UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE
13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
November 5, 2024
Commission File Number 1-10167
WESTPAC BANKING
CORPORATION
(Translation of registrant’s name into English)
275 KENT STREET, SYDNEY, NEW SOUTH WALES 2000,
AUSTRALIA
(Address of principal executive office)
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 x 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): ¨
Incorporation by Reference
The information contained
in this Report on Form 6-K, excluding the information set forth in Exhibit 1, shall be incorporated by reference in the prospectuses
relating to the Registrant’s securities contained in the Registrant’s Registration Statements on Form F-3 (File Nos.
333-260702 and 333-260703), as such prospectuses may be amended or supplemented from time to time.
Retirement of Non-Executive Directors
Westpac Banking Corporation (Westpac) today announced
the retirement from the Board of Independent Non-executive Directors Dr Nora Scheinkestel and Audette Exel AO.
Dr Scheinkestel will retire from the Westpac Board
effective Wednesday November 6, 2024. Audette Exel has decided not to stand for re-election and, accordingly, will step down from
the Board on Friday December 13, 2024.
New appointments to the Board will be made in
due course.
Index to Exhibits
Disclosure regarding forward-looking statements
The information contained in this Report on Form 6-K
contains statements that constitute “forward-looking statements” within the meaning of section 21E of the U.S. Securities
Exchange Act of 1934.
Forward-looking statements are statements that
are not historical facts. Forward-looking statements appear in a number of places in this Report and include statements regarding our
current intent, belief or expectations with respect to our business and operations, macro and micro economic and market conditions, results
of operations and financial condition and performance, capital adequacy and risk management, including, without limitation, future loan
loss provisions and financial support to certain borrowers, forecasted economic indicators and performance metric outcomes, indicative
drivers, climate- and other sustainability- related statements, commitments, targets, projections and metrics, and other estimated and
proxy data.
Words such as ‘will’, ‘may’,
‘expect’, ‘intend’, ‘seek’, ‘would’, ‘should’, ‘could’, ‘continue’,
‘plan’, ‘estimate’, ‘anticipate’, ‘believe’, ‘probability’, ‘indicative’,
‘risk’, ‘aim’, ‘outlook’, ‘forecast’, ‘assumption’, ‘projection’,
‘target’, ‘goal’, ‘guidance’, ‘objective’, ‘ambition’ or other similar words
are used to identify forward-looking statements. These statements reflect our current views on future events and are subject to change,
certain known and unknown risks, uncertainties and assumptions and other factors which are, in many instances, beyond our control (and
the control of our officers, employees, agents and advisors), and have been made based on management’s current expectations or beliefs
concerning future developments and their potential effect upon Westpac.
Forward-looking statements may also be made, verbally
or in writing, by members of Westpac’s management or Board in connection with this Report. Such statements are subject to the same
limitations, uncertainties, assumptions and disclaimers set out in this Report.
There can be no assurance that future developments or performance will
align with our expectations or that the effect of future developments on us will be those anticipated. Actual results could differ materially
from those we expect or which are expressed or implied in forward-looking statements, depending on various factors including, but not
limited to, those described in the risk factors in Westpac’s 2024 Risk Factors on Form 6-K filed with the U.S. Securities and
Exchange Commission. When relying on forward-looking statements to make decisions with respect to us, investors and others should carefully
consider such factors and other uncertainties and events.
Except as required by law, we assume no obligation to revise or update
any forward-looking statements contained in this Report, whether from new information, future events, conditions or otherwise, after the
date of this Report.
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.
| WESTPAC BANKING CORPORATION
(Registrant) |
| |
| | |
Date: November 5, 2024 | By: | /s/ Esther Choi |
| | Esther Choi |
| | Tier One Attorney |
Exhibit 1
 |
|
Level 18, 275 Kent Street
Sydney, NSW, 2000
|
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6 November 2024
RETIREMENT OF NON-EXECUTIVE DIRECTORS
Westpac Banking Corporation (Westpac) today announced the retirement
from the Board of Independent Non-executive Directors Dr Nora Scheinkestel and Audette Exel AO.
Dr Scheinkestel will retire from the Westpac Board effective Wednesday
6 November 2024. Audette Exel has decided not to stand for re-election and, accordingly, will step down from the Board on Friday
13 December 2024.
Westpac Chair Steven Gregg said: “I would like to thank Nora
for her contribution to Westpac, including as Chair of the Remuneration Committee. Her leadership has helped the company navigate a challenging
period and contributed significantly to Westpac’s turnaround.”
“As Chair of the Risk Committee, Audette has successfully seen
through the completion of the Customer Outcomes and Risk Excellence (CORE) program, a vital initiative for Westpac. I would like to thank
Audette for her work on the company’s significant transformation,” Mr Gregg said.
Dr Scheinkestel said: “I’ve been pleased to be part of
Westpac’s turnaround over the past three years and will leave knowing the bank is now in a much stronger position as it embarks
on its next stage. Having also made good progress on the company’s remuneration structure and approach, I've decided now is
the right time to step aside. I know the bank has a great future ahead serving Australians and New Zealanders.”
Ms Exel said: I have been proud to have been part of the Westpac Board
and to have stewarded risk transformation in my role as Chair of the Risk Committee. Westpac is full of customer-driven, passionate people
and it has been a privilege to work with them. It is now time for me to focus on building and growing the Adara Group and Adara Partners,
our for-purpose advisory business, both in Australia and globally.”
New appointments to the Board will be made in due course.
For further information:
Hayden Cooper | |
Justin McCarthy |
Group Head of Media Relations | |
General Manager, Investor Relations |
0402 393 619 | |
0422 800 321 |
This document has been authorised for release by Tim Hartin, Company
Secretary.
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