James Hardie Industries Plc. · NYSE:JHX
James Hardie Industries — Shareholder Meeting (August 2021)
30 slides from James Hardie Industries's shareholder meeting presentation, Aug 27, 2021
Slide 1: Chairman's Address to 2021 Annual General Meeting and Presentation
James Hardie Industries plc Europa House 2nd Floor, Harcourt Centre Harcourt Street, Dublin 2, D02 WR20, Ireland For personal use only T: +353 (0) 1 411 6924 F: +353 (0) 1 479 1128 27 August 2021 The Manager Company Announcements Office Australian Securities Exchange Limited 20 Bridge Street SYDNEY
Slide 2: Chairman's Address
Chairman’s Address Address to the 2021 Annual General Meeting Michael Hammes, Chairman, James Hardie Industries plc For personal use only Hello and welcome to James Hardie Industries plc’s 2021 Annual General Meeting (AGM), our twelfth AGM to be held in Dublin. Due to COVID-19 related restrictions I
Slide 3: Chairman's Address: Management System and Financial Results
Chairman’s Address Globally Integrated Management System Underpinning James Hardie’s entire transformation was our globally integrated management system. This management system allows us to make better, more holistic and faster decisions across various levels within the company. Additionally, it has
Slide 4: Chairman's Address
Chairman’s Address On 9 February 2021, based on our strong strategic execution through the pandemic and our confidence in continued strong cash generation, we believed it was appropriate to announce the resumption of dividends, with the Board declaring a special dividend of US$0.70 cents per share,
Slide 5: Chairman's Address: Forward-Looking Statements
Chairman’s Address I would like to close today by extending the Board’s gratitude and thanks to the nearly 5,000 employees of James Hardie around the world. Your ability to navigate the global pandemic while accelerating the strategy and improving the financial results is truly extraordinary and a t
Slide 6: Annual General Meeting
For personal use only ANNUAL GENERAL MEETING 26 August 2021 (New York and Dublin) / 27 August 2021 (Sydney)
Slide 7: Cautionary Note on Forward-Looking Statements
CAUTIONARY NOTE ON FORWARD-LOOKING STATEMENTS This Management Presentation contains forward looking statements within the meaning of the Private Securities Litigation Reform Act For personal use only of 1995. James Hardie Industries plc (the “Company”) may from time to time make forward-looking stat
Slide 8: Annual General Meeting – Chairman's Address
For personal use only ANNUAL GENERAL MEETING – CHAIRMAN’S ADDRESS Michael Hammes, Chairman 3 Contents are confidential and subject to disclosure and insider trading considerations
Slide 9: Annual General Meeting – Items of Business
For personal use only • Xxx • Xxx ANNUAL GENERAL MEETING – ITEMS OF BUSINESS* *Shareholders should refer to the Notice of Annual General Meeting 2021 for the full text and background to each resolution set forth in the presentation
Slide 10: 1: Financial Statements and Reports for Fiscal Year 2021
For personal use only RESOLUTION 1: Financial Statements and Reports for Fiscal Year 2021 • To receive and consider the financial statements and the reports of the Board and external auditor for the fiscal year ended 31 March 2021 5
Slide 11: 1: Financial Statements and Reports – Voting Results
For personal use only RESOLUTION 1: Financial Statements and Reports for Fiscal Year 2021 PROXY RESULTS: Votes %* For 349,697,396 99.87 Against 361,777 0.10 Open** 96,587 0.03 Abstain 5,474,965 N/A Excluded 0 N/A * Percentages have been rounded 6 ** ‘Open’ means the proxy could vote on the resolutio
Slide 12: 2: Remuneration Report for Fiscal Year 2021
For personal use only RESOLUTION 2: Remuneration Report for Fiscal Year 2021 • To receive and consider the Remuneration Report of the Company for the fiscal year ended 31 March 2021 7
Slide 13: 2: Remuneration Report – Voting Results
For personal use only RESOLUTION 2: Remuneration Report for Fiscal Year 2021 PROXY RESULTS: Votes %* For 338,394,133 96.71 Against 11,450,710 3.27 Open** 96,242 0.02 Abstain 5,689,640 N/A Excluded 0 N/A * Percentages have been rounded 8 ** ‘Open’ means the proxy could vote on the resolution in their
Slide 14: 3: Election/Re-election of Directors
For personal use only RESOLUTION 3: Election/Re-election of Directors a. That Suzanne B. Rowland be elected as a director b. That Dean Seavers be elected as a director c. That Michael Hammes be re-elected as a director d. That Persio V. Lisboa be re-elected as a director 9
Slide 15: 3(a): Election of Director – Suzanne B. Rowland
For personal use only RESOLUTION 3(a): Election of Director – Suzanne B. Rowland PROXY RESULTS: Votes %* For 350,539,057 98.67 Against 4,636,901 1.31 Open** 96,992 0.02 Abstain 357,775 N/A Excluded 0 N/A * Percentages have been rounded 10 ** ‘Open’ means the proxy could vote on the resolution in the
Slide 16: 3(b): Election of Director – Dean Seavers
For personal use only RESOLUTION 3(b): Election of Director – Dean Seavers PROXY RESULTS: Votes %* For 348,299,396 98.04 Against 6,864,546 1.93 Open** 99,961 0.03 Abstain 366,822 N/A Excluded 0 N/A * Percentages have been rounded 11 ** ‘Open’ means the proxy could vote on the resolution in their dis
Slide 17: 3(c): Re-election of Director – Michael Hammes
For personal use only RESOLUTION 3(c): Re-election of Director – Michael Hammes PROXY RESULTS: Votes %* For 337,006,220 94.87 Against 18,109,576 5.10 Open** 102,033 0.03 Abstain 412,896 N/A Excluded 0 N/A * Percentages have been rounded 12 ** ‘Open’ means the proxy could vote on the resolution in th
Slide 18: 3(d): Re-election of Director – Persio V. Lisboa
For personal use only RESOLUTION 3(d): Re-election of Director – Persio V. Lisboa PROXY RESULTS: Votes %* For 353,481,333 99.50 Against 1,661,480 0.47 Open** 101,536 0.03 Abstain 386,985 N/A Excluded 0 N/A * Percentages have been rounded 13 ** ‘Open’ means the proxy could vote on the resolution in t
Slide 19: 4: Authority to Fix the External Auditor's Remuneration
For personal use only RESOLUTION 4: Authority to Fix the External Auditor’s Remuneration • That the Board be authorised to fix the remuneration of the external auditor for the fiscal year ended 31 March 2022 14
Slide 20: 4: Auditor's Remuneration – Voting Results
For personal use only RESOLUTION 4: Authority to Fix the External Auditor’s Remuneration PROXY RESULTS: Votes %* For 353,416,986 99.47 Against 1,784,829 0.50 Open** 99,463 0.03 Abstain 329,447 N/A Excluded 0 N/A * Percentages have been rounded 15 ** ‘Open’ means the proxy could vote on the resolutio
Slide 21: 5: Approval to Amend and Restate the 2001 Equity Incentive Plan
For personal use only RESOLUTION 5: Approval to Amend and Restate the James Hardie 2001 Equity Incentive Plan • Approve the restated form of the James Hardie Industries 2001 Equity Incentive Plan and to issue equity securities under it 16
Slide 22: 5: 2001 Equity Incentive Plan – Voting Results
For personal use only RESOLUTION 5: Approval to Amend and Restate the James Hardie 2001 Equity Incentive Plan PROXY RESULTS: Votes %* For 340,175,287 95.80 Against 14,848,703 4.18 Open** 93,514 0.02 Abstain 401,241 N/A Excluded 111,980 N/A * Percentages have been rounded 17 ** ‘Open’ means the proxy
Slide 23: 6: Approval to Amend and Restate the 2006 Long Term Incentive Plan
For personal use only RESOLUTION 6: Approval to Amend and Restate the James Hardie 2006 Long Term Incentive Plan • Approve the restated form of the James Hardie Industries 2006 Long Term Incentive Plan and to issue equity securities under it 18
Slide 24: 6: 2006 Long Term Incentive Plan – Voting Results
For personal use only RESOLUTION 6: Approval to Amend and Restate the James Hardie 2006 Long Term Incentive Plan PROXY RESULTS: Votes %* For 341,174,063 96.08 Against 13,855,702 3.90 Open** 89,344 0.02 Abstain 405,544 N/A Excluded 106,072 N/A * Percentages have been rounded 19 ** ‘Open’ means the pr
Slide 25: 7: Grant of Fiscal Year 2022 ROCE Restricted Stock Units
For personal use only RESOLUTION 7: Grant of Fiscal Year 2022 Return on Capital Employed Restricted Stock Units • Approve the grant of Return on Capital Employed (ROCE) Restricted Stock Units (RSUs) under the 2006 LTIP (as amended) to James Hardie’s Director and Chief Executive Officer, Dr. Jack Tru
Slide 26: 7: ROCE RSUs – Voting Results
For personal use only RESOLUTION 7: Grant of Fiscal Year 2022 Return on Capital Employed Restricted Stock Units PROXY RESULTS: Votes %* For 338,886,293 96.63 Against 11,770,102 3.35 Open** 91,344 0.02 Abstain 4,882,986 N/A Excluded 0 N/A * Percentages have been rounded 21 ** ‘Open’ means the proxy c
Slide 27: 8: Grant of Fiscal Year 2022 Relative TSR RSUs
For personal use only RESOLUTION 8: Grant of Fiscal Year 2022 Relative Total Shareholder Return RSUs • Approve the grant of Relative Total Shareholder Return (TSR) RSUs to James Hardie’s Director and Chief Executive Officer, Dr. Jack Truong for the fiscal year 2022 22
Slide 28: 8: Relative TSR RSUs – Voting Results
For personal use only RESOLUTION 8: Grant of Fiscal Year 2022 Relative TSR RSUs PROXY RESULTS: Votes %* For 333,326,079 95.03 Against 17,326,147 4.94 Open** 95,313 0.03 Abstain 4,883,186 N/A Excluded 0 N/A * Percentages have been rounded 23 ** ‘Open’ means the proxy could vote on the resolution in t
Slide 29: Annual General Meeting – Other Items of Business
For personal use only ANNUAL GENERAL MEETING – OTHER ITEMS OF BUSINESS 24 Page 24
Slide 30: Annual General Meeting
For personal use only ANNUAL GENERAL MEETING
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