Preference Shareholders
Preference Shares Cancellation
On March 13, 2026, CRH announced its intention to cancel the listing of the 7% ‘A’ Cumulative Preference Shares from the London Stock Exchange and, subject to shareholder approval, to cancel the Company’s 5% Cumulative Preference Shares and 7% ‘A’ Cumulative Preference Shares.
The proposed cancellations would be in exchange for a cash payment of an amount equal to 40 times the annual dividend per preference share. This reflects a value determined by reference to the annual dividend per preference share capitalized at a rate of 2.5156% or approximately 100bps below the 30-year Bund rate as of March 12, 2026. The payments would be €2.54 per share in respect of the 5% preference shares representing 200% of nominal value, and €3.556 per share in respect of the 7% preference shares representing 280% of nominal value, with both classes having a nominal value of €1.27.
The proposed cancellations were approved by ordinary shareholders at CRH’s 2026 Annual General Meeting held on May 7, 2026, and at separate meetings of the preference shareholders held on May 21, 2026. Further details on the relevant meetings and the approvals granted can be found here.
Subject to receiving the requisite approvals from the High Court of Ireland (see Preference Shares – Sanction Hearings section below), it is anticipated that the preference share cancellations will become effective in July 2026.
The cancellation of the 5% preference shares, if implemented, will result in the cancellation of their listing on Euronext Growth Dublin.
Frequently Asked Questions
The answers to some Frequently Asked Questions (FAQs) in relation to the proposal to cancel Preference Shares are available here.
Helplines
If you have a query which is not addressed by the answers in the FAQs, helplines are available as set out below. Please contact the service appropriate to your query. Please also note that shareholder helpline operators cannot give any financial, tax, investment or legal advice.
Preference Shares - Sanction Hearings
CRH plc (the “Company”) filed application papers on 2 June 2026 with the Irish Central Office for the purpose of its application to the High Court of Ireland (the “Court”) under Section 453(2)(c) of the Companies Act 2014 (the “2014 Act”) for orders sanctioning: (a) the scheme of arrangement between the Company and holders of 5% cumulative preference shares (the “5% Preference Share Scheme”); and; (b) the scheme of arrangement between the Company and holders of 7% “A” cumulative preference shares (the “7% Preference Share Scheme”); and related orders.
The application papers were also filed by the Company for the purposes of its application to the Court under Section 85(1) of the 2014 Act for orders seeking the reduction of the amount standing to the credit of the Company’s preference share capital account, comprising: (a) an amount equal to the nominal value of the 5% Preference Shares; and (b) an amount equal to the nominal value of the 7% Preference Shares, being a total aggregate sum of €1,170,940 (the “Capital Reduction”).
At a directions hearing on June 8, 2026, the Court directed that the applications for the sanction of the 5% Preference Share Scheme and the 7% Preference Share Scheme, as well as the Capital Reduction, be heard together in the Commercial List of the Court sitting in the Four Courts, Inns Quay, Dublin 7, Ireland commencing at 11.00am on June 25, 2026 (the “Hearings”).
The Hearings will take place in a hybrid manner and details to enable any interested party to connect to the Hearings remotely and further information in relation to the Hearings will be available on request from the Solicitors for the Company at the postal address or email address below.
Any interested party that wishes to support or oppose the making of any order at the Hearings and/or wishes to obtain a copy of the Company’s filings relating to the Hearings should contact the Solicitors for the Company at the postal address or email address below.
Any party with such interest in the 5% Preference Share Scheme, 7% Preference Share Scheme or the Capital Reduction may appear at the Hearings personally or be represented by a solicitor or by counsel. Any such party intending to so appear should give notice in writing to the Solicitors for the Company, by no later than 5:30pm (Dublin time) on June 22, 2026 and any affidavit in support of any such appearance should be filed with the Central Office of the High Court of Ireland, and served on the Solicitors for the Company, by no later than 5:30pm (Dublin time) on June 22, 2026.
The proceedings are also listed in the Call Over for the Commercial List on June 19, 2026 at approximately 10:30 a.m. (Dublin time).
June 12, 2026
ARTHUR COX
Solicitors for the Company
Ten Earlsfort Terrace
Dublin 2
D02 T380
Ireland Conall.OShaughnessy@arthurcox.com
REF: COS/43295/276Preference Shares – Account Management
Preference Shareholders with queries in relation to the day-to-day management of their shareholding (such as account balances, dividend payments, address changes) should contact Computershare Investor Services (Ireland) Limited as follows:
Address:
Computershare Investor Services (Ireland) Limited
3100 Lake Drive,
Citywest Business Campus,
Dublin 24,
D24 AK82,
Ireland.Telephone: (+353 (1) 6968467), (calls to this helpline from outside the Ireland are charged at the applicable international rates)
Email: webcorres@computershare.co.uk
Website: www.investorcentre.com/ie
Euronext Growth Information
The Information disclosed in this section is in accordance with Rule 3.4 of the Euronext Growth Markets Rule Book Part II dated April 1, 2022. The Information is provided pursuant to the Company’s 5% Cumulative Preference Shares, which are currently admitted to trading on Euronext Growth Dublin.
Company Information
We are a leading provider of building materials solutions that build, connect and improve our world. See more here.
Country of Incorporation and Main Country of Operation
We are incorporated and registered in Ireland with registered number 12965. See more here.
Documents and Accouncements
Additional Details
Details of other exchange or trading platforms on which the Company has applied or agreed to have any of its securities admitted or traded.
See information on the Ordinary Shares here.
The Company’s 5% Cumulative Preference Shares of €1.27 each (ISIN: IE0001827264) are admitted to trading on Euronext Growth Dublin.
The Company’s 7% ‘A’ Cumulative Preference Shares of €1.27 each (ISIN: IE0001827603) are admitted to trading on the non-equity shares and non-voting equity shares category of the London Stock Exchange.
Number of 5% Cumulative Preference Shares in issue and percentage of 5% Cumulative Preference Shares that are not in public hands together with the identity and percentage holdings of the significant shareholders.
There are currently 50,000 fully paid 5% Cumulative Preference Shares in issue. Greater than 25% of the 5% Cumulative Preference Shares for which application for admission has been made are in public hands.
As the 5% Cumulative Preference Shares have limited voting rights, holders of the 5% Cumulative Preference Shares are not required under applicable law to notify the Company in circumstances where they become interested directly or indirectly in 3% or more of the 5% Cumulative Preference Shares.
Details of any restrictions on the transfer of 5% Cumulative Preference Shares
The 5% Cumulative Preference Shares are freely transferable and there are no restrictions on the transfer of the 5% Cumulative Preference Shares.
See Articles 32 and 33 of the Memorandum and Articles of Association here.
Whether the Company is subject to the Takeover Rules of the Irish Takeover Panel, or any other such legislation or code in its country of incorporation or operation, or any other provisions it has voluntarily adopted.
CRH plc is subject to the Irish Takeover Panel Act, 1997, Takeover Rules, 2022 (as amended).
Details of the Euronext Growth Listing Sponsor and other key advisors in respect of the 5% Cumulative Preference Shares.
Euronext Growth Listing Sponsor:
Davy
Davy House
49 Dawson Street
Dublin 2
D02 PY05
IrelandRegistrar:
Computershare Investor Services (Ireland) Limited
3100 Lake Drive
Citywest Business Campus
Dublin 24
D24 AK82
IrelandAuditors:
Deloitte Ireland LLP
Deloitte & Touche House
29 Earlsfort Terrace
Dublin 2
D02 AY28
Ireland