crh-20240429
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): April 29, 2024

CRH public limited company
(Exact name of registrant as specified in its charter)
Ireland001-3284698-0366809
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(I.R.S. Employer
Identification No.)
Stonemason's Way, Rathfarnham,
Dublin 16, D16 KH51, Ireland
(Address of principal executive offices)
+353 1 404 1000
(Registrant’s telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d 2(b))
☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Ordinary Shares of €0.32 eachCRHNew York Stock Exchange
6.40% Notes due 2033CRH/33ANew York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter)
☐Emerging Growth Company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(e) of the Exchange Act ☐


Item 5.07 Submission of Matters to a Vote of Security Holders.

CRH public limited company (the “Company”) held its 2024 Annual General Meeting on April 25, 2024 (the “2024 AGM”). There were 689,046,699 Ordinary Shares eligible to be voted at the 2024 AGM. 468,065,262 Ordinary Shares were represented in person or by proxy, which constituted a quorum. Shareholders approved Proposals 1(a) through 1(m), 3(b), 4, 5, 6 and 7, respectively. In addition, the shareholders approved, on an advisory basis, Proposals 2 and 3(a).

The final voting results for each matter are as follows:

Proposals 1(a)-(m). By separate resolutions, to re-elect each of the 13 Director nominees:

Nominees
For
Against
Abstain
Broker Non-Votes
(a)
Richie Boucher
457,500,513
10,103,712
436,932
0
(b)
Caroline Dowling
464,916,027
2,982,108
143,022
0
(c)
Richard Fearon
444,569,991
20,729,941
2,759,549
0
(d)
Johan Karlström
464,618,372
3,274,456
166,653
0
(e)
Shaun Kelly
464,645,925
3,262,270
132,962
0
(f)
Badar Khan
464,701,541
3,165,519
171,176
0
(g)
Lamar McKay
461,348,749
6,341,617
374,718
0
(h)
Albert Manifold
467,107,430
823,367
126,751
0
(i)
Jim Mintern
458,354,971
9,530,898
152,367
0
(j)
Gillian L. Platt
462,696,834
5,202,687
145,587
0
(k)
Mary K. Rhinehart
462,680,364
5,203,650
160,872
0
(l)
Siobhán Talbot
465,180,682
2,744,382
140,198
0
(m)
Christina Verchere
467,233,867
671,130
149,289
0

Proposal 2. To approve, on an advisory basis, the Company’s Executive Compensation for 2023:

For
Against
Abstain
Broker Non-Vote
453,573,682
14,263,941
210,873
0

Proposal 3(a) - (b). By separate resolutions: (a) to ratify, in a non-binding vote, the appointment of Deloitte as the independent registered public accounting firm of the Company; and (b) to authorize, in a binding vote, the Board of Directors to fix the compensation of Deloitte:

For
Against
Abstain
Broker Non-Vote
(a)
467,729,057
163,633
145,178
0
(b)
467,758,338
89,303
190,541
0

Proposal 4. To renew the annual authority of the Board of Directors to issue Ordinary Shares of the Company:

For
Against
Abstain
Broker Non-Vote
453,599,979
14,269,746
168,248
0

Proposal 5. To renew the annual authority of the Board of Directors to Ordinary Shares of the Company for cash without first offering shares to existing shareholders:


For
Against
Abstain
Broker Non-Vote
411,200,542
56,605,087
252,286
0

Proposal 6. To renew the annual authority of the Board of Directors to make market purchases and overseas market purchases of Ordinary Shares of the Company:

For
Against
Abstain
Broker Non-Vote
466,453,529
970,668
633,498
0

Proposal 7. To determine the price range at which the Company can re-issue Ordinary Shares of the Company that it holds as treasury shares:

For
Against
Abstain
Broker Non-Vote
465,689,285
1,684,129
686,153
0

Item 8.01    Other Events.

On April 25, 2024, the Company released a notification of transactions by persons discharging managerial responsibilities, which is filed as Exhibit 99.1 hereto.

Item 9.01    Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No.Description
99.1
104
Cover Page Interactive Data File (formatted in Inline XBRL)


SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: April 29, 2024
CRH public limited company
/s/ Neil Colgan
By:Neil Colgan
Company Secretary







Exhibit 99.1

Notification of Transactions by Persons Discharging Managerial Responsibilities and Persons Closely Associated with them

[This form is required for disclosure of transactions under Article 19 of Regulation (EU) No 596/2014 of the European Parliament and of the Council of 16 April 2014 on market abuse (Market Abuse Regulation)]

1Details of the person discharging managerial responsibilities/person closely associated
a)NameAlbert Manifold


2Reason for the notification
a)Position/statusChief Executive, CRH plc


b)Initial Notification AmendmentInitial notification
3Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)NameCRH plc
b)LEI549300MIDJNNTH068E74


4Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)Description of the financial instrument,
type of instrument
Identification code		Ordinary Shares of €0.32 each [ISIN: IE0001827041]


b)Nature of the transactionRe-investment of Dividend

c)Price(s) and volume(s)Price(s) Volume(s)

US$77.79 4.427639


d)Aggregated information
— Aggregated volume
— Price		n/a
e)Date of the transaction23rd April 2024

f)Place of the transactionNew York
g)Additional Information