SEC Form 4
FORM 4 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
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Bruch Christian

(Last) (First) (Middle)
C/O LINDE PLC
THE PRIESTLEY CENTRE, 10 PRIESTLEY ROAD

(Street)
GUILDFORD, SURREY X0 GU2 7XY

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
LINDE PLC [ LIN ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Executive VP Engineering
3. Date of Earliest Transaction (Month/Day/Year)
05/15/2019
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 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 05/15/2019 P 1,474 A $179.21 9,932 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 (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 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 (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (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: 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
Restricted Stock Units(1) (2) (2) (2) Ordinary Shares 106 106 D
Restricted Stock Units(1) (3) (3) (3) Ordinary Shares 376 376 D
Restricted Stock Units(1) (4) (4) (4) Ordinary Shares 624 624 D
Restricted Stock Units (5) (5) (5) Orindary Shares 2,660 2,660 D
Stock Option (right to buy)(1) $1.92 06/01/2019 06/01/2020 Ordinary Shares 646 646 D
Stock Option (right to buy)(1) $1.92 06/01/2020 06/01/2021 Ordinary Shares 2,289 2,289 D
Stock Option (right to buy)(1) $1.92 06/07/2021 06/07/2022 Ordinary Shares 2,582 2,582 D
Stock Options (right to buy) $176.63 03/20/2020(6) 03/20/2029 Ordinary Shares 29,975 29,975 D
Explanation of Responses:
1. Restricted Stock Units ("RSUs") and stock options have been granted pursuant to the Business Combination Agreement among Praxair, Inc., Linde AG, Linde plc and certain of their affiliates, dated June 1, 2017, as amended (the "BCA"). The RSUs and stock options replace certain previously granted equity awards granted by Linde AG that were terminated in connection with the closing of the Business Combination of Praxair, Inc. and Linde AG that occurred on October 31, 2018. A more detailed explanation of these RSU and stock option replacement awards is discussed in the Linde plc Registration Statement on Form S-4 (Amendment No. 4) filed with the SEC on August 11, 2017 under the section titled "The Business Combination - Interests of Directors, Board Members and Executive Officers in the Business Combination - Linde AG - Treatment of Equity Awards" on pages 183-187.
2. Restricted Stock Units that will vest in full and payout on or about June 1, 2019 in Linde plc Ordinary Shares on a one-for-one basis.
3. Restricted Stock Units that will vest in full and payout on or about June 1, 2020 in Linde plc Ordinary Shares on a one-for-one basis.
4. Restricted Stock Units that will vest in full and payout on or about June 7, 2021 in Linde plc Ordinary Shares on a one-for-one basis.
5. Restricted Stock Units that will vest in full and payout on or about March 20, 2022 in Linde plc Ordinary Shares on a one-to-one basis.
6. This option vests over three years in three consecutive equal annual installments beginning March 20, 2020.
Remarks:
Attorney-in-Fact, Anthony M. Pepper 05/17/2019
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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