EX-99.5 6 ex995-12222020.htm EX-99.5

Appendix 3Y Change of Director’s Interest Notice

Exhibit 99.5
Rule 3.19A.2
Appendix 3Y
Change of Director’s Interest Notice
Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX’s property and may be made public.
Introduced 30/09/01 Amended 01/01/11

Name of entity James Hardie Industries plc
ARBN 097 829 895

We (the entity) give ASX the following information under listing rule 3.19A.2 and as agent for the director for the purposes of section 205G of the Corporations Act.

Name of Director | Jack TRUONG
Date of last notice | 18 December 2020

Part 1 - Change of director’s relevant interests in securities
In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust
Note: In the case of a company, interests which come within paragraph (i) of the definition of “notifiable interest of a director” should be disclosed in this part.

Direct or indirect interest | Direct
Nature of indirect interest (including registered holder) Note: Provide details of the circumstances giving rise to the relevant interest. | Not applicable
Date of change | Not applicable
No. of securities held prior to change | 61,669 ordinary shares/CUFS registered in the name of the Director (15,417 are in a holding lock until 21 August 2022)
Class | Ordinary shares/CUFS
Number acquired | Not applicable
Number disposed | Not applicable

+ See chapter 19 for defined terms.

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Appendix 3Y Change of Director’s Interest Notice

Value/Consideration Note: If consideration is non-cash, provide details and estimated valuation | Not applicable
No. of securities held after change | Current relevant interest is: 61,119 ordinary shares/CUFS registered in the name of the Director (15,417 are in a holding lock until 21 August 2022)
Nature of change Example: on-market trade, off-market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in buy-back | Not applicable

Part 2 – Change of director’s interests in contracts
Note: In the case of a company, interests which come within paragraph (ii) of the definition of “notifiable interest of a director” should be disclosed in this part.

Detail of contract | Not applicable
Nature of interest | Restricted Stock Units (RSUs) are contractual entitlements to be issued ordinary shares/CUFs upon satisfaction of certain conditions
Name of registered holder (if issued securities) | Not applicable
Date of change | 5 November 2020 (US time) – Grant of RSUs

+ See chapter 19 for defined terms.

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Appendix 3Y Change of Director’s Interest Notice

No. and class of securities to which interest related prior to change Note: Details are only required for a contract in relation to which the interest has changed | Return on Capital Employed (ROCE) RSUs ROCE RSUs subject to a ROCE hurdle based on the company’s average ROCE performance over a specified period and the Remuneration Committee’s potential exercise of negative discretion: •22,740 ROCE RSUs vesting rateably on 21/08/21 and 21/08/22 •55,938 ROCE RSUs with a vesting date of 17/08/21 •9,519 ROCE RSUs with a vesting date of 17/08/21 •75,545 ROCE RSUs with a vesting date of 17/08/22 Relative Total Shareholder Return (TSR) RSUs TSR RSUs subject to a TSR hurdle based on the company’s TSR performance relative to its peer group: •41,150 TSR RSUs vesting rateably on 21/08/21 and 21/08/22 •106,058 TSR RSUs with a vesting date of 17/08/21. •18,518 TSR RSUs with a vesting date of 17/08/21. •139,432 TSR RSUs with a vesting date of 17/08/22.
Interest acquired | Two separate grants of RSUs, as part of the FY2021 long-term incentive to the CEO pursuant to the 2006 Plan, approved by shareholders at the 2020 Annual General Meeting: •127,083 TSR RSUs. These RSUs are subject to a TSR based hurdle measured over a performance period of 3 years from the grant date; and •82,131 ROCE RSUs. These are subject to a ROCE hurdle based on the company’s average ROCE performance in FY2021-2023 and the Remuneration Committee’s exercise of negative discretion three years from the grant date.
Interest disposed | Not applicable

+ See chapter 19 for defined terms.

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Appendix 3Y Change of Director’s Interest Notice

Value/Consideration Note: If consideration is non-cash, provide details and an estimated valuation | Nil
Interest after change | Return on Capital Employed (ROCE) RSUs ROCE RSUs subject to a ROCE hurdle based on the company’s average ROCE performance over a specified period and the Remuneration Committee’s potential exercise of negative discretion: •22,740 ROCE RSUs vesting rateably on 21/08/21 and 21/08/22 •55,938 ROCE RSUs with a vesting date of 17/08/21 •9,519 ROCE RSUs with a vesting date of 17/08/21 •75,545 ROCE RSUs with a vesting date of 17/08/22 •82,131 ROCE RSUs with a vesting date of 17/08/23 Relative Total Shareholder Return (TSR) RSUs TSR RSUs subject to a TSR hurdle based on the company’s TSR performance relative to its peer group: •41,150 TSR RSUs vesting rateably on 21/08/21 and 21/08/22 •106,058 TSR RSUs with a vesting date of 17/08/21 •18,518 TSR RSUs with a vesting date of 17/08/21 •139,432 TSR RSUs with a vesting date of 17/08/22 •127,083 TSR RSUs with a vesting date of 17/08/23

Part 3 – +Closed period

Were the interests in the securities or contracts detailed above traded during a +closed period where prior written clearance was required? | No
If so, was prior written clearance provided to allow the trade to proceed during this period? | Not applicable
If prior written clearance was provided, on what date was this provided? | Not applicable

+ See chapter 19 for defined terms.

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