered as separate long-term and short-term incentive components. Vesting of the Performance Rights will be determined following assessment of the applicable performance conditions and remains subject to the other terms of the relevant offer and plan rules.

Issue details

 

 

Number of +securities

155,908

 

 

ASX +security code and description

WDSAL : RIGHTS

Date the +securities the subject of this notification were issued

2/3/2026

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

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
         
Daniel Kalms     

Same

     31,281

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

 

This notification relates to the award of Rights under the Supplementary Woodside Equity Plan (SWEP), each being an entitlement to receive one fully paid ordinary share in Woodside (ASX: WDS) at the end of a vesting period, subject to meeting vesting conditions. No amount is payable on allocation or vesting of the Rights.

 

Further information regarding the terms of the award can be found in Woodside’s most recent Annual Report: https://www. woodside.com/docs/default-source/investor-documents/major-reports-(static-pdfs)/2025-annual-report/annual-report-2025 .pdf?sfvrsn=a6344a90_5. See in particular the Remuneration Report on pages 146-175 and Note E.2 (c) in the notes to financial statements.

 

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

 

The Rights were allocated as a one-off retention award under Woodside’s Supplementary Woodside Equity Plan (SWEP). SWEP awards are subject to service conditions (and no performance conditions) and do not carry voting rights. There is no entitlement to dividends prior to vesting.

Issue details

 

 

Number of +securities

31,281

 

 

ASX +security code and description

WDSAL : RIGHTS

Date the +securities the subject of this notification were issued

2/3/2026

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

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
         
Mark Abbotsford     

Same

     31,281

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

 

This notification relates to the award of Rights under the Supplementary Woodside Equity Plan (SWEP), each being an entitlement to receive one fully paid ordinary share in Woodside (ASX: WDS) at the end of a vesting period, subject to meeting vesting conditions. No amount is payable on allocation or vesting of the Rights.

 

Further information regarding the terms of the award can be found in Woodside’s most recent Annual Report: https://www. woodside.com/docs/default-source/investor-documents/major-reports-(static-pdfs)/2025-annual-report/annual-report-2025 .pdf?sfvrsn=a6344a90_5. See in particular the Remuneration Report on pages 146-175 and Note E.2 (c) in the notes to financial statements.

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

 

The Rights were allocated as a one-off retention award under Woodside’s Supplementary Woodside Equity Plan (SWEP). SWEP awards are subject to service conditions (and no performance conditions) and do not carry voting rights. There is no entitlement to dividends prior to vesting.

 

Appendix 3G - Notification of issue, conversion or payment up of unquoted equity  securities   11 / 14


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Issue details

 

 

Number of +securities

31,281

 

 

ASX +security code and description

WDSAL : RIGHTS

Date the +securities the subject of this notification were issued

2/3/2026

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

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
         
Graham Tiver     

Same

     31,281

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

 

This notification relates to the award of Rights under the Supplementary Woodside Equity Plan (SWEP), each being an entitlement to receive one fully paid ordinary share in Woodside (ASX: WDS) at the end of a vesting period, subject to meeting vesting conditions. No amount is payable on allocation or vesting of the Rights.

 

Further information regarding the terms of the award can be found in Woodside’s most recent Annual Report: https://www. woodside.com/docs/default-source/investor-documents/major-reports-(static-pdfs)/2025-annual-report/annual-report-2025 .pdf?sfvrsn=a6344a90_5. See in particular the Remuneration Report on pages 146-175 and Note E.2 (c) in the notes to financial statements.

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

 

The Rights were allocated as a one-off retention award under Woodside’s Supplementary Woodside Equity Plan (SWEP). SWEP awards are subject to service conditions (and no performance conditions) and do not carry voting rights. There is no entitlement to dividends prior to vesting.

Issue details

 

 

Number of +securities

31,281

 

Appendix 3G - Notification of issue, conversion or payment up of unquoted equity  securities   12 / 14


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Part 4 - +Securities on issue

 

Following the issue, conversion or payment up of the +securities the subject of this notification, the +securities of the entity will comprise:

The figures in parts 4.1 and 4.2 below are automatically generated and may not reflect the entity’s current issued capital if other Appendix 2A, Appendix 3G or Appendix 3H forms are currently with ASX for processing.

4.1 Quoted +securities (Total number of each +class of +securities issued and quoted on ASX) ASX +security code and description

 

ASX +security code and description    Total number of
+securities on issue
 

WDS : ORDINARY FULLY PAID

     1,901,100,143  

4.2 Unquoted +securities (Total number of each +class of +securities issued but not quoted on ASX)

 

ASX +security code and description    Total number of
+securities on issue
 

WDSAL : RIGHTS

     11,932,215  

WDSAE : WEP EQUITY RIGHTS

     3,291,921  

WDSAB : PERFORMANCE RIGHTS

     773,197  

WDSAF : SWEP EQUITY RIGHTS

     53,743  

 

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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?

 

643,995

 

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

 

Appendix 3G - Notification of issue, conversion or payment up of unquoted equity  securities   14 / 14