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Philip Wheatley

Chief Growth Officer at CRH PUBLIC LTD
Executive

About Philip Wheatley

Philip Wheatley is CRH’s Chief Growth Officer, age 51, re-joining the company in 2023 after previously spending 16 years at CRH across Corporate Development and Strategy roles, including Group Head of M&A; he holds a BA and is an ACA-qualified accountant . His remit centers on growth initiatives and portfolio development, aligned to CRH’s customer-connected solutions strategy and disciplined capital allocation . During 2024, CRH delivered record performance and strong TSR, providing context for incentive alignment and value creation under executive compensation structures .

CRH 2024 performance context:

| Metric | 2023 | 2024 | |---|---|---|---| | Net Income ($bn) | $3.1 | $3.5 (+15% YoY) | | Adjusted EBITDA ($bn) | $6.2 | $6.9 (+12% YoY) | | Basic EPS ($) | $4.36 | $5.06 (+16% YoY) | | 12-month TSR to 12/31/2024 | — | 35.9% |

Past Roles

OrganizationRoleYearsStrategic Impact
CRHGroup Head of M&ANot disclosedLed M&A agenda; portfolio management and capital deployment
CRHGroup Strategy & Development DirectorNot disclosedCorporate strategy formulation and execution
CRHDevelopment Director, Europe MaterialsNot disclosedRegional development and inorganic growth
CRHGroup Development ManagerNot disclosedEarly-stage corporate development and pipeline building

External Roles

OrganizationRoleYearsStrategic Impact
Financial services industryVarious M&A and operating rolesNot disclosedTransaction execution and finance skillset applied at CRH
Building materials industryVarious operating rolesNot disclosedSector operating experience underpinning growth mandate

Fixed Compensation

  • CRH’s 2024 proxy discloses detailed cash and equity compensation only for Named Executive Officers (CEO, CFO, COO, Presidents); Wheatley is an executive officer but not a 2024 NEO, and his base salary and bonus targets are not individually disclosed .

Performance Compensation

CRH compensation architecture relevant to senior executives:

ElementMetricWeightingTargetActual 2024Payout BasisVesting/Hold
Annual Bonus Plan (Company metrics for NEOs; indicative of CRH performance levers)EPS25% 437c 523c 25.00% of max for EPS 33%/25% deferred into shares; 3-year holding under 2014 DSBP (role-dependent)
Operating Cash Flow30% $3.79bn $4.04bn 28.64% of max for Cash Flow Same as above
RONA25% 13.1% 14.4% 25.00% of max for RONA Same as above
Personal/Strategic20% 20.00% of max component Same as above
Annual Bonus Plan outcome (aggregate)100% 98.64% of maximum overall Deferred shares subject to 3-year hold; malus/clawback for 3 years

Long-term incentives (Performance Share Plan for senior management in 2024; replaced prospectively by Equity Incentive Plan if approved):

MetricWeightingVesting MechanismNotes
Operating Cash Flow45% 3-year cliff vest; additional 2-year holding for Executive Directors Aligns to funding growth and shareholder returns
RONA20% 3-year cliff vest Capital efficiency focus
Relative TSR20% 3-year cliff vest Measured vs performance peer group
Sustainability Scorecard15% 3-year cliff vest Decarbonization and sustainability-linked

Prospective plan design (2025 Equity Incentive Plan, subject to shareholder approval): double-trigger change-in-control vesting; no repricing; dividends accrue only post-vest; robust clawback; options/SARs at or above fair market value; non-transferability .

Equity Ownership & Alignment

ItemDetail
Ordinary shares beneficially owned37,436 (as of March 12, 2025)
Ownership as % of shares outstandingLess than 1%
Hedging/PledgingProhibited for directors and executive officers (anti-hedging and pledging policy)
ClawbackRobust clawback policy for incentive compensation
Ownership guidelinesNew 2025 guidelines apply to NEOs (CEO 6x salary; other NEOs 3x; Directors 5x); applicability to Wheatley not specified

Employment Terms

  • Role tenure: Members of the Global Leadership Team (including Chief Growth Officer) serve at the discretion of the Company rather than fixed terms .
  • Award governance: Awards subject to malus and clawback; no dividends/dividend equivalents on unvested awards; double-trigger vesting on change in control under proposed 2025 Equity Incentive Plan .
  • Anti-hedging/pledging and risk controls: CRH prohibits hedging/pledging by directors and executive officers; compensation practices reviewed to mitigate undue risk .

Investment Implications

  • Alignment: Wheatley’s 37,436-share ownership, combined with CRH’s prohibition on hedging/pledging and clawback provisions, supports incentive alignment and reduces governance risk around insider hedging or collateral pledging .
  • Pay-for-performance signals: CRH weights incentives to operating cash flow, RONA, relative TSR and sustainability—metrics that drove 2024 bonus outcomes near maximum and underpin long-term PSP design, indicating strong linkage between strategic execution and pay outcomes across senior leadership .
  • Retention and CIC protections: While Wheatley’s individual employment agreement is not disclosed, plan-level double-trigger CIC and clearly articulated clawback/malus reduce windfall risk and encourage retention through multi-year vesting .
  • Execution risk: As Chief Growth Officer with deep M&A background, Wheatley operates amid an active capital deployment environment ($5.0bn 2024 M&A, including Texas assets and Adbri stake); execution quality on integrations and returns will be the key driver of value and future incentive outcomes .