CRH PUBLIC LTD CO
For the period ended Dec 31, 2024. Filed Mar 28, 2025.
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What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.
Dec 31, 2024 · Filed Mar 28, 2025
Contents
Pay Versus Performance
The following table sets forth certain information with respect to the Company’s financial performance and the compensation paid to our NEOs for the fiscal years ended on December 31, 2024, December 31, 2023 and December 31, 2022.
| Value of Initial Fixed $100Investment(7) Based On: | ||||||||
|---|---|---|---|---|---|---|---|---|
| Fiscal Year | SummaryCompensationTable Total forPEO ($)(1) | CompensationActually Paidto PEO ($)(2)(3) | Average SummaryCompensationTable Total forNon-PEO NEOs ($)(4) | AverageCompensationActually Paidto Non-PEONEOs ($)(2)(4)(5) | CRHTotalShareholderReturn ($) | Peer GroupTotalShareholderReturn ($)(6) | Net Income ($ in millions) | Adjusted EBITDA* ($ in millions)(7) |
| (a) | (b) | (c) | (d) | (e) | (f) | (g) | (h) | (i) |
| 2024 | 13,582,146 | 39,593,471 | 6,157,742 | 12,319,603 | 191.52 | 98.70 | 3,521 | 6,930 |
| 2023 | 13,760,706 | 46,251,328 | 6,036,557 | 10,816,925 | 141.46 | 98.74 | 3,072 | 6,176 |
| 2022 | 11,475,917 | (3,236,277) | 4,419,756 | 2,084,718 | 77.57 | 87.73 | 3,889 | 5,388 |
(1)The principal executive officer (“PEO”) for each of the referenced periods above was Mr. Manifold. Mr. Manifold retired from his role as the PEO with effect from December 31, 2024. As an FPI in fiscal 2022 and fiscal 2023, the Company was required to provide executive compensation disclosure on an individual basis only for Mr. Manifold and Mr. Mintern in accordance with the requirements of Form 20-F. In fiscal 2024, the Company determined that it no longer qualified as an FPI effective January 1, 2025, and Mr. Buckley, Mr. Creech and Mr. Lake became NEOs in fiscal 2024. Accordingly, for fiscal 2022 and 2023, only the compensation details of Mr. Mintern are included in the Non-PEO NEO details above.
(2)In calculating the compensation actually paid amounts reflected in these columns, the fair value or change in fair value, as applicable, of the equity award adjustments included in such calculations was computed in accordance with FASB ASC Topic 718. This valuation assumption used to calculate such fair values did not materially differ from those disclosed at the time of grant.
(3)To calculate the Compensation Actually Paid (CAP) for the PEO, the following adjustments were made to the Summary Compensation Table (SCT) total compensation, calculated in accordance with the SEC methodology for determining CAP for each year shown:
| Adjustments to SCT | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Fiscal Year | SCT Totalfor PEO ($) | Less: Grant Date Fair Valueof Awards Reported in FY SCT ($) | Less/Plus: Change in Pension Value ($) | Plus: Pension Service Cost and Associated Prior Service Cost ($) | Plus: Year-End Fair Value ofAwards granted in FY that areoutstanding and unvested as ofend of FY ($) | Plus: VestingDate Fair Valueof Awards that are grantedand vested inthe same FY ($) | Plus: Change in Fair Value of Prior Year Awards outstandingand unvestedas of end of FY ($) | Plus: Change in Fair Valueof Prior YearAwards thatvested in FY ($) | Less: Prior YearAwards that fail to meet vestingconditionsduring FY ($) | Plus: Dividendsor otherearnings paidon all awards in FY prior tovesting date ($) | CAP forPEO ($) |
| 2024 | 13,582,146 | (8,307,724) | (50,929) | — | 8,060,676 | — | 19,527,637 | 2,699,758 | — | 4,081,907 | 39,593,471 |
| 2023 | 13,760,706 | (8,086,438) | (857,367) | — | 9,553,746 | — | 26,063,718 | 2,328,964 | — | 3,487,998 | 46,251,328 |
| 2022 | 11,475,917 | (6,658,789) | — | 86,152 | 3,553,806 | — | (9,963,460) | (2,050,846) | — | 320,943 | (3,236,277) |
(4)The non-PEO NEOs represent the following individuals for each of the years shown:
2024: Jim Mintern (Current Chief Executive Officer and Former Chief Financial Officer), Randy Lake (Chief Operating Officer), Peter Buckley (President, International Division) and Nathan Creech (President, Americas Division).
2023: Jim Mintern (Current Chief Executive Officer and Former Chief Financial Officer).
2022: Jim Mintern (Current Chief Executive Officer and Former Chief Financial Officer).
(5)To calculate the CAP for the non-PEO NEOs, the following adjustments were made to SCT total compensation, calculated in accordance with the SEC methodology for determining CAP for each year shown:
| Adjustments to SCT | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Fiscal Year | SCT Total forNon-PEONEOs ($) | Less:Grant DateFair Value ofAwardsReported inFY SCT ($) | Less/Plus: Change in Pension Value ($) | Plus: Pension Service Cost and Associated Prior Service Cost ($) | Plus: Year-EndFair Value ofAwards grantedin FY that areoutstandingand unvestedas of end of FY ($) | Plus: VestingDate FairValue ofAwards thatare grantedand vestedin the same FY ($) | Plus: Change in Fair Value of Prior Year Awardsoutstanding andunvested as of end of FY ($) | Plus: Change inFair Value ofPrior YearAwards thatvested in FY ($) | Less: PriorYear Awardsthat fail tomeet vestingconditionsduring FY ($) | Plus: Dividendsor otherearnings paidon all awardsin FY prior tovesting date ($) | CAP for Non-PEO NEOs ($) |
| 2024 | 6,157,742 | (3,141,682) | (8,781) | 21,776 | 3,034,406 | — | 4,780,449 | 792,058 | — | 683,635 | 12,319,603 |
| 2023 | 6,036,557 | (3,045,382) | (712,490) | 47,571 | 3,623,851 | — | 4,000,348 | 391,772 | — | 474,698 | 10,816,925 |
| 2022 | 4,419,756 | (2,352,655) | — | 60,937 | 1,243,102 | — | (974,832) | (446,574) | — | 134,984 | 2,084,718 |
(6)The selected peer group is the S&P 500 Materials Section. The comparison of TSRs assumes that $100 was invested on December 31, 2021 in Company ordinary shares and the S&P 500 Index and that dividends were reinvested when and as paid.
(7)Our company-selected measure, which is the measure we believe represents the most important financial performance not otherwise presented in the table above that we use to link CAP to our NEOs for fiscal 2024 to our Company’s performance, is Adjusted EBITDA*. Adjusted EBITDA* is a key driver of CRH’s financial performance and is widely used by investors, shareholders and other stakeholders in their assessment of CRH’s performance. It also drives all long-term financial metrics (Cash Flow and RONA) and all short-term financial metrics (Cash Flow, EPS and RONA).
- Represents a non-GAAP measure. See the discussion within ‘Reconciliation of Non-GAAP Figures’ in Annex A.
CRH Notice and Proxy Statement 82
The items listed below represents an unranked list of the performance measures we consider most important in linking compensation actually paid to our NEOs to Company performance for the fiscal year ended December 31, 2024:
Most Important Performance Measuresfor PEO and Non-PEO NEOs(8)
Adjusted EBITDA
Cash Flow
RONA
(8)The most important performance measures include our company selected measure and the two financial metrics used for long-term incentive awards with performance-based vesting, as described in our CD&A. Each of these measures is a critical operational metric reported to shareholders.
The following chart illustrates the relationship between CAP for our PEO and the average CAP for our Non-PEO NEOs against the Company’s TSR, as well as the relationship between our TSR and the TSR of our peer group:
The following chart illustrates the relationship between CAP for our PEO and the average CAP for our Non-PEO NEOs against the Company’s Net Income:
CRH Notice and Proxy Statement 83
The following chart illustrates the relationship between CAP for our PEO and the average CAP for our Non-PEO NEOs against the Company’s Adjusted EBITDA:
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.