Badar Khan
About Badar Khan
Badar Khan (age 54) is an independent non-management director of CRH, appointed in October 2021. He is the CEO and a director of EVgo, Inc., and previously served as President of National Grid U.S. and President of National Grid Ventures; earlier roles included CEO of Direct Energy and senior leadership positions at Centrica/British Gas. He holds a Bachelor of Engineering from Brunel University and an MBA from The Wharton School.
Past Roles
| Organization | Role | Notes/Impact |
|---|---|---|
| EVgo, Inc. | Chief Executive Officer; Director | Leads one of the largest U.S. public EV fast charging networks; large-scale infrastructure experience |
| National Grid U.S. | President | Led U.S. segment of a major energy T&D company; regulatory and operational oversight |
| National Grid Ventures | President | Oversight of growth and venture initiatives in energy services |
| Centrica / Direct Energy / British Gas | CEO, Direct Energy; President, Direct Energy Upstream & Trading; Managing Director, British Gas Business; SVP, Direct Energy U.S. Northeast | Extensive P&L and market operations across energy sectors |
External Roles
| Company | Role | Exchange | Committees/Notes |
|---|---|---|---|
| EVgo, Inc. | CEO; Director | NASDAQ | Public company board service |
Board Governance
| Item | Detail |
|---|---|
| Independence | Determined independent per NYSE standards; all Audit, Compensation, and Nomination & Corporate Governance members are independent |
| Committees | Acquisitions, Divestments & Finance (member) ; Audit (member) ; Nomination & Corporate Governance (member) ; no chair roles |
| Attendance | CRH held 13 Board meetings in 2024; overall Board/Committee attendance >95%; each Director attended ≥75%; all Directors attended the April 25, 2024 AGM |
| Years of service | Director since October 2021; standing for re-election at the 2025 AGM |
| Lead/Senior Independent Director | Lamar McKay (Senior Independent Director) |
| Executive sessions | Independent directors meet in executive session periodically at scheduled Board meetings |
Fixed Compensation
| Component (2024 structure) | Amount (USD ‘000) | Notes |
|---|---|---|
| Basic non-management Director fee | 105 | Cash-only policy for 2024; paid in euro and converted to USD |
| Committee membership fee | 38 | Fee per committee membership (policy) |
| Senior Independent Director premium | 30 | Additional cash premium |
| Committee Chair premiums | 36–46 | Compensation/Audit/SESR chair premiums |
| Regional differential | 17 (International); 35 (North America) | Travel-related differential |
| Director | Fees earned or paid in cash (USD ‘000) | All Other Compensation (USD ‘000) | Total (USD ‘000) |
|---|---|---|---|
| Badar Khan | 178 | 1 (professional advice related to Irish tax filing fees) | 179 |
| Component (effective 2025) | Amount (USD ‘000) | Notes |
|---|---|---|
| Cash Board Retainer | 140 | Simplified cash element from 2025 |
| Equity Board Retainer | 180 | Ordinary shares; aligns with U.S. practices |
| Chair premiums (cash/equity) | 300 / 120 | Group Chair premiums |
| Committee Chair premiums | 18–28 | ADF (18), Audit (28), Compensation (25), N&CG (20), SESR (20) |
| Director share ownership guideline | 5x cash retainer within 5 years; 75% net share retention | Applies to non-management Directors |
Performance Compensation
- Non-management Directors did not receive performance-based equity in 2024; from 2025, a portion of fees is delivered in ordinary shares without performance conditions (time-based holding and ownership guidelines apply). Equity Incentive Plan caps combined director cash+equity compensation at $950k per year and uses double-trigger vesting on Change in Control for awards; prohibits repricing and dividends prior to vesting.
| Director Equity Plan Governance Features (2025) | Policy |
|---|---|
| Annual cap (cash+equity) | $950,000 for non-management Directors |
| CIC treatment | Double-trigger; awards vest if not assumed or upon qualifying termination post-CIC |
| Repricing/reloads | Prohibited without shareholder approval |
| Dividends on unvested awards | Not paid; accrue and only release upon vesting |
Other Directorships & Interlocks
| Company | Sector | Potential Interlock/Exposure |
|---|---|---|
| EVgo, Inc. | EV fast charging (Energy/Infrastructure) | Public company role; no CRH-related party transactions involving Khan disclosed in the proxy; RPTs are overseen by the Nomination & Corporate Governance Committee under a formal policy |
Expertise & Qualifications
- Large-scale infrastructure operations; energy networks and regulatory navigation .
- Innovation and technology deployment in energy services .
- Governance, M&A, talent management, IT & cybersecurity, safety & sustainability, strategy competencies .
- Engineering and MBA education (Brunel; Wharton) .
Equity Ownership
| Holder | Ordinary Shares Beneficially Held | Percent of Class |
|---|---|---|
| Badar Khan | 2,500 | Less than 1% |
- Director stock ownership guidelines require 5x cash retainer within 5 years; policy includes a 75% net share retention requirement until compliance. Individual compliance status for directors was not disclosed; guidelines became effective January 1, 2025.
Related-Party Transactions, Conflicts, and Policies
- Related party transactions are reviewed and approved under CRH’s Related Party Transactions Policy by the Nomination & Corporate Governance Committee; the Chair may pre-approve certain transactions with summary reporting to the Committee. The proxy does not disclose any related-party transactions involving Badar Khan.
- Anti-hedging and pledging are prohibited for Directors and executive officers; robust clawback policy adopted per SEC/NYSE requirements.
Governance Assessment
- Strengths: Independent status; multi-committee engagement (Audit; Nomination & Corporate Governance; Acquisitions, Divestments & Finance); high overall Board/Committee attendance in 2024; adoption of director equity retainer and ownership guidelines improves alignment; anti-hedging/pledging safeguards.
- Alignment: Beneficial ownership of 2,500 shares, with policy shift to equity from 2025 and 5x cash retainer guideline supporting future alignment.
- Conflicts/Red flags: No related-party transactions involving Khan disclosed; director compensation subject to capped structure and shareholder-approved Equity Incentive Plan; no hedging/pledging permitted.
- Signals to investors: Board recommends re-election of all director nominees; Compensation Committee and Board strengthened U.S.-aligned governance and compensation structures post NYSE transition.