Exhibit 99.2

Appendix 3Y

Change of Director’s Interest Notice

 

 

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

 

  

Russell Langtry CHENU

 

Date of last notice

 

  

1 June 2015

 

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

 

  

Three separate events

•      14 September 2015

•      16 September 2015

•      17 September 2015

 

No. of securities held prior to change

  

•      56,306 ordinary shares/CUFS registered in the name of the Director.

 

Class

  

Ordinary shares/CUFS

 

 

 

+ See chapter 19 for defined terms.

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Appendix 3Y

Change of Director’s Interest Notice

 

 

 

Number acquired

  

14,264 ordinary shares/CUFS following vesting of Return on Capital Employed Restricted Stock Units (ROCE RSUs) on 14 September 2015.

 

13,190 ordinary shares/CUFS following vesting of Relative Total Shareholder Return Restricted Stock Units (Relative TSR RSUs) on 16 September 2015.

 

28,440 ordinary shares/CUFS following vesting of Relative Total Shareholder Return Restricted Stock Units (Relative TSR RSUs) on 17 September 2015.

 

Number disposed

  

4,640 ordinary shares/CUFS sold on 14 September 2015

 

4,381 ordinary shares/CUFS sold on 16 September 2015

 

9,467 ordinary shares/CUFS sold on 17 September 2015

 

Value/Consideration

Note: If consideration is non-cash, provide details and estimated valuation

 

  

 

•      Vesting of Relative ROCE RSUs on 14 September 2015 – Nil;

•      Vesting of Relative TSR RSUs on 16 September 2015 – Nil;

•      Vesting of Relative TSR RSUs on 17 September 2015 – Nil;

•      Sale of ordinary shares/CUFS issued pursuant to vesting of ROCE RSUs – $85,718.51;

•      Sale of ordinary shares/CUFS issued pursuant to vesting of Relative TSR RSUs – $77,916.09; and

•      Sale of ordinary shares/CUFS issued pursuant to vesting of Relative TSR RSUs – $167,609.45.

 

No. of securities held after change

  

Current relevant interest is:

 

•      93,712 ordinary shares/CUFS registered in the name of the Director.

 

 

 

+ See chapter 19 for defined terms.

 

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Appendix 3Y

Change of Director’s Interest Notice

 

 

 

Nature of change

 

Example: on-market trade, off-market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in buy-back

  

Six separate events:

 

•      14,264 ordinary shares/CUFS issued pursuant to vesting of ROCE RSUs on 14 September 2015.

•      13,190 ordinary shares/CUFS issued pursuant to vesting of TSR RSUs on 16 September 2015.

•      28,440 ordinary shares/CUFS issued pursuant to vesting of Relative TSR RSUs on 17 September 2015.

 

•      The on-market sale of ordinary shares/CUFS issued pursuant to vesting of ROCE RSUs and Relative TSR RSUs as follows:

-     4,640 on 14 September 2015

-     4,381 on 16 September 2015; and

-     9,467 on 17 September 2015.

 

o      The disposal of the shares is required to fund (i) US State and Federal withholding tax obligations (which are payable on vesting of RSUs) and (ii) sale costs.

o      Following the sale, the shareholding of the Director is currently more than 150% of his Board-approved shareholding target.

 

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 issued ordinary shares/CUFS upon satisfaction of certain conditions.

 

 

 

+ See chapter 19 for defined terms.

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Appendix 3Y

Change of Director’s Interest Notice

 

 

 

Name of registered holder

(if issued securities)

 

   Not applicable
Date of change   

Three separate events

•      14 September 2015 – Vesting and cancellation of RSUs

•      16 September 2015 – Vesting of RSUs

•      17 September 2015 – Vesting of RSUs

 

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

 

  

•      73,936 Relative TSR RSUs; and

•      17,831 ROCE RSUs.

Interest acquired   

Not applicable

 

Interest disposed   

14,264 ROCE RSUs vested on 14 September 2015.

 

3,567 ROCE RSUs were cancelled on 14 September 2015 as the performance conditions for vesting were not met upon the final test.

 

13,190 Relative TSR RSUs vested on 16 September 2015.

 

28,440 Relative TSR RSUs vested on 17 September 2015.

 

Value/Consideration

Note: If consideration is non-cash, provide details and an estimated valuation

 

  

No cash consideration was paid to exercise the RSUs.

 

Interest after change   

Current interests in contracts:

 

•      32,306 Relative TSR RSUs

 

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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