Sec Form 4 Filing - ANGEL STEPHEN F @ LINDE PLC - 2023-03-21

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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
ANGEL STEPHEN F
2. Issuer Name and Ticker or Trading Symbol
LINDE PLC [ LIN]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
C/O LINDE PLC, FORGE, 43 CHURCH STREET WEST
3. Date of Earliest Transaction (MM/DD/YY)
03/21/2023
(Street)
WOKING SURREY, X0GU216HT
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Ordinary Shares ( 1 ) 2,268 I In trust for children
Ordinary Shares ( 1 ) 71,029 I Angel Descendants Trust
Ordinary Shares ( 1 ) 20,517 I 2012 Descendants Trust
Ordinary Shares ( 1 ) 10,761.447 I 401(k)
Ordinary Shares ( 1 ) 03/21/2023 M 1,594.012 ( 2 ) A $ 0 365,706.415 D
Ordinary Shares ( 1 ) 03/21/2023 F 590 ( 3 ) D $ 338.81 365,116.415 D
Ordinary Shares ( 1 ) 03/21/2023 M 4,781.526 ( 4 ) A $ 0 369,897.941 D
Ordinary Shares ( 1 ) 03/21/2023 F 1,770 ( 3 ) D $ 338.81 368,127.941 D
Ordinary Shares ( 1 ) 03/21/2023 M 2,355.352 ( 5 ) A $ 0 370,483.293 D
Ordinary Shares ( 1 ) 03/21/2023 F 872 ( 3 ) D $ 338.81 369,611.293 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Performance Share Units ( 1 ) $ 0 ( 4 ) 03/21/2023 A 4,781.526 ( 4 ) ( 4 ) Ordinary Shares 4,781.526 $ 0 4,781.526 D
Performance Share Units ( 1 ) $ 0 ( 4 ) 03/21/2023 M 4,781.526 ( 4 ) ( 4 ) Ordinary Shares 4,781.526 $ 0 43,033.738 D
Performance Share Units ( 1 ) $ 0 ( 5 ) 03/21/2023 A 2,355.352 ( 5 ) ( 5 ) Ordinary Shares 2,355.352 $ 0 2,355.352 D
Performance Share Units ( 1 ) $ 0 ( 5 ) 03/21/2023 M 2,355.352 ( 5 ) ( 5 ) Ordinary Shares 2,355.352 $ 0 21,198.168 D
Restricted Stock Units ( 1 ) ( 2 ) ( 2 ) ( 2 ) Ordinary Shares 1,409.462 0 D
Restricted Stock Units ( 1 ) ( 6 ) ( 6 ) ( 6 ) Ordinary Shares 1,363 1,363 D
Restricted Stock Units ( 1 ) $ 0 ( 7 ) ( 7 ) ( 7 ) Ordinary Shares 12,670 12,670 D
Restricted Stock Units ( 1 ) $ 0 ( 8 ) ( 8 ) ( 8 ) Ordinary Shares 13,935 13,935 D
Restricted Stock Units ( 1 ) $ 0 ( 9 ) 03/21/2023 M 1,594.012 ( 2 ) ( 9 ) Ordinary Shares 14,346.096 $ 0 14,346.096 D
Restricted Stock Units ( 1 ) ( 10 ) ( 10 ) ( 10 ) Ordinary Shares 31,533.647 31,533.647 D
Restricted Stock Units ( 1 ) ( 9 ) ( 9 ) ( 9 ) Ordinary Shares 31,609.92 31,609.92 D
Restricted Stock Units ( 1 ) ( 9 ) ( 9 ) ( 9 ) Ordinary Shares 49,982.024 49,982.024 D
Restricted Stock Units ( 1 ) ( 9 ) ( 9 ) ( 9 ) Ordinary Shares 32,287.475 32,287.475 D
Restricted Stock Units ( 1 ) ( 9 ) ( 9 ) ( 9 ) Ordinary Shares 34,187.403 34,187.403 D
Stock Option (right to buy) ( 1 ) $ 253.68 ( 11 ) 03/08/2022( 11 ) 03/08/2031 Ordinary Shares 133,465 133,465 D
Stock Option (right to buy) ( 1 ) $ 173.13 ( 12 ) 03/09/2021( 12 ) 03/09/2030 Ordinary Shares 169,560 169,560 D
Stock Option (right to buy) ( 1 ) $ 102.22 ( 13 ) 02/23/2017( 13 ) 02/23/2026 Ordinary Shares 216,355 216,355 D
Stock Option (right to buy) ( 1 ) $ 118.71 ( 14 ) 02/28/2018( 14 ) 02/28/2027 Ordinary Shares 435,850 435,850 D
Stock Option (right to buy) ( 1 ) $ 154 ( 15 ) 02/27/2019( 15 ) 02/27/2028 Ordinary Shares 318,780 318,780 D
Stock Option (right to buy) ( 1 ) $ 176.63 ( 16 ) 03/20/2020( 16 ) 03/20/2029 Ordinary Shares 177,605 177,605 D
Deferred Stock Units ( 1 ) $ 0 ( 17 ) ( 18 ) ( 18 ) Ordinary Shares 119,584.454 119,584.454 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
ANGEL STEPHEN F
C/O LINDE PLC
FORGE, 43 CHURCH STREET WEST
WOKING SURREY, X0GU216HT
X
Signatures
Anthony M. Pepper, Attorney-in-Fact 03/22/2023
Signature of Reporting Person Date
Explanation of Responses:
( 1 )On March 1, 2023, Linde plc (formerly Rounderway plc), an Irish public limited company ("New Linde"), became the successor of Linde plc, an Irish public limited company ("Old Linde"), pursuant to a scheme of arrangement and merger under Irish law. Pursuant to the scheme of arrangement, all outstanding ordinary shares of Old Linde were exchanged, on a one-for-one basis, for ordinary shares of New Linde, and Old Linde subsequently merged into New Linde and ceased to exist. The transaction did not alter the relative interests of security holders.
( 2 )Ordinary shares acquired pursuant to a partial installment payout of a restricted stock unit ("RSU") grant that has vested in full but whose payout has been deferred.
( 3 )Ordinary shares withheld from payouts to cover tax withholdings.
( 4 )The Performance Share Unit ("PSU") grant partially paid out on March 21, 2023 and the number of shares awarded and paid out was determined based upon the average annual return on capital ("ROC") of Linde plc from 2019-2021 measured against ROC goals set by the Human Capital Committee of the Board of Directors when the PSU was granted in 2019.
( 5 )The PSU grant partially paid out on March 21, 2023 and the number of shares awarded and paid out was determined based upon the total shareholder return ("TSR") of Linde plc from 2019-2021 measured against TSR goals set by the Human Capital Committee of the Board of Directors when the PSU was granted in 2019.
( 6 )The Restricted Stock Unit ("RSU") shall vest in full and payout in Ordinary Shares on a one-for-one basis one year after the March 7, 2023 date of grant, provided that the awardee serves on the Linde plc Board of Directors continuously through the vesting date, except under certain circumstances in which a pro-rata payout may be made.
( 7 )Restricted Stock Units that will vest in full and payout on or about March 8, 2024 in Linde plc Ordinary Shares on a one-for-one basis.
( 8 )Restricted Stock Units that will vest in full and payout on or about March 9, 2023 in Linde plc Ordinary Shares on a one-for-one basis.
( 9 )Restricted Stock Units that have vested in full but whose payout has been deferred to a future date.
( 10 )Ordinary shares acquired pursuant to an installment payout of a RSU that vested in 2018.
( 11 )This option vests over three years in three consecutive equal annual installments beginning on March 8, 2022.
( 12 )This option vests over three years in three consecutive equal annual installments beginning on March 9, 2021.
( 13 )This option vests over three years in three consecutive equal annual installments beginning February 23, 2017.
( 14 )This option vests over three years in three consecutive equal annual installments beginning on February 28, 2018.
( 15 )This option vests over three years in three consecutive equal annual installments beginning on February 27, 2019.
( 16 )This option vests over three years in three consecutive equal annual installments beginning on March 20, 2020.
( 17 )Conversion to Linde plc Ordinary Shares is on a 1-for-1 basis.
( 18 )Deferred Stock Units acquired under the Linde Compensation Deferral Plan that will payout in Linde plc Ordinary Shares on a one-for-one basis in accordance with the Deferral Plan.

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