James Hardie Industries (JHX) Proxy filing summary

Executive summary

• Annual Meeting scheduled for 20 August 2026 (US) and 21 August 2026 (Australia) with key proposals on executive and non-executive remuneration.

• Board engaged extensively with shareholders and proxy advisors after 2025 AGM to address concerns and redesign compensation structures.

• Board encourages shareholders to vote in favor of all resolutions, emphasizing alignment with shareholder interests and market practices.

Voting matters and shareholder proposals

• Proposal 4: CEO's Equity Grant revised to address prior shareholder feedback, with changes to LTI structure and performance alignment.

• Proposal 6: Increase to Non-Executive Director (NED) Fee Pool, reflecting updated benchmarking and tax equalization needs.

• ISS and ACSI proxy advisors recommended voting against Proposals 4 and 6, but Board urges support based on implemented improvements.

Board of directors and corporate governance

• Board composition maintained at 9-10 NEDs to support skills rebuilding and succession planning.

• Board actively seeks to enhance capability and diversity through new appointments.

• Directors' duties have expanded due to company growth, regulatory complexity, and NYSE listing.