Albert Manifold
About Albert Manifold
Albert Manifold, 62, is an Irish non‑executive, independent director of LyondellBasell (LYB) since 2019 and currently chairs the Compensation & Talent Development (C&TD) Committee and serves on the Health, Safety, Environmental & Sustainability (HSE&S) Committee. He is the former Group Chief Executive of CRH plc (2014–2024) and holds M.B.A. and M.B.S. degrees from Dublin City University; he is a Fellow of the Institute of Certified Public Accountants in Ireland . The Board affirmed his independence in February 2025; LYB’s Board averaged 96% attendance in 2024, with executive sessions at every regularly scheduled Board and committee meeting .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| CRH plc | Group Chief Executive; Director | 2014–2024 (CEO); 2009–2024 (Director) | Led strategic planning, capital markets, M&A; advanced from Finance Director Europe Materials, Group Development Director, Managing Director Europe Materials, COO . |
| Allen McGuire & Partners | Chief Operating Officer | Pre‑1998 | Private equity operational leadership . |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| — | — | — | No current public company directorships (Other Public Boards: 0) . |
| CRH plc | Director | 2009–2024 | Former public company directorship . |
Board Governance
- Committee leadership and membership: C&TD Chair; HSE&S member .
- Committee activity:
- C&TD: 5 meetings in 2024; 100% attendance among members .
- HSE&S: 5 meetings in 2024; 92% attendance among members .
- Board practices: Independent Chair; executive sessions at each regularly scheduled Board and committee meeting; annual self‑assessments; robust independence standards; high overall director attendance (96% in 2024) .
Fixed Compensation
| Component | Amount | Notes |
|---|---|---|
| Fees Earned or Paid in Cash (2024) | $157,295 | Annual director and committee retainers; paid through Dec 31, 2024 . |
| Stock Awards (2024) | $164,835 | Annual RSU grant; generally 1,692 units; one‑year vest; cash dividend equivalents . |
| All Other Compensation (2024) | $5,000 | Intercontinental trip payments; tax prep/filing benefits in kind per policy . |
| Total (2024) | $327,130 | Sum of components . |
Director compensation structure (policy unchanged in Nov 2024):
| Role | Cash | RSUs |
|---|---|---|
| Chair of the Board | $325,000 | $325,000 |
| Board Member | $115,000 | $170,000 |
| Audit Chair / Member | $27,500 / $15,000 | — |
| C&TD Chair / Member | $27,500 / $10,000 | — |
| Nominating & Governance Chair / Member | $20,000 / $10,000 | — |
| HSE&S Chair / Member | $27,500 / $10,000 | — |
| Finance Chair / Member | $20,000 / $10,000 | — |
Share ownership guidelines: Directors may not sell shares until holdings (shares plus RSUs net of 50% tax) meet 6× annual cash retainer ($690,000 for directors; $1,950,000 for Chair). Hedging and pledging are prohibited .
Performance Compensation
C&TD program overseen by Manifold emphasizes pay‑for‑performance for executives; 2024 STI outcomes below (weights and results):
| Metric (2024 STI) | Payout vs Target |
|---|---|
| Business Results (EBITDA ex. identified items; 60% weight) | 62% |
| Value Creation (incremental recurring annual EBITDA; 10% weight) | 200% |
| Safety Performance (TRIR, PSIR; 20% weight) | 153% |
| Sustainability milestones (PPAs, energy efficiency, recycled/renewable polymers; 10% weight) | 163% |
| Overall Company STI payout | 104% |
Long‑term incentives (executives): 60% PSUs (relative TSR vs peers; FCF per share), 40% RSUs; 2022 PSUs paid at 79% based on negative TSR but upper‑half rank and below‑target FCF per share .
Other Directorships & Interlocks
| Category | Detail |
|---|---|
| Current public boards | None . |
| Prior public boards | CRH plc (2009–2024) . |
| Board interlocks and related parties | Access Industries nominates certain directors (Benet, Buchanan, Kamsky); Board applies NYSE independence where Code conflicts; Audit Committee reviewed related‑party contracts (e.g., Calpine) as arm’s‑length and fair; Board found no relationships affecting independence of non‑executive directors . |
Expertise & Qualifications
- Corporate finance, capital markets, corporate accounting, risk management, M&A; CEO experience; international operations; capital project execution; corporate strategy; corporate governance; HSES experience; human capital management .
Equity Ownership
| Holder | Shares Beneficially Owned | RSUs Vesting ≤60 days | Ownership as % of Shares Outstanding |
|---|---|---|---|
| Albert Manifold | 9,021 | 1,692 | ~0.0028% (9,021 ÷ 322,837,438) |
Director hedging/pledging prohibitions apply; sales constrained until ownership guideline thresholds met .
Insider Trades (Form 4)
| Filing Date | Transaction Date | Type | Securities | Price | Post‑Txn Holdings | Source |
|---|---|---|---|---|---|---|
| 2025‑05‑28 | 2025‑05‑23 | F (tax withholding, in‑kind) | 357 | $56.13 | 13,273 | https://www.sec.gov/Archives/edgar/data/1489393/000156218025004245/0001562180-25-004245-index.htm |
| 2025‑05‑27 | 2025‑05‑22 | A (RSU award) | 2,917 | $0.00 | 13,630 | https://www.sec.gov/Archives/edgar/data/1489393/000156218025004221/0001562180-25-004221-index.htm |
| 2024‑05‑28 | 2024‑05‑23 | A (RSU award) | 1,692 | $0.00 | 10,713 | https://www.sec.gov/Archives/edgar/data/1489393/000156218024004453/0001562180-24-004453-index.htm |
| 2024‑05‑21 | 2024‑05‑18 | F (tax withholding, in‑kind) | 361 | $100.91 | 9,021 | https://www.sec.gov/Archives/edgar/data/1489393/000156218024004285/0001562180-24-004285-index.htm |
| 2023‑05‑31 | 2023‑05‑26 | F (tax withholding, in‑kind) | 143 | $87.31 | 9,382 | https://www.sec.gov/Archives/edgar/data/1489393/000156218023004608/0001562180-23-004608-index.htm |
| 2023‑05‑22 | 2023‑05‑18 | A (RSU award) | 1,860 | $0.00 | 9,525 | https://www.sec.gov/Archives/edgar/data/1489393/000156218023004380/0001562180-23-004380-index.htm |
Governance Assessment
-
Strengths
- Independent director; chairs C&TD overseeing rigorous pay‑for‑performance (balanced STI metrics across EBITDA, value creation, safety, sustainability; LTI PSUs tied to relative TSR and FCF per share) .
- High committee engagement (C&TD 5 meetings; 100% attendance among members); Board executive sessions every regularly scheduled meeting; strong overall Board attendance (96% in 2024) .
- No current external public boards (reduced interlock risk); Board concluded no relationships impair independence of non‑executive directors .
- Director compensation restrained (no increases since 2014 except Chair retainer in 2018 and HSE&S Chair in 2023); equity alignment via annual RSUs; robust anti‑hedging/pledging and ownership guidelines .
- Strong say‑on‑pay support (≈98% in 2024), indicating investor confidence in compensation oversight .
-
Watch items / potential risks
- HSE&S Committee average attendance 92% (committee‑level); continued oversight of expanding sustainability scope is critical .
- Access Industries’ nomination rights for certain directors (not Manifold) warrant ongoing independence scrutiny, though Board applies NYSE standards and found no impairment .
- “All Other Compensation” includes travel and tax prep benefits to directors; modest in scale for Manifold ($5,000) .
Notes and Citations
- Biography, independence, committees, attendance, governance practices: .
- Director compensation details and structure: .
- STI/PSU metrics and outcomes overseen by C&TD: .
- Beneficial ownership and shares outstanding for percent calculation: .
- Related party policy and Access nominations: .
- Insider trades: full SEC URLs provided per each row above.