Statement of Changes in Beneficial Ownership (4)
May 05 2022 - 3:16PM
Edgar (US Regulatory)
FORM 4
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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).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
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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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1. Name and Address of Reporting Person
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Opfermann Andreas |
2. Issuer Name and Ticker or Trading Symbol
LINDE PLC
[
LIN
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) Executive VP, Clean Energy |
(Last)
(First)
(Middle)
C/O LINDE PLC, FORGE, 43 CHURCH STREET WEST |
3. Date of Earliest Transaction
(MM/DD/YYYY)
5/3/2022 |
(Street)
WOKING, SURREY, X0 GU21 6HT
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Ordinary Shares | 5/3/2022 | | M | | 387 | A | $1.92 | 1857 | D | |
Ordinary Shares | 5/3/2022 | | S | | 186 (1) | D | $311.55 | 1671 | D | |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. 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 | 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 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 |
Restricted Stock Units | $0 (2) | | | | | | | (2) | (2) | Ordinary Shares | 1365 | | 1365 | D | |
Restricted Stock Units | $0 (3) | | | | | | | (3) | (3) | Ordinary Shares | 1810 | | 1810 | D | |
Restricted Stock Units | $0 (4) | | | | | | | (4) | (4) | Ordinary Shares | 2145 | | 2145 | D | |
Stock Options (right to buy) | $270.99 | | | | | | | 3/7/2023 (5) | 3/7/2032 | Ordinary Shares | 11830 | | 11830 | D | |
Stock Option (right to buy) | $253.68 | | | | | | | 3/8/2022 (6) | 3/8/2031 | Ordinary Shares | 19070 | | 19070 | D | |
Stock Option (right to buy) | $173.13 | | | | | | | 3/9/2021 (7) | 3/9/2030 | Ordinary Shares | 26090 | | 26090 | D | |
Stock Option (right to buy) (8) | $1.92 | 5/3/2022 | | M | | | 387 | 6/7/2021 | 6/7/2022 | Ordinary Shares | 387 | $0 | 0 | D | |
Stock Option (right to buy) | $176.63 | | | | | | | 3/20/2020 (9) | 3/20/2029 | Ordinary Shares | 3600 | | 3600 | D | |
Explanation of Responses: |
(1) | Ordinary shares sold to pay exercise price and taxes, and the reporting person retained the 201 shares net of the sale of shares. |
(2) | Restricted Stock Units that will vest in full and payout on or about March 7, 2025 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 March 8, 2024 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 March 9, 2023 in Linde plc Ordinary Shares on a one-for-one basis. |
(5) | This option vests over three years in three consecutive equal annual installments beginning on March 7, 2023. |
(6) | This option vests over three years in three consecutive equal annual installments beginning on March 8, 2022. |
(7) | This option vests over three years in three consecutive equal annual installments beginning on March 9, 2021. |
(8) | 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 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 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. |
(9) | This option vests over three years in three consecutive equal annual installments beginning on March 20,2020. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Opfermann Andreas C/O LINDE PLC FORGE, 43 CHURCH STREET WEST WOKING, SURREY, X0 GU21 6HT |
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| Executive VP, Clean Energy |
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Signatures
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Anthony M. Pepper, Attorney-in-Fact | | 5/5/2022 |
**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). |
Note: | File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. |
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. |
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