Linde plc

02/08/2024 | Press release | Distributed by Public on 02/08/2024 21:10

Submission of Matters to a Vote of Security Holders Form 8 K

ITEM 5.07 Submission of Matters to a Vote of Security Holders

The Linde plc Annual General Meeting of Shareholders was held on July 30, 2024 (the "AGM"), at which shareholders voted upon the items set forth below. The total number of shares that were present or represented by proxy at the Annual Meeting was 404,887,136 which was 84.22% of the shares outstanding and entitled to vote and which constituted a quorum. The final voting results of the items submitted to a vote of the shareholders are set forth below.

Proposal 1

The ten nominees for election as a director were elected to serve until the 2025 annual general meeting of shareholders and until his or her successor is elected and qualified. The vote results were as follows:

Director Nominees

Shares For

Shares Against

Shares Abstained

Broker Non-Votes

% of Votes

Cast For

Stephen F. Angel

374,170,969

13,435,153

195,583

17,085,431

96.53%

Sanjiv Lamba

386,839,145

755,242

207,318

17,085,431

99.81%

Prof DDr. Ann-Kristin Achleitner

369,186,446

18,343,229

272,030

17,085,431

95.27%

Dr. Thomas Enders

374,898,543

12,637,610

265,552

17,085,431

96.74%

Hugh Grant

382,589,702

4,960,795

251,208

17,085,431

98.72%

Joe Kaeser

346,731,544

39,472,632

1,597,529

17,085,431

89.78%

Victoria E. Ossadnik

359,414,123

28,147,349

240,233

17,085,431

92.74%

Paula Rosput Reynolds

386,699,597

858,527

243,581

17,085,431

99.78%

Alberto Weisser

383,847,647

3,700,121

253,937

17,085,431

99.05%

Robert L. Wood

382,240,500

5,254,878

306,327

17,085,431

98.64%

Proposal 2a

Shareholders ratified, on an advisory and non-binding basis, the appointment of PricewaterhouseCoopers ("PWC") as the independent auditor by the votes set forth below.

Shares Voted For

Shares Voted Against

Shares Abstained

Broker Non-Votes

376,798,953

27,562,585

525,598

N/A

(93.06% of votes cast)

(6.81% of votes cast)

2

Proposal 2b

Shareholders approved the authorization of the Board, acting through the Audit Committee, to determine PWC's remuneration by the votes set forth below.

Shares Voted For

Shares Voted Against

Shares Abstained

Broker Non-Votes

397,465,912

6,968,991

452,233

N/A

(98.17% of votes cast)

(1.72% of votes cast)

Proposal 3

Shareholders approved, on an advisory and non-binding basis, the compensation of Linde plc's Named Executive Officers as disclosed in the 2024 proxy statement by the votes set forth below.

Shares Voted For

Shares Voted Against

Shares Abstained

Broker Non-Votes

358,841,687

28,061,890

898,128

17,085,431

(92.53% of votes cast)

(6.93% of votes cast)

Proposal 4

Shareholders approved the proposal to determine the price range at which Linde plc can re-allot shares that it acquires as treasury shares under Irish law.

Shares Voted For

Shares Voted Against

Shares Abstained

Broker Non-Votes

403,401,617

864,902

620,617

N/A

(99.63% of votes cast)

(0.21% of votes cast)