CRH adds Patrick Decker to board; size rises to 13 (2025)

CRH plc's Board expanded from 12 to 13 members and appointed Patrick Decker as a non-management Director effective October 1, 2025.

Accepted by SEC EDGAR 09/09/2025 - 09:07 AM EDT Learn about SEC filing dates

Rhea-AI Filing Summary

CRH plc's Board expanded from 12 to 13 members and appointed Patrick Decker as a non-management Director effective October 1, 2025. Mr. Decker will receive compensation under CRH's non-management Director program, including a pro rata Restricted Stock Unit (RSU) grant covering his service through the Annual General Meeting in 2026. The filing states Mr. Decker has no family relationship with current directors or executives and is not party to transactions requiring disclosure under Regulation S-K Item 404(a). It is anticipated he will enter an indemnification agreement in the same form CRH uses for its directors and officers. The Company also issued a press release on September 9, 2025 announcing the appointment.

Positive

• Board size increased from 12 to 13 members
• Appointment disclosed with effective date of October 1, 2025
• Pro rata RSU grant aligns Mr. Decker's compensation with other non-management directors through the 2026 AGM
• No related-party transactions reported and no family relationship with directors or executives

Negative

• None.

Insights

Corporate Governance Expert

Board seat added; appointment follows standard governance and compensation practices.

The Board increased to 13 members and appointed Patrick Decker effective October 1, 2025, a change disclosed under Item 5.02. The filing confirms Mr. Decker will be paid under the existing non-management Director program with a pro rata RSU award through the 2026 Annual General Meeting.

The filing explicitly notes no related-party transactions and anticipates a standard indemnification agreement, which aligns with common director onboarding practices. This disclosure is routine and provides investors transparent details on compensation and independence.

8-K Event Classification

3 items: 5.02, 7.01, 9.01

3 items

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance

Key personnel changes including departures, elections, or appointments of directors and executive officers.

Item 7.01 Regulation FD Disclosure Disclosure

Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, or exhibit attachments filed with this report.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What change did CRH (CRH) report in this 8-K?

CRH increased its Board from 12 to 13 members and appointed Patrick Decker as a non-management Director effective October 1, 2025.

How will Patrick Decker be compensated as a CRH director?

Mr. Decker will be paid under CRH's non-management Director compensation program and will receive a pro rata RSU award reflecting service until the 2026 Annual General Meeting.

Does the filing disclose any related‑party transactions involving Mr. Decker?

No. The filing states Mr. Decker is not party to any transactions requiring disclosure under Item 404(a) of Regulation S‑K.

Was a public announcement made about the appointment?

Yes. CRH issued a press release on September 9, 2025 announcing Mr. Decker's appointment; that release is attached as Exhibit 99.1.

Will Mr. Decker have an indemnification agreement?

The filing states it is anticipated Mr. Decker will enter into an indemnification agreement in substantially the same form CRH uses for its directors and executive officers.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): September 9, 2025 (September 8, 2025)

CRH public limited company

(Exact name of registrant as specified in its charter)

Ireland

001-32846

98-0366809

(State or other jurisdiction of incorporation)

(Commission File Number)

(I.R.S. Employer Identification No.)

Stonemason's Way, Rathfarnham,

Dublin 16, D16 KH51, Ireland

(Address of principal executive offices)

+353 1 404 1000

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d 2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Ordinary Shares of €0.32 each

CRH

New York Stock Exchange

5.200% Guaranteed Notes due 2029

CRH/29

New York Stock Exchange

5.125% Guaranteed Notes due 2030

CRH/30

New York Stock Exchange

6.400% Notes due 2033

CRH/33A

New York Stock Exchange

5.400% Guaranteed Notes due 2034

CRH/34

New York Stock Exchange

5.500% Guaranteed Notes due 2035

CRH/35

New York Stock Exchange

5.875% Guaranteed Notes due 2055

CRH/55

New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter)

☐ Emerging Growth Company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(e) of the Exchange Act ☐

Item 5.02    Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On September 8, 2025, the Board of Directors (the ‘Board’) of CRH plc (the ‘Company’) increased the size of the Board from 12 to 13 members and appointed Patrick Decker to serve as a non-management Director of the Company, each effective as of October 1, 2025.

Mr. Decker will be compensated for his service as a member of the Board pursuant to the Company’s non-management Director compensation program as described in the Company’s Definitive Proxy Statement filed with the Securities and Exchange Commission on March 28, 2025. Mr. Decker’s Restricted Stock Unit (‘RSU’) award grant will represent a pro rata portion of the RSU award granted to the other non-management Directors, reflecting his service on the Board from October 1, 2025 until the Annual General Meeting in 2026.

Mr. Decker has no family relationship with any member of the Board or any executive officer of the Company and is not a party to any transactions that would require disclosure under Item 404(a) of Regulation S-K. There are no agreements, arrangements or understandings between Mr. Decker and any other persons to which Mr. Decker was appointed as a Director.

It is anticipated that Mr. Decker will enter into an indemnification agreement in substantially the same form as the Company enters into with its Directors and executive officers.

Item 7.01    Regulation FD Disclosure.

The Company issued a press release on September 9, 2025 announcing Mr. Decker’s appointment to the Board. The press release making the announcement is attached hereto as Exhibit 99.1.

The information in this Item 7.01, including Exhibit 99.1 attached hereto, shall not be deemed to be “filed” for purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing made by the Company under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filing, except as shall be expressly set forth by specific reference in such a filing.

Item 9.01    Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.						Description
99.1						Press Release, dated September 9, 2025
104						Cover Page Interactive Data File (formatted in Inline XBRL)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: September 9, 2025

CRH public limited company

/s/ Neil Colgan

By:

Neil Colgan

Company Secretary