---
endpoint: analytics
pattern: Materials
status: done
latency_ms: 135455
conversation_id: e3d8b404-8e03-402f-a8bb-9ccdaef8abf8
citations: 5
created: 2026-05-31 18:09:17Z
---

# Who are the key shareholders of BHP?

# BHP Group Limited — Key Shareholders

BHP is a widely-held public company. **BHP Group Limited is not directly or indirectly controlled by another corporation or by any government, and no shareholder possesses voting rights that differ from those attaching to all of BHP's voting securities** [4]. The shareholder base is therefore best understood in two layers: (i) **substantial holders** with 5%+ beneficial voting rights (these are global asset managers), and (ii) the **Register of Members**, where the top legal holders are almost entirely nominee/custodian vehicles that hold on behalf of underlying institutional and retail beneficiaries.

Data below is taken from BHP's **FY2025 Annual Report / Form 20-F**, with the Register of Members reported **as at 8 July 2025**.

---

## 1. Substantial Shareholders (≥5% Voting Rights)

These are the only beneficial holders required to disclose holdings under Section 671B of the Australian Corporations Act 2001. As at 8 July 2025, four global asset managers cross the 5% threshold [1]:

| Holder | Last Notice / Change | Shares Owned | % Voting Rights |
|---|---|---|---|
| **State Street Corporation** | 30 Jan 2025 | 361,526,566 | **7.13%** |
| **BlackRock Group** | 31 Jan 2022 | 347,008,470 | **6.85%** |
| **The Vanguard Group Inc.** | 16 Apr 2025 | 304,608,271 | **6.001%** |
| **Citigroup Global Markets Australia Pty Limited** | 12 May 2025 | 268,965,425.83 | **5.2988%** |

Source: BHP FY2025 Annual Report — "Substantial shareholders" table [1].

Notes:
- BlackRock's notice is dated 2022; under Australian rules the percentage stays on the register until a new notice is filed, so the 6.85% is the last notified figure.
- BlackRock also held **4,152,969 BHP ADRs** as of 31 Jan 2022, representing an additional 0.08% voting power (each ADR = 2 ordinary shares) [1].
- Citigroup's stake is largely a custodian/prime brokerage position rather than a discretionary economic interest.

**Key takeaway**: The "Big Three" passive managers — **State Street, BlackRock, Vanguard** — collectively hold a notified ~20%+ of BHP. This reflects BHP's status as a core resources index constituent (ASX 200, FTSE 100/All-World, MSCI ACWI), not active conviction stakes.

---

## 2. Twenty Largest Holders on the Register (as at 8 July 2025)

The Register of Shareholders shows **legal holders, not beneficial owners**. Most of the top names are nominee/custodian vehicles holding for underlying clients [2]:

| # | Registered Holder | Shares | % of Issued Capital |
|---|---|---|---|
| 1 | **HSBC Custody Nominees (Australia) Limited** | 1,505,458,857 | **29.66%** |
| 2 | **JP Morgan Nominees Australia Pty Limited** | 877,830,070 | **17.29%** |
| 3 | Citicorp Nominees Pty Ltd | 426,995,047 | 8.41% |
| 4 | Citicorp Nominees Pty Limited <Citibank NY ADR DEP A/C> | 247,550,949 | 4.88% |
| 5 | Computershare Clearing Pty Ltd <CCNL DI A/C> (UK Depositary Interest Register) | 164,786,389 | 3.25% |
| 6 | South Africa Control A/C\C (South African branch register) | 151,225,339 | 2.98% |
| 7 | BNP Paribas Nominees Pty Ltd <Agency Lending A/C> | 89,225,270 | 1.76% |
| 8 | BNP Paribas Noms Pty Ltd | 72,150,040 | 1.42% |
| 9 | National Nominees Limited | 53,504,139 | 1.05% |
| 10 | HSBC Custody Nominees (Australia) Limited <Nt-Comnwith Super Corp A/C> | (additional HSBC line) | — |

Source: BHP FY2025 Annual Report — "Twenty largest shareholders" table [2].

**Important interpretive notes** [2]:
- HSBC Custody Nominees (Australia) is listed **four times** under the same name across the top-20 — registered separately on the share register.
- BNP Paribas Nominees Pty Ltd appears **three times** for the same reason.
- The **Citibank NY ADR DEP A/C** line (#4) represents shares underlying BHP's US ADR program (Citi acts as Depositary).
- **Computershare Clearing (#5)** holds shares backing **CDIs/UK Depositary Interests** — the residual stub from the legacy LSE listing structure.
- **South Africa Control A/C\\C (#6)** is the SA branch register — legacy of the BHP Billiton dual-listed-company structure.

The nominee dominance means the registered top-20 is **not** a list of true economic owners; HSBC and JP Morgan are the custody backbone for most institutional investors holding BHP via the ASX. The four named Substantial Holders in §1 (State Street, BlackRock, Vanguard, Citigroup) sit underneath these nominee structures.

---

## 3. US / ADR Ownership

US holders are a small (but not trivial) slice of the register [3]:

| Classification | Shareholders | % | Shares | % |
|---|---|---|---|---|
| Registered holders of voting securities | 1,699 | 0.27% | 4,188,116 | 0.08% |
| **ADR holders** | 1,756 | 0.28% | **246,640,678** | **4.86%** |

The ADR line equates to **123,320,339 ADRs outstanding** (1 ADR = 2 ordinary shares) [3]. This is the same pool that appears under #4 of the top-20 register (Citibank NY ADR DEP A/C — 247,550,949 shares), reconciling to the ADR program.

---

## 4. Government / Strategic / Insider Holdings

- **No government or sovereign holds a controlling or substantial (>5%) position** in BHP. BHP is explicitly not controlled by any corporation or government [4].
- The South Africa branch register at 2.98% (#6) is a residual broad-based holding from the legacy dual-listed-company (DLC) era and is not a single concentrated owner.
- Directors and executive insiders hold de-minimis percentages individually and do not appear in the top-20 register.

---

## 5. Year-over-Year Movement in Substantial Holders

Comparing FY2025 (8 July 2025) to FY2024 (16 July 2024) — the **identity** of substantial holders is unchanged (State Street, BlackRock, Vanguard, Citigroup), but the disclosure timings and stake levels have moved:

- **State Street**: refreshed its filing from 13 May 2024 (FY24 disclosure) to 30 Jan 2025, with the notified stake now **7.13%** [1][5].
- **Vanguard**: refreshed from a 7 Sep 2022 notice to 16 Apr 2025, with the notified stake at **6.001%** [1].
- **BlackRock**: notice still dated 31 Jan 2022 — stake unchanged in BHP's records at **6.85%** [1].
- **Citigroup**: refreshed from a 21 Apr 2022 notice to 12 May 2025, now **5.2988%** [1][5].

---

## Summary

| Category | Who | Stake |
|---|---|---|
| **Beneficial >5%** | State Street | 7.13% |
| **Beneficial >5%** | BlackRock | 6.85% |
| **Beneficial >5%** | Vanguard | 6.00% |
| **Beneficial >5%** | Citigroup Global Markets Australia | 5.30% |
| **Largest legal/registered holder (nominee)** | HSBC Custody Nominees (Australia) | 29.66% (4 lines) |
| **2nd largest legal/registered holder (nominee)** | JP Morgan Nominees Australia | 17.29% |
| **US ADR program (via Citibank NY)** | ADR holders | ~4.86% of capital |
| **Controlling shareholder** | None | — |

BHP is effectively a **free-float, index-anchored mega-cap** whose true ownership is dominated by global passive index providers (State Street, BlackRock, Vanguard) holding through Australian custody nominees (HSBC, JP Morgan, Citi, BNP Paribas, National Nominees, Computershare) — with no government, family, or strategic blockholder.

---

**Sources**
[1] BHP FY2025 Annual Report — "Substantial shareholders in BHP Group Limited" table (as at 8 July 2025)
[2] BHP FY2025 Annual Report — "Twenty largest shareholders... as named on the Register of Shareholders" table (as at 8 July 2025)
[3] BHP FY2025 Annual Report — "US share ownership" and "Distribution of shareholdings by size" table (as at 8 July 2025)
[4] BHP FY2025 Annual Report — Section 9.5 "Share ownership" / "Limitations of rights to own securities"
[5] BHP FY2024 Form 20-F — Substantial shareholders table (as at 16 July 2024), used for YoY comparison

## Citations

- [1] **BHP 2025 Annual Report** · external
- [2] **BHP 2025 Annual Report** · external
- [3] **BHP 2025 Annual Report** · external
- [4] **BHP 2025 Annual Report** · external
- [5] **FY 2024 BHP Group Limited** · external — <https://www.sec.gov/Archives/edgar/data/811809/000119312524210297/d812514d20f.htm>

