Geoff Drabble
About Geoff Drabble
Geoff Drabble (age 65) is Ferguson’s Independent Board Chair, appointed to the Board in May 2019 and elected Chair in November 2019. He is a former CEO of Ashtead Group plc (2007–2019) and previously served as an executive director of The Laird Group PLC and in senior roles at Black & Decker, bringing deep leadership experience across distribution, technology and manufacturing, with strong U.S. operating knowledge and substantial public board experience .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Ashtead Group plc | Chief Executive Officer | 2007–2019 | Led period of “unprecedented growth” and culture building |
| The Laird Group PLC | Executive Director, Building Products division | 2000–2006 | Oversaw Building Products division |
| Black & Decker | Senior management positions | Not disclosed | Multiple senior roles in power tools/home improvement businesses |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Travis Perkins plc | Chair | Current | Current public company directorship |
| DS Smith Plc | Member (2020–2021), Chair (2021–2025) | Former | Former public company directorships |
| Howden Joinery Group plc | Director | 2015–2023 | Former public company directorship |
| Ashtead Group plc | Director | 2005–2019 | Former public company directorship |
| The Laird Group PLC | Director | 2000–2006 | Former public company directorship |
Board Governance
- Role and independence: Independent Non‑Employee Board Chair; Board annually reviews leadership structure and currently separates Chair and CEO roles; independent directors meet regularly in executive session with the Chair presiding .
- Committee assignments: Member, Compensation Committee; Member, Nominations & Governance Committee. Not on Audit .
- Committee leadership: Compensation Committee chaired by Kelly Baker; Nominations & Governance chaired by Alan Murray; all committees fully independent .
- Attendance and engagement: In FY2025 the Board met 8 times; each incumbent director attended at least 75% of applicable Board and committee meetings; Audit met 6 times, Compensation 7, Nominations & Governance 5 .
- Independence determination: Board determined all Non‑Employee Directors (including Drabble) are independent under NYSE/SEC rules; independence review considered any immaterial transactions that did not require Item 404 disclosure .
- Compensation committee interlocks: None—no relationships requiring Item 404 disclosure for Compensation Committee members (including Drabble) in FY2025 .
Fixed Compensation (Director)
| Item | FY2025 Amount/Policy | Notes |
|---|---|---|
| Base cash retainer (Non‑Employee Director) | $130,000 | Increased from $120,000 to align with U.S. market |
| Board Chair fee (incremental) | $250,000 | Chair’s total fee level reduced from ~ $536k to $380k to align to U.S. levels |
| Committee Chair fee (Audit/Comp/N&G) | $28,500 each | No change vs. FY2024 |
| Drabble—Fees earned (cash) | $434,064 | FY2025 actual cash fees as reported |
| Drabble—All other compensation | $32,665 | Travel allowance (UK-based) through 12/1/2024; $10,000 U.S. tax prep allowance in Dec 2024 |
| Drabble—Total compensation | $646,659 | Sum of cash, equity grant value, other |
Notes:
- UK travel allowance (for UK-based directors) was discontinued effective Dec 1, 2024; all director payments transitioned to USD quarterly thereafter .
Performance Compensation (Director Equity)
| Element | Terms | Drabble-Specific Detail |
|---|---|---|
| Annual equity grant | RSUs with grant-date fair value $180,000; granted Dec 11, 2024; vest at next annual meeting; accrue dividend equivalents | RSUs outstanding as of July 31, 2025: 904 units |
| Equity mix | Directors receive time-based RSUs (no options/performance conditions) | N/A |
| Ownership guidelines | 4x base fee ($130k) within 5 years; must retain net shares until compliant; all current non‑employee directors have met or are on track | Applies to Drabble |
Other Directorships & Interlocks
- Current public board: Chair, Travis Perkins plc .
- Former public boards: DS Smith (Chair), Howden Joinery, Ashtead Group, The Laird Group .
- Compensation Committee interlocks/insider participation: None requiring disclosure under Item 404 in FY2025 .
Expertise & Qualifications
- Core skills: Extensive leadership as CEO in distribution, technology, manufacturing; deep knowledge of U.S. operating conditions; significant board experience .
- Board leadership: Independent Non‑Employee Chair overseeing strategy, risk, governance, and CEO succession processes through committee structures .
Equity Ownership
| Metric | Value |
|---|---|
| Beneficial ownership (Oct 8, 2025) | 6,782 shares; <1% of outstanding (base: 195,977,590 shares) |
| Included in beneficial number | 925 RSUs vesting within 60 days (counts toward beneficial ownership under SEC rules) |
| RSUs outstanding (as of July 31, 2025) | 904 RSUs (director grant) |
| Hedging/pledging | Company prohibits hedging and pledging of Company shares |
| Ownership guidelines status | All non‑employee directors have met or are on track for 4x base fee within five years |
Governance Assessment
- Positives for investor confidence:
- Independent Board Chair with fully independent key committees; regular executive sessions enhance oversight .
- Strong governance policies: majority voting with resignation policy, annual elections, single-class voting, no supermajority provisions, and prohibition on hedging/pledging; robust clawback policy .
- Director refreshment: six independent directors added in past five years; average tenure 4.7 years supports balanced oversight .
- Shareholder support: Prior say‑on‑pay approval at ~89.1% and say-on-frequency ~98.5% for annual vote signal constructive investor engagement .
- Watch items:
- FY2023 long‑term incentive discretion: The Compensation Committee (includes Drabble) exercised discretion to increase payouts on FY23 POSP awards to align overall LTI outcomes with CEO/CFO LTIP (to 91% total), reversing a calculated 0% outcome on POSP—rationale cited fairness/retention. While disclosed transparently, investors may scrutinize consistency with strict pay‑for‑performance .
- Chair cash fees: Policy-level reduction to U.S. norms is positive, but Drabble’s FY2025 reported cash/other comp still reflects legacy UK travel/tax allowances during transition; monitoring post-transition comp mix is prudent .
Related-party/Conflict check: No related-party transactions disclosed for Drabble; Board/ Audit Committee maintain formal policy and approved only specified transactions unrelated to Drabble .
Term and attendance: Directors serve one‑year terms and each incumbent met at least 75% attendance in FY2025; Board and committees met regularly (Board 8x; Audit 6x; Comp 7x; N&G 5x) .
Overall, Drabble’s independent chairmanship, committee roles, and governance practices support board effectiveness; investors should monitor compensation committee discretion trends and ensure director compensation remains closely aligned to U.S. norms post-transition .