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 *
Durbin Sean
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, EMEA
(Last)
(First)
(Middle)

C/O LINDE PLC, FORGE, 43 CHURCH STREET W
3. Date of Earliest Transaction (Month/Day/Year)
02/13/2023
(Street)

WOKING SURREY, X0 GU216HT
(City)
(State)
(Zip)
4. If Amendment, Date 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

       10,432D 


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 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

(1)         (1)   (6)

Ordinary Shares

1,430 1,430D 

Restricted Stock Units

(2)         (2)   (7)

Ordinary Shares

1,810 1,810D 

Restricted Stock Units

(3)         (3)   (8)

Ordinary Shares

580 580D 

Stock Options (right to buy)

$270.99      03/07/2023 (4) 03/07/2032

Ordinary Shares

12,395 12,395D 

Stock Options (right to buy)

$253.68      03/08/2022 (5) 03/08/2031

Ordinary Shares

19,070 19,070D 

Stock Options (right to buy)

$173.13      03/09/2021 (6) 03/09/2030

Ordinary Shares

7,045 7,045D 

Stock Options (right to buy)

$176.63      03/20/2020 (7) 03/20/2029

Ordinary Shares

7,795 7,795D 

Stock Options (right to buy)

$154      02/27/2019 (8) 02/27/2028

Ordinary Shares

16,170 16,170D 

Stock Options (right to buy)

$118.17      02/28/2018 (9) 02/28/2027

Ordinary Shares

5,945 5,945D 

Deferred Stock Units

(10) 02/13/2023 A 55.71   (11)   (11)

Ordinary Shares

239.236 $ 0 239.236D 

Explanation of Responses:

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.

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.

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.

This option vests over three years in three consecutive equal annual installments beginning on March 7, 2023.

This option vests over three years in three consecutive equal annual installments beginning on March 8, 2022.

This option vests over three years in three consecutive equal annual installments beginning on March 9, 2021.

This option vests over three years in three consecutive equal annual installments beginning on March 20,2020.

This option vests over three years in three consecutive equal annual installments beginning on February 27, 2019.

This option vests over three years in three consecutive equal annual installments beginning on February 28, 2018.

Conversion to Linde plc Ordinary Shares is on a one-to-one basis.

Deferred stock units acquired under the Linde Compensation Deferral Plan as amended ("Plan"). The deferred stock units will payout in Linde plc Ordinary Shares on a one-for-one basis in accordance with the Plan.



Signatures

Anthony M. Pepper, Attorney-in-fact

02/15/2023
** Signature of Reporting PersonDate
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).
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