Jim Mintern
About Jim Mintern
Jim Mintern is Chief Executive Officer of CRH, appointed effective January 1, 2025, after serving as Chief Financial Officer since June 2021 and as an Executive Director since 2021. He has over 30 years in building materials (22 years at CRH), with deep M&A, portfolio management, financial and capital markets expertise; he is a Fellow of Chartered Accountants Ireland and holds a Bachelor of Commerce/Business and a Master’s in Accounting from University College Dublin . At CRH in 2024, net income rose 15% to $3.5B, Adjusted EBITDA grew 12% to $6.9B, basic EPS increased 16% to $5.06, and CRH delivered a 35.9% TSR, reflecting strong execution against its customer-connected strategy . CRH’s share price moved from $69.16 (Dec 31, 2023) to $92.52 (Dec 31, 2024), with cumulative TSR since 2019 outperforming the S&P 500 and S&P 500 Materials indices .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| CRH | Chief Executive Officer | 2025–present | Leads growth and execution; compensation reset to U.S.-style programs; succession from long-tenured CEO |
| CRH | Chief Financial Officer | 2021–2024 | Oversaw global finance, primary listing transition to NYSE, capital allocation and portfolio management |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| None disclosed | — | — | No current public company boards (reduces interlock risk) |
Fixed Compensation
| Metric | FY 2022 | FY 2023 | FY 2024 | FY 2025 (CEO terms) |
|---|---|---|---|---|
| Base Salary ($) | $904,649 | $963,518 | $1,000,219 | $1,750,000 (CEO agreement) |
| Pension Cash Adjustment (% of salary) | 10% (policy) | 10% (policy) | $100,022 (reported; 10%) | 10% monthly taxable pension cash adjustment |
| All Other Compensation ($) | $137,183 | $158,946 | $238,551 | — |
Notes:
- 2024 “All Other Compensation” includes car allowance, health checks, insurance, profit sharing/SAYE benefit, and the pension cash adjustment .
- As CEO (2025), Mintern’s cash and equity are rebalanced to U.S. market norms under a new framework .
Performance Compensation
Annual Bonus (Cash + Deferred Shares) – 2024
| Component | Target | Actual Payout | Deferral | Notes |
|---|---|---|---|---|
| Annual Bonus – Cash ($) | $666,812 target; $1,333,625 max | $1,315,488 cash paid | 33% of earned bonus deferred into shares | Financial metrics achieved 98.3% of opportunity; non-financial at max; combined payout 98.6% of max |
| Annual Bonus – Deferred Shares | — | 9,527 deferred shares; grant date fair value $777,594 | 3-year holding; subject to malus/clawback | Deferred under 2014 DSBP (legacy plan) |
Long-Term Incentive Awards (PSP/PSU) – Grants and Vesting
| Metric | FY 2022 Award (Performance 2022–2024) | FY 2023 Award (Performance 2023–2025) | FY 2024 Award (Performance 2024–2026) |
|---|---|---|---|
| Performance Metrics | Cash Flow, RONA, TSR, Sustainability & Diversity | As per PSP (not reprinted) | PSP with TSR peer group; plan accrues dividend equivalents; malus/clawback apply |
| Vesting Outcome (% of Max) | 98.75% | — | — |
| 2024 Grant – Shares (Max) | — | — | 29,774 shares at max; grant date 2-Apr-2024; fair value $2,367,331 |
| 2024 Grant – Target as % of Salary | — | — | 62.5% of salary threshold; number at max calculated at $84.39 price |
2025 CEO Incentive Design
| Element | Design | Weighting/Vesting | Comments |
|---|---|---|---|
| Target Annual Bonus | 150% of base; 200% of target max | Annual | Aligned to U.S. practice; metrics set by Committee |
| Annual Equity | 585% of base grant date fair value | 60% PSUs; 40% RSUs | PSUs measured vs Performance Peer Group TSR; RSUs time-based |
| Clawbacks | Robust clawback policy; malus under plans | Applies to bonus and equity | Risk-mitigating features |
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial Ownership | 35,757 ordinary shares; <1% of class |
| Ownership Guidelines (2025) | CEO: 6x annual base salary; five-year compliance window; 75% net share retention until met |
| Hedging/Pledging | Prohibited for Directors and executive officers (anti-hedging and pledging policy) |
| Vested vs Unvested | 2022 PSP vested at 98.75% of max; subject to additional two-year holding through March 2027 |
| Options | No executive stock options outstanding; legacy SAYE options apply to employees |
| Alignment Commentary | Significant equity mix (PSUs/RSUs), strict ownership/retention, and no pledging reduce misalignment risk |
Employment Terms
| Provision | CFO Agreement (12/6/2023) | CEO Agreement (12/20/2024) | Equity Plan/CIC Terms |
|---|---|---|---|
| Base/Bonus | Base; target bonus 100% of salary; max 200%; 10% pension cash adjustment; car allowance | Base $1,750,000; target bonus 150%; max 200%; 10% pension cash adjustment | Equity Incentive Plan governs PSUs/RSUs |
| Term/Notice | Continues until notice; 12 months’ written notice by either party or pay in lieu; garden leave permitted | Not detailed on notice period in proxy; compensation design detailed | Double-trigger CIC vesting; if not assumed, immediate vest at greater of target/actual |
| Non-compete | 9 months (CFO agreement); non-solicit 12 months; reduced by garden leave weeks | Not specified in proxy | Plan clawbacks/malus; no single-trigger vesting |
| Severance/COC Economics | CFO agreement constructs notice/garden leave; bonus at Committee discretion | Not specified; standard plan CIC terms apply | “Payments Upon Termination” incremental value: unvested PSUs $9,739,070 across good leaver/involuntary/disability/death scenarios; cash payments “—” for Mintern |
Board Governance
- Role and service: Executive Director since 2021; CEO since 2025; not independent under NYSE rules .
- Committee memberships: Acquisitions, Divestments & Finance; Safety, Environment & Social Responsibility .
- Board leadership structure: Independent Chair (Richie Boucher); senior independent director (Lamar McKay); executive sessions of independent directors; annual re-election of all directors; clear division of Chair/CEO roles reduces dual-role governance concerns .
- Attendance: 13 Board meetings in 2024; Directors attended >95% overall; all attended AGM (Apr 25, 2024) .
Compensation Structure Analysis
- Mix shift: 2025 CEO package increases variable/equity-heavy compensation (585% of base in equity; 60% PSUs/40% RSUs), tightening pay-for-performance alignment with TSR peer benchmarking and ownership rules .
- Bonus rigor: 2024 Annual Bonus achieved 98.6% of max; Committee applied adjustments consistent with policy; non-financial objectives at max; signals strong operational execution but requires ongoing scrutiny to ensure targets remain “stretch” .
- Long-term performance: 2022 PSP vesting at 98.75% of max across Cash Flow/RONA/TSR/Sustainability targets, with post-vesting holding to March 2027, supporting long-duration alignment .
- Governance features: Robust clawbacks/malus, no dividends before vest, no options repricing, no single-trigger CIC vesting; Board pay limits and U.S.-style equity plan features approved/proposed for 2025 .
Director Compensation (for context; Mintern is an executive)
- Non-management director cash fee structure in 2024 and revised 2025 retainer/committee equity mix; share ownership guideline 5x cash retainer in 5 years (not applicable to Mintern as an executive) .
Equity Ownership & Trading Signals
| Signal | Observation |
|---|---|
| Insider selling pressure | Deferred shares and PSU vesting cycles could create technical supply at vesting; however, 75% net share retention until guidelines met mitigates forced selling |
| 10b5-1 plans | Not disclosed in proxy |
| Pledging/Hedging | Prohibited, reducing misalignment/credit risk flags |
| Overhang/Burn rate | 3-year average burn rate 0.42%; overhang 3.4% with 15M shares under new plan; suggests disciplined equity usage |
Performance & Track Record
- Strategic achievements: Transition to NYSE primary listing (2023), index inclusion efforts, strong capital allocation (2024: $5.0B M&A; $1.1B growth capex; $1.3B buybacks; $1.7B dividends) .
- Financial outcomes: 2024 record revenues/profits/margins; TSR 35.9% in 2024; 5-year cumulative TSR outperformance vs indices .
- Execution risks: Cyclicality (infrastructure spend, development activity), safety performance oversight remains a focus; Committee cross-checks strategic outcomes and stakeholder experience before payouts .
Compensation Peer Group (Benchmarking)
| Selected Peers (U.S. focused) | Market Cap ($bn, 12/31/2024) |
|---|---|
| Eaton | 131.2 |
| Caterpillar | 175.1 |
| Deere | 115.1 |
| Sherwin-Williams | 85.6 |
| Vulcan Materials | 34.0 |
| Martin Marietta Materials | 31.6 |
| CRH | 62.9 |
Relative TSR Performance Peer Group for PSUs updated to emphasize U.S. competitors (e.g., Vulcan, Martin Marietta; plus global majors like Holcim, Vinci) .
Say-on-Pay & Shareholder Feedback
- 2025 Say-on-Pay proposed annually; CD&A details 2024 outcomes and 2025 framework; active Chair-led shareholder engagement on compensation, governance, and listing transition priorities .
Risk Indicators & Red Flags
- Tax gross-ups: Company states “no tax gross-ups” for change-of-control benefits; gross-ups appear only for minor director hotel taxes; no CEO/NEO parachute gross-ups disclosed .
- Option repricing: Prohibited without shareholder approval .
- Single-trigger vesting: Not permitted under new equity plan (default double-trigger) .
- Pledging/hedging: Prohibited .
- Related-party transactions: Section present; specific red flags not disclosed in cited excerpts .
Investment Implications
- Alignment: 2025 CEO package materially increases at-risk equity, ties PSUs to relative TSR, and imposes strict ownership/retention—positive for shareholder alignment and long-term value creation .
- Retention: Notice/garden-leave structures and absence of generous single-trigger CIC reduce opportunistic separation risk; double-trigger CIC terms standardize protection while maintaining performance continuity .
- Execution: Track record under CFO tenure culminated in record 2024 performance and robust capital deployment; continuation risk centers on maintaining margin/TSR momentum across cycles and delivering on Investor Day targets, with safety/culture oversight emphasized by Board .
- Trading signals: Vesting events and deferred share releases can add supply, but mandated retention and anti-hedging/pledging policies mitigate mechanical selling pressures; disciplined burn/overhang limits cap dilution .
Overall, Mintern’s compensation architecture and ownership policies are investor-friendly, with strong pay-performance linkage and governance safeguards, while his finance/operator background and CRH’s recent performance provide confidence—balanced against cyclical exposure and the need to sustain high bar targets set by the Committee .