13 unchanged sentences
The members of that audit committee are Prof.
−Removed: Clemens Börsig (chairman), Dr.
−Removed: Dicciani, Dr.
−Removed: Thomas Enders, Edward G.
−Removed: Galante, Larry D.
+Added: Richenhagen (chairman), Dr.
+Added: Thomas Enders, Dr.
Victoria Ossadnik and Alberto Weisser and each member is independent within the meaning of the independence standards adopted by the Board of Directors and those of the New York Stock Exchange.
Audit Committee Financial Expert
−Removed: The Linde Board of Directors has determined that Prof.
−Removed: Clemens Börsig and Alberto Weisser satisfy the criteria adopted by the SEC to serve as “audit committee financial experts” as defined by Item 407(d)(5)(ii) of Regulation S-K of the Exchange Act and is independent within the meaning of the independence standards adopted by the Board of Directors and those of the New York Stock Exchange.
+Added: The Linde Board of Directors has determined that Alberto Weisser satisfy the criteria adopted by the SEC to serve as an “audit committee financial expert” as defined by Item 407(d)(5)(ii) of Regulation S-K of the Exchange Act and is independent within the meaning of the independence standards adopted by the Board of Directors and those of the New York Stock Exchange.
Code of Ethics
5 unchanged sentences
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS
−Removed: Equity Compensation Plans Information - The table below provides information as of December 31, 2021 about company shares that may be issued upon the exercise of options, warrants and rights granted to employees or members of Linde’s Board of Directors under equity compensation plans that were assumed by Linde upon the completion of the business combination on October 31, 2018.
+Added: Equity Compensation Plans Information - The table below provides information as of December 31, 2022 about company shares that may be issued upon the exercise of options, warrants and rights granted to employees or members of Linde’s Board of Directors under equity compensation plans with awards outstanding as of December 31, 2022.
EQUITY COMPENSATION PLANS TABLE
16 unchanged sentences
(1) This amount includes 649,987 restricted shares and 585,550 performance shares.
−Removed: (2) This amount includes 8,995,710 shares available for future issuance pursuant to the 2021 Linde plc Long Term Incentive Plan, and 285,113 shares available for future issuance pursuant to the Long Term Incentive Plan 2018 of Linde plc.
+Added: (2) This amount reflects shares available for future issuances pursuant to the 2021 Linde plc Long Term Incentive Plan that was approved by shareholders on July 26, 2021.
Certain information required by this item regarding the beneficial ownership of the company’s ordinary shares is incorporated herein by reference to the section captioned “Information on Share Ownership” i n Linde’s Proxy Statement to be filed by April 30, 2023 for the Annual General Meeting.
57 unchanged sentences
4.11 Copies of the agreements related to long-term debt which are not required to be filed as exhibits to this Annual Report on Form 10-K will be furnished to the Securities and Exchange Commission upon request.
−Removed: *10.0e Form of Non-Employee Director Restricted Stock Unit Award Under the 2021 Linde plc Long Term Incentive Plan is filed herewith
−Removed: 10.01 Credit Agreement dated as of March 26, 2019, among Linde plc, certain of its subsidiaries parties thereto as borrowers, the lenders party thereto and Bank of America, N.A., as Administrative Agent (Filed as Exhibit 10.1 to Linde plc's current report on Form 8-K, dated April 3, 2019, Filing No.
+Added: *10 Form of Non-Employee Director Restricted Stock Unit Award Under the 2021 Linde plc Long Term Incentive Plan (Filed as Exhibit 10.0e to Linde plc's 2021 Annual Report on Form 10-K, Filing No.
+Added: 1-38730, and is incorporated herein by reference).
+Added: 10.01 Amended and Restated Five Year Credit Agreement, dated as of December 7, 2022, among Linde plc, certain of its subsidiaries parties thereto as borrowers, the lenders party thereto and Bank of America, N.A., as Administrative Agent.(Filed as Exhibit 10.1 to Linde plc's current report on Form 8-K, dated December 8, 2022, Filing No.
1-38730, and incorporated herein by reference)
−Removed: 10.01a Credit Agreement Additional Guarantor Supplement, dated as of September 3, 2019, by Linde AG, and acknowledged by Bank of America, N.A., as Administrative Agent (Filed as Exhibit 10.2 to the Linde plc Form 8-K dated September 6, 2019, Filing No.
+Added: 10.02 364-Day Credit Agreement, dated as of December 7, 2022, among Linde plc, certain of its subsidiaries parties thereto as borrowers, the lenders party thereto and Bank of America, N.A., as Administrative Agent.(Filed as Exhibit 10.2 to Linde plc's current report on Form 8-K, dated December 8, 2022, Filing No.
1-38730, and incorporated herein by reference)
9 unchanged sentences
1-38730, and incorporated herein by reference).
−Removed: *10.03 Long Term Incentive Plan 2018 of Linde plc (Filed as Exhibit 4.4 to the Company’s Form S-8, filed on October 31, 2018, File No.
−Removed: 333-228084, and incorporated herein by reference).
*10.04 Linde plc Annual Variable Compensation Plan effective January 1, 2019 (Filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K, filed on January 25, 2019, File No.
56 unchanged sentences
1-38730 and incorporated herein by reference).
−Removed: *10.10 Service Credit Arrangement for Stephen F.
−Removed: Angel dated May 23, 2007 was filed as Exhibit 10.20 to Praxair, Inc.'s Form 8-K filed on May 24, 2007 and is incorporated herein by reference.
*10.10 Amended and Restated 2009 Praxair, Inc.
70 unchanged sentences
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Registrant and in the capacities indicated on February 28, 2023.
−Removed: WOLFGANG REITZLE /s/ STEPHEN F.
−Removed: ANGEL /s/ MATTHEW J.
−Removed: Wolfgang Reitzle
+Added: /s/ Stephen F.
+Added: Angel /s/ Sanjiv Lamba /s/ MATTHEW J.
Chief Executive Officer and Director
Chief Financial Officer
−Removed: ANN-KRISTIN ACHLIETNER /s/ DR.
−Removed: CLEMENS BÖRSIG /s/ DR.
+Added: ANN-KRISTIN ACHLIETNER /s/ ROBERT L.
+Added: THOMAS ENDERS
Ann-Kristin Achleitner
−Removed: Clemens B ö rsig
−Removed: THOMAS ENDERS /s/ FRANZ FEHRENBACH /s/ EDWARD G.
Thomas Enders
−Removed: Franz Fehrenbach
−Removed: MCVAY /s/ DR.
−Removed: VICTORIA OSSADNIK /s/ PROF.
+Added: /s/ JOSEF KAESER /s/ DR.
+Added: VICTORIA OSSADNIK /s/ EDWARD G.
Victoria Ossadnik
−Removed: Martin Richenhagen
−Removed: /s/ ROBERT L.
−Removed: WOOD /s/ ALBERTO WEISSER /s/ JOSEF KAESER
+Added: /s/ ALBERTO WEISSER /s/ PROF.
+Added: RICHENHAGEN /s/ HUGH GRANT
Alberto Weisser
+Added: Martin Richenhagen
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.