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What changed in Linde plc's 10-K — 2024 vs 2025

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Paragraph-level year-over-year comparison of Linde plc's 2024 and 2025 10-K annual filings, covering the Business, Risk Factors, Legal Proceedings, Cybersecurity, MD&A and Market Risk sections. Every new, removed and edited paragraph is highlighted side-by-side so you can see exactly what management changed in the 2025 report.

+209 added−204 removedSource: 10-K (2026-02-25) vs 10-K (2025-02-26)

Top changes in Linde plc's 2025 10-K

209 paragraphs added · 204 removed · 180 edited across 9 sections

Item 1. Business

Business — how the company describes what it does

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Biggest changePatwari joined Linde in 1997 in India's Finance organization and held various positions in Finance and Operations including assignments in Asia, Australia and the United Kingdom. He later served as the Chief Financial Officer for the Asia-Pacific region and Head of Linde's ASEAN business where he oversaw operations across six countries.
Biggest changeHe later served as the Chief Financial Officer for the Asia-Pacific region and Head of Linde's ASEAN business where he oversaw operations across six countries. 7 Table of Contents Oliver Pfann, 57, was appointed Senior Vice President, EMEA effective September 1, 2023. Since 1995, Oliver Pfann has served in a range of roles at Linde.
The company also has equity method investments operating in Europe, Asia, and the Middle East. Linde’s non-U.S. business is subject to risks customarily encountered in non-U.S. operations, including fluctuations in foreign currency exchange rates, import and export controls, and other economic, political and regulatory policies of local governments. Also, see Item 1A. “Risk Factors” and Item 7A.
The company also has equity method investments operating in Asia, Europe, and the Middle East. Linde’s non-U.S. business is subject to risks customarily encountered in non-U.S. operations, including fluctuations in foreign currency exchange rates, import and export controls, and other economic, political and regulatory policies of local governments. Also, see Item 1A. “Risk Factors” and Item 7A.
Lamba started his career 1989 with BOC India in Finance where he progressed to become Director of Finance before being appointed as Managing Director for BOC’s India’s business in 2001. Throughout his years with BOC/Linde, he worked in various roles across a number of different geographies including Germany, the U.K., Singapore and India.
Lamba started his career in 1989 with BOC India in Finance where he progressed to become Director of Finance before being appointed as Managing Director for BOC’s India’s business in 2001. Throughout his years with BOC/Linde, he worked in various roles across a number of different geographies including the U.S., Germany, the U.K., Singapore and India.
The Human Capital Committee assists the Board in its oversight of Linde’s compensation policies and programs, particularly in regard to reviewing executive compensation for Linde’s executive officers. The Human Capital Committee also annually reviews the company’s management development and succession programs, diversity policies and objectives, and the associated programs to achieve those objectives.
The Human Capital Committee assists the Board in its oversight of Linde’s compensation policies and programs, particularly in regard to reviewing executive compensation for Linde’s executive officers. The Human Capital Committee also annually reviews the company’s management development and succession programs and the associated programs to achieve those objectives.
Its primary products in its industrial gases business are atmospheric gases (oxygen, nitrogen, argon, and rare gases) and process gases (hydrogen, helium, carbon dioxide, carbon monoxide, electronic gases, specialty gases, and acetylene, etc.).
Its primary products in its industrial gases business are atmospheric gases (oxygen, nitrogen, argon, and rare gases) and process gases (hydrogen, helium, carbon dioxide, carbon monoxide, electronic gases, specialty gases, and acetylene).
The Engineering business either supplies plant components directly to the customer or to the industrial gas business of Linde which operates the plants under a long-term gases supply contract. Inventories – Linde carries inventories of merchant and cylinder gases and hardgoods to supply products to its customers on a reasonable delivery schedule. On-site plants and pipeline complexes have limited inventory.
The Engineering business either supplies plant components directly to the customer or to the industrial gas business of Linde which operates the plants under long-term gases supply contracts. Inventories – Linde carries inventories of merchant and cylinder gases and hardgoods to supply products to its customers on a reasonable delivery schedule. On-site plants and pipeline complexes have limited inventory.
Engineering Linde’s Engineering business has a global presence, with its focus on market segments such as air separation, hydrogen, synthesis, olefin and natural gas plants. The company utilizes its extensive process engineering expertise in the planning, design and construction of highly efficient plants for the production and processing of gases.
Engineering Linde’s Engineering business has a global presence, with its focus on market segments such as air separation, hydrogen, synthesis, olefin and natural gas plants. The company utilizes its process engineering expertise in the planning, design and construction of efficient plants for the production and processing of gases.
The company also has majority or wholly owned subsidiaries that operate in approximately 45 European, Middle Eastern and African countries (including Germany, the United Kingdom (U.K.), France, Sweden, and the Republic of South Africa); approximately 20 Asian and South Pacific countries (including China, Australia, India and South Korea); and approximately 20 countries in North and South America (including U.S., Canada, Mexico and Brazil).
The company also has majority or wholly owned subsidiaries that operate in approximately 50 European, Middle Eastern and African countries (including Germany, the United Kingdom (U.K.), France, Sweden, and the Republic of South Africa); approximately 15 Asian and South Pacific countries (including China, Australia, India and South Korea); and approximately 20 countries in North and South America (including the U.S., Canada, Mexico and Brazil).
Research and Development – Linde’s research and development is directed toward development of gas processing, separation and liquefaction technologies, and clean energy technologies; improving distribution of industrial gases and the development of new markets and applications for these gases.
Research and Development – Linde’s research and development are directed toward development of gas processing, separation and liquefaction technologies, and clean energy technologies; improving distribution of industrial gases and the development of new markets and applications for these gases.
In addition, annually managers have the ability to grant leadership equity awards under the Long Term Incentive Plan to certain eligible employees. Linde also invests in professional development of its employees through formal and on-the-job training. As of December 31, 2024, Linde had 65,289 employees worldwide comprised of approximately 28 percent women and 72 percent men.
In addition, annually managers have the ability to grant leadership equity awards under the Long Term Incentive Plan to certain eligible employees. Linde also invests in professional development of its employees through formal and on-the-job training. As of December 31, 2025, Linde had 65,177 employees worldwide comprised of approximately 28 percent women and 72 percent men.
Linde serves a diverse group of industries including healthcare, chemicals and energy, manufacturing, metals and mining, food and beverage, and electronics. Linde’s sales were $33,005 million, $32,854 million, and $33,364 million for 2024, 2023, and 2022, respectively.
Linde serves a diverse group of industries including healthcare, chemicals and energy, manufacturing, metals and mining, food and beverage, and electronics. Linde’s sales were $33,986 million, $33,005 million, and $32,854 million for 2025, 2024, and 2023, respectively.
In ventory obsolescence is not material to Linde’s business. Customers – Linde is not dependent upon a single customer or a few customers. International – Linde is a global enterprise with approximately 65% of its 2024 sales outside of the United States.
In ventory obsolescence is not material to Linde’s business. Customers – Linde is not dependent upon a single customer or a few customers. International – Linde is a global enterprise with approximately 64% of its 2025 sales outside of the United States.
With its state-of-the-art sustainable technologies Engineering also helps customers avoid, capture and utilize carbon dioxide emissions. Its technology portfolio covers the entire value chain for production, liquefaction, storage, distribution and application of hydrogen which supports the transition to clean energy. Its digital services and solutions increase plant efficiency and performance.
Engineering uses sustainable technologies to help customers avoid, capture and utilize carbon dioxide emissions. Its technology portfolio covers the entire value chain for production, liquefaction, storage, distribution and application of hydrogen which supports the transition to clean energy. Its digital services and solutions increase plant efficiency and performance.
Sanjiv Lamba, 60, was appointed Chief Executive Officer of Linde effective March 1, 2022. Prior to being appointed CEO, he was Chief Operating Officer starting in January 2021 and after serving as Executive Vice President, APAC, beginning in October 2018. Previously, Mr.
Sanjiv Lamba, 61, was appointed Chief Executive Officer of Linde effective March 1, 2022 and Chairman of the Board effective January 31, 2026. Prior to being appointed CEO, he was Chief Operating Officer starting in January 2021 and after serving as Executive Vice President, APAC, beginning in October 2018. Previously, Mr.
Helium is sourced from certain helium-rich natural gas streams in the United States, with additional supplies being acquired from outside the United States. Acetylene is primarily sourced as a chemical by-product, but may also be produced from calcium carbide and water.
Raw carbon dioxide is processed and purified in Linde’s plants to produce commercial and food-grade carbon dioxide. Helium is sourced from certain helium-rich natural gas streams in the United States, with additional supplies being acquired from outside the United States. Acetylene is primarily sourced as a chemical by-product, but may also be produced from calcium carbide and water.
She joined Praxair in 2002 and served as Director of Corporate Accounting and SEC Reporting through 2008, and later served as Controller for various divisions within Praxair’s North American Industrial Gas business. Prior to joining Praxair, she was in audit at KPMG, LLP. Juergen Nowicki, 61, was appointed Executive Vice President and CEO, Linde Engineering in April 2020.
Prior to becoming Controller, she served as Praxair’s Director of Investor Relations beginning in 2010. She joined Praxair in 2002 and served as Director of Corporate Accounting and SEC Reporting through 2008, and later served as Controller for various divisions within Praxair’s North American Industrial Gas business. Prior to joining Praxair, she was in audit at KPMG, LLP.
Environment – Information required by this item is incorporated herein by reference to the section captioned “Management’s Discussion and Analysis – Environmental Matters” in Item 7 of this 10-K. 6 Table of Contents Available Information – The company makes its periodic and current reports available, free of charge, on or through its website, www.linde.com, as soon as practicable after such material is electronically filed with, or furnished to, the Securities and Exchange Commission ("SEC").
Available Information – The company makes its periodic and current reports available, free of charge, on or through its website, www.linde.com, as soon as practicable after such material is electronically filed with, or furnished to, the 6 Table of Contents Securities and Exchange Commission ("SEC").
This results in the development of new advanced air separation, hydrogen, synthesis gas, natural gas, adsorption and chemical process technologies; novel clean energy and carbon management solutions; as well as the frequent introduction of new industrial gas applications. Research and 5 Table of Contents development is primarily conducted in Pullach, Germany, Tonawanda, New York, Burr Ridge, Illinois and Shanghai, China.
This results in the development of new advanced air separation, hydrogen, synthesis gas, natural gas, adsorption and chemical process technologies; novel clean energy and carbon management solutions; as well as the frequent introduction of new industrial gas applications.
Patents and Trademarks – Linde owns or licenses a large number of patents that relate to a wide variety of products and processes. Linde’s patents expire at various times over the next 20 years.
Research and development is primarily conducted in Pullach, Germany, Tonawanda, New York, Burr Ridge, Illinois and Shanghai, China. 5 Table of Contents Patents and Trademarks – Linde owns or licenses a large number of patents that relate to a wide variety of products and processes. Linde’s patents expire at various times over the next 20 years.
He subsequently had responsibility for Europe, Mexico and corporate transactions before being promoted to Associate General Counsel and Assistant Secretary. Mr. Bichara previously held roles at Cemex and various global law firms. Sean Durbin, 54, became Executive Vice President, North America effective September 1, 2023.
Bichara joined the company in 2006, first as Director of Legal Affairs at Praxair Mexico before being promoted to Vice President and General Counsel of Praxair Asia. He subsequently had responsibility for Europe, Mexico and corporate transactions before being promoted to Associate General Counsel and Assistant Secretary. Mr. Bichara previously held roles at Cemex and various global law firms.
Nowicki assumed the role of Managing Director, Linde Engineering in 2011. Binod Patwari, 54, was appointed Senior Vice President of Linde APAC in November 2024. Prior to this, he served as Managing Director of Region South Pacific. Mr.
Binod Patwari, 54, was appointed Senior Vice President of Linde APAC in November 2024. Prior to this, he served as Managing Director of Region South Pacific. Mr. Patwari joined Linde in 1997 in India's Finance organization and held various positions in Finance and Operations including assignments in Asia, Australia and the United Kingdom.
Hydrogen is produced from a range of different feedstocks using a wide portfolio of technologies. Today, carbon intensity is used to designate and differentiate between the production processes and the respective feedstocks used to produce the molecule.
Hydrogen is produced from several different feedstocks using a range of technologies. Today, carbon intensity is used to designate and differentiate between the production processes and the respective feedstocks used to produce the molecule. The majority of conventional hydrogen currently produced by Linde is derived from natural gas or methane, using steam methane reformation (SMR) or auto-thermal reforming (ATR) technology.
Low-carbon (blue) hydrogen is produced primarily from methane, by capturing carbon emissions from a hydrogen production plant and sequestering them subsurface for the long term. Renewable (green) hydrogen is produced by electrolysis using renewable energy and water as feedstock.
Linde has a range of technologies to produce low-carbon hydrogen from fossil feedstocks, or renewable hydrogen from renewable energy (non-fossil feedstock). Both products are considered sources of clean energy. Low-carbon (blue) hydrogen is produced primarily from methane, by capturing carbon emissions from a hydrogen production plant and sequestering them subsurface for the long term.
In recent years, he has held leadership positions including Business President, Region Europe South from 2019 to 2020, and President, Praxair Canada Inc. from 2013 to 2019. Kelcey E. Hoyt, 55, was appointed Senior Vice President of Accounting, Financial Planning & Analysis, and Sustainability in April 2024 and has served as the Chief Accounting Officer of Linde since October 2018.
Hoyt, 56, was appointed Senior Vice President of Accounting, Financial Planning & Analysis, and Sustainability in April 2024 and has served as the Chief Accounting Officer of Linde since October 2018. Prior to this, she served as Vice President and Controller of Praxair, Inc. beginning in August 2016.
Other sources of low-carbon hydrogen are existing chemical and petrochemical processes, out of which Linde recovers hydrogen for subsequent treatment and cleaning to achieve ultra-high purity levels. Carbon monoxide can be produced by either steam methane reforming (SMR) or auto-thermal reforming (ATR) of natural gas or other feedstock such as naphtha, a by-product in the petrochemical industry.
Renewable (green) hydrogen is produced by electrolysis using renewable energy and water as feedstock. Other sources of low-carbon hydrogen are existing chemical and petrochemical processes, out of which Linde recovers hydrogen for subsequent treatment and cleaning to achieve ultra-high purity levels.
Oliver Pfann, 56, was appointed Senior Vice President, EMEA effective September 1, 2023. Since 1995, Oliver Pfann has served in a range of roles at Linde. He began his career in Product Development and then as Sales Manager in Romania. He transitioned to Global Key Accounts and was named General Manager of Linde Italy in 2004.
He began his career in Product Development and then as Sales Manager in Romania. He transitioned to Global Key Accounts and was named General Manager of Linde Italy in 2004. Since 2007, Pfann led a regional cluster in Eastern Europe with an increasing number of countries.
Most carbon dioxide comes as an industrial by-product, that is sourced from chemical plants, refineries and other processes or is recovered from natural carbon dioxide sources. Raw carbon dioxide is processed and purified in Linde’s plants to produce commercial and food-grade carbon dioxide.
Carbon monoxide can be produced by either SMR or ATR of natural gas or other feedstock such as naphtha, a by-product in the petrochemical industry. Most carbon dioxide comes as an industrial by-product, that is sourced from chemical plants, refineries and other processes or is recovered from natural carbon dioxide sources.
Since 2007, Pfann led a regional cluster in Eastern Europe with an increasing number of countries. In 2017, he was promoted to lead the Region UK, Ireland and Africa before assuming his assignment as Business President for Region Europe East in 2019. David P. Strauss, 66, has been Executive Vice President and Chief Human Resources Officer since 2022.
In 2017, he was promoted to lead the Region UK, Ireland and Africa before assuming his assignment as Business President for Region Europe East in 2019. Matthew J. White, 53, became Executive Vice President and Chief Financial Officer of Linde in October 2018.
Previously, he served as Executive Vice President, EMEA from April 2021 to September 2023 and Senior Vice President, Global Functions from July 2020. Mr. Durbin joined Praxair, Inc. in 1993 and served in various roles across operations, engineering, project management, business development and sales.
Durbin joined Praxair, Inc. in 1993 and served in various roles across operations, engineering, project management, business development and sales. In recent years, he has held leadership positions including Business President, Region Europe South from 2019 to 2020, and President, Praxair Canada Inc. from 2013 to 2019.
Guillermo Bichara, 50, is Executive Vice President and Chief Legal Officer. He previously served as Praxair’s Vice President and General Counsel. Mr. Bichara joined the company in 2006, first as Director of Legal Affairs at Praxair Mexico before being promoted to Vice President and General Counsel of Praxair Asia.
She joined the company in 1999 as Controller of Linde Philippines and was later appointed Commercial Manager. In 2003, she became Vice President of Finance and held several senior finance roles across the Asia Pacific region. Guillermo Bichara, 51, is Executive Vice President and Chief Legal Officer. He previously served as Praxair’s Vice President and General Counsel. Mr.
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The majority of conventional hydrogen currently produced by Linde is derived from natural gas or methane, using steam methane reformation (SMR) or auto-thermal reforming (ATR) technology. Linde has a range of technologies to produce low-carbon hydrogen from fossil feedstocks, or renewable hydrogen from renewable energy (non-fossil feedstock). Both products are considered sources of clean energy.
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Environment – Information required by this item is incorporated herein by reference to the section captioned “Management’s Discussion and Analysis – Environmental Matters” in Item 7 of this 10-K.
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The total professional workforce is comprised of approximately 29 percent women and 71 percent men.
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Desiree Bacher, 54, was appointed Senior Vice President - Chief Human Resources Officer of Linde effective September 1, 2025. Previously, she served as Senior Vice President of Communications, AI, and Corporate Procurement beginning in 2024 and as Vice President of Financial Planning and Analysis and Corporate Procurement from 2019 to 2024.
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Prior to this, she served as Vice President and Controller of Praxair, Inc. beginning in August 2016. Prior to becoming Controller, she served as Praxair’s Director of Investor Relations beginning in 2010.
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Sean Durbin, 55, was appointed Chief Operating Officer of Linde effective October 1, 2025. Previously, he has served as Executive Vice President of North America beginning in September 2023, Executive Vice President of EMEA from April 2021 to September 2023 and Senior Vice President of Global Functions from July 2020. Mr.
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Prior to this, he was Senior Vice President, Commercial, Linde Engineering. Mr. Nowicki joined Linde in 1991 as an Internal Auditor and held various positions in Finance and Controlling. In 2002, he was appointed CFO Linde Gas North America, USA, and was named Head of Finance and Control for The Linde Group in 2006.
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Ben Glazer, 52, was appointed Senior Vice President of Americas effective October 1, 2025. He previously served as President of Linde Gas and Equipment Inc. and Senior Vice President - South America. Mr. Glazer joined Praxair in 2002 in the Treasury department. From 2004 to 2012, he held various leadership roles across Praxair business units. In 2012, Mr.
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From 2018 to 2021, he was Senior Vice President and Chief Human Resources Officer. Mr. Strauss joined Linde in 1990 as an Applications Engineer before being promoted to lead the electronics materials business. From 2000 to 2013, he served as the General Manager for Linde Advanced Material Technologies Inc. (formerly “Praxair Surface Technologies, Inc.”).
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Glazer became Director of Executive Staff, where he supported the office of the CEO. He was named President of Praxair Mexico and Central America in 2014. In 2017, he was named Manager of Merger Integration, where he led integration efforts for Linde plc during the merger of Praxair and Linde AG. Kelcey E.
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In 2013, he became Vice President of Safety, Health and Environment before being named Chief Human Resources Officer of Praxair, Inc., a position he held from 2016 until 2018. 7 Table of Contents Matthew J. White, 52, became Executive Vice President and Chief Financial Officer of Linde in October 2018.
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Stefano Innocenzi, 52, was appointed Senior Vice President of Linde Engineering effective May 1, 2025. He previously served as President of Region Europe West since rejoining Linde in 2023 after serving as Senior Vice President at Siemens Energy. Mr.
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Innocenzi originally joined Linde in 2001 and held various roles within Linde Engineering and Linde Gas businesses before relocating to Asia in 2013. After serving in several Business Development positions, he became part of the leadership team of Linde Gas APAC and was then named head of Engineering APAC in 2019.

Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

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Biggest changeThe occurrence of catastrophic events or natural disasters such as extreme weather, including hurricanes and floods; health epidemics; pandemics, such as COVID-19; and acts of war or terrorism, could disrupt or delay Linde’s ability to produce and distribute its products to customers and could potentially expose Linde to third-party liability claims.
Biggest changeLinde's operations are exposed to physical risks associated with the occurrence of natural disasters linked to climate change, such as extreme weather events including hurricanes and floods, as well as catastrophic events such as health epidemics; pandemics; and acts of war or terrorism.
Despite these steps, however, our information technology systems have in the past been and in the future will likely be subject to increasingly sophisticated cyber attacks. Operational failures and breaches of security from such attempts could lead to the loss or disclosure of confidential information or personal data belonging to Linde or our employees and customers or suppliers.
Despite these steps, however, our information technology systems have in the past been and in the future will likely be subject to increasingly sophisticated cyber attacks and disruptions. Operational failures and breaches of security from such attempts could lead to the loss or disclosure of confidential information or personal data belonging to Linde or our employees and customers or suppliers.
Although historically Linde has been successful with its acquisition strategy and execution, the areas where Linde may face risks include: • the need to implement or remediate controls, procedures and policies appropriate for a larger public company at companies that prior to the acquisition lacked these controls, procedures and policies; • diversion of management time and focus from operating existing business to acquisition integration challenges; • cultural challenges associated with integrating employees from the acquired company into the existing organization; • the need to integrate each company’s accounting, management information, human resources and other administrative systems to permit effective management; • difficulty with the assimilation of acquired operations and products; • failure to achieve targeted synergies and cost reductions; and 10 Table of Contents • inability to retain key employees and business relationships of acquired companies.
Although historically Linde has been successful with its acquisition strategy and execution, the areas where Linde may face risks include: • the need to implement or remediate controls, procedures and policies appropriate for a larger public company at companies that prior to the acquisition lacked these controls, procedures and policies; • diversion of management time and focus from operating existing business to acquisition integration challenges; • cultural challenges associated with integrating employees from the acquired company into the existing organization; • the need to integrate each company’s accounting, management information, human resources and other administrative systems to permit effective management; • difficulty with the assimilation of acquired operations and products; • failure to achieve targeted synergies and cost reductions; and • inability to retain key employees and business relationships of acquired companies.
Linde has substantial international operations which are subject to risks including devaluations in currency exchange rates, transportation delays and interruptions, political and economic instability and disruptions, restrictions on the transfer of funds, trade conflicts and the imposition of duties and tariffs, import and export controls, changes in governmental policies, labor unrest, possible nationalization and/or expropriation of assets, changes in U.S. and non-U.S. tax policies and compliance with governmental regulations.
Linde has substantial international operations which are subject to risks including devaluations in currency exchange rates, transportation delays and interruptions, political and economic instability and disruptions, restrictions on the transfer of 8 Table of Contents funds, trade conflicts and the imposition of duties and tariffs, import and export controls, changes in governmental policies, labor unrest, possible nationalization and/or expropriation of assets, changes in U.S. and non-U.S. tax policies and compliance with governmental regulations.
Linde evaluates the direct and indirect business risks, consults with vendors, insurance providers and industry experts, makes investments in suitably resilient design and technology, and conducts regular reviews of the business risks with management. Despite these steps, however, these situations are outside Linde’s control and may have a significant adverse impact on its financial results.
Linde evaluates the direct and indirect business risks, consults with vendors, insurance providers and industry experts, makes investments in suitably resilient design and technology, and conducts regular reviews of the business risks with management. Despite these steps, however, such events are outside Linde’s control and may have a significant adverse impact on its financial results.
For example, global political and economic uncertainty could reduce investment activities of Linde’s customers, which could adversely affect Linde’s business. In addition, many of Linde’s customers are in businesses that are cyclical in nature, such as the chemicals, metals and energy industries. Downturns in these industries may adversely impact Linde during these cycles.
For example, global political and economic uncertainty could reduce investment activities of Linde’s customers, which could adversely affect Linde’s business. In addition, many of Linde’s customers are in businesses that are cyclical in nature, such as the chemicals and energy, and metals and mining end markets. Downturns in these industries may adversely impact Linde during these cycles.
If Linde fails to comply with laws governing the conduct of international operations, Linde may be subject to criminal and civil penalties and other remedial measures, which could materially adversely affect its reputation, business and results of operations. The outcome of litigation or governmental investigations may adversely impact the company’s business or results of operations.
If Linde fails to comply with laws governing the conduct of international operations, Linde may be subject to criminal and civil penalties and other remedial measures, which could materially adversely affect its reputation, business and results of operations. 11 Table of Contents The outcome of litigation or governmental investigations may adversely impact the company’s business or results of operations.
If Linde’s research and 9 Table of Contents development activities do not keep pace with competitors or if Linde does not create new technologies that benefit customers, future results of operations could be adversely affected. Risks related to pension benefit plans may adversely impact Linde’s results of operations and cash flows.
If Linde’s research and development activities do not keep pace with competitors or if Linde does not create new technologies that benefit customers, future results of operations could be adversely affected. Risks related to pension benefit plans may adversely impact Linde’s results of operations and cash flows.
Linde is subject to regulations in the following areas, among others: • environmental protection, including climate change and energy efficiency laws and policies; • U.S. and non-U.S. tax laws and currency controls; • safety; • securities laws applicable in the United States, the European Union, and other jurisdictions; • trade and import/export restrictions, as well as economic sanctions laws; • antitrust matters; • data protection; • global anti-bribery laws, including the U.S.
Linde is subject to regulations in the following areas, among others: • securities laws applicable in the United States, the European Union, and other jurisdictions; • U.S. and non-U.S. tax laws and currency controls; • trade and import/export restrictions, as well as economic sanctions laws; • antitrust matters; • safety; • environmental protection, including climate change and energy efficiency laws and policies, and environmental related reporting and disclosures; • data protection including artificial intelligence; • global anti-bribery laws, including the U.S.
Because a significant portion of Linde's revenue is denominated in currencies other than its reporting currency, the U.S. dollar, changes in exchange rates will produce fluctuations in revenue, costs and earnings and may also affect the book value of assets and liabilities and related equity.
Currency exchange rate fluctuations and other related risks may adversely affect Linde's results. Because a significant portion of Linde's revenue is denominated in currencies other than its reporting currency, the U.S. dollar, changes in exchange rates will produce fluctuations in revenue, costs and earnings and may also affect the book value of assets and liabilities and related equity.
As of December 31, 2024, the net carrying value of goodwill and other indefinite-lived intangible assets was approximately $26 billion and $2 billion, respectively, primarily as a result of the business combination and the related acquisition method of accounting applied to the 2018 merger between Linde plc's predecessor companies.
As of December 31, 2025, the net carrying value of goodwill and other indefinite-lived intangible assets was approximately $28 billion and $2 billion, respectively, primarily as a result of the business combination and the related acquisition method of accounting applied to the 2018 merger between Linde plc's predecessor companies.
Future acquisitions or dispositions could result in the incurrence of debt, contingent liabilities or amortization expenses, or impairments of goodwill, any of which could adversely impact Linde’s financial results.
Future acquisitions or dispositions could result in the incurrence of debt, contingent liabilities or amortization expenses, or impairments of goodwill or other intangible assets, any of which could adversely impact Linde’s financial results.
Under current economic and political conditions tax rates and policies in any jurisdiction, including the U.S., the U.K. and the EU, are subject to significant changes which could result in a significant change to Linde's current and deferred income tax.
Under current economic and political conditions tax rates and policies in any jurisdiction, including the U.S., the U.K. and the EU, are subject to significant changes which could result in a significant change to Linde's current and deferred income 12 Table of Contents tax.
If the IRS successfully asserted such a position or the law were to change, significant adverse tax consequences may result for Linde, the company and Linde’s shareholders. 12 Table of Contents Changes in tax laws may result in higher tax expense and tax payments.
If the IRS successfully asserted such a position or the law were to change, significant adverse tax consequences may result for Linde, the company and Linde’s shareholders. Changes in tax laws may result in higher tax expense and tax payments.
In addition, the process of integrating an acquired company, business or group of assets may create unforeseen operating difficulties and expenditures.
In addition, the process of integrating an acquired company, business or group of assets may create unforeseen operating 10 Table of Contents difficulties and expenditures.
Linde may be subject to information technology system failures, network disruptions and breaches in data security. Linde relies on information technology systems and networks for business and operational activities, and also stores and processes sensitive business and proprietary information in these systems and networks.
Linde may be subject to information technology system failures, network disruptions and cybersecurity breaches or other related incidents. Linde relies on information technology systems and networks, including systems that utilize advanced technologies for business and operational activities, and also stores and processes sensitive business and proprietary information in these systems and networks.
An unfavorable outcome or determination could cause a material adverse impact on the company’s results of operations. 11 Table of Contents Potential product defects or inadequate customer care may adversely impact Linde’s business or results of operations. Risks associated with products and services may result in potential liability claims, the loss of customers or damage to Linde’s reputation.
Potential product defects or inadequate customer care may adversely impact Linde’s business or results of operations. Risks associated with products and services may result in potential liability claims, the loss of customers or damage to Linde’s reputation.
These events could have an adverse effect on the international operations of Linde in the future by reducing the demand for its products, decreasing the prices at which it can sell its products, reducing the revenue from international operations or otherwise having an adverse effect on its business. 8 Table of Contents Currency exchange rate fluctuations and other related risks may adversely affect Linde's results.
These events could have an adverse effect on the international operations of Linde in the future by reducing the demand for its products, decreasing the prices at which it can sell its products, reducing the revenue from international operations or otherwise having an adverse effect on its business.
If Linde fails to keep pace with technological advances in the industry or if new technology initiatives do not become commercially accepted, customers may not continue to buy Linde’s products and results of operations could be adversely affected.
The inability to attract and hire qualified individuals or the loss of key employees in very skilled areas could have a negative effect on Linde’s financial results. 9 Table of Contents If Linde fails to keep pace with technological advances in the industry or if new technology initiatives do not become commercially accepted, customers may not continue to buy Linde’s products and results of operations could be adversely affected.
Legal or regulatory judgments or agreed settlements might give rise to expenses which are not covered, or are not fully covered, by insurance benefits and may also lead to negative publicity and reputational damage.
Legal or regulatory judgments or agreed settlements might give rise to expenses which are not covered, or are not fully covered, by insurance benefits and may also lead to negative publicity and reputational damage. An unfavorable outcome or determination could cause a material adverse impact on the company’s results of operations.
Much of Linde’s competitive advantage is based on the expertise and experience of key personnel regarding marketing, technology, manufacturing and distribution infrastructure, systems and products. The inability to attract and hire qualified individuals or the loss of key employees in very skilled areas could have a negative effect on Linde’s financial results.
Much of Linde’s competitive advantage is based on the expertise and experience of key personnel regarding marketing, technology, manufacturing and distribution infrastructure, systems and products.
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These events could disrupt or delay Linde’s ability to produce and distribute its products to customers, result in asset impairments, and could potentially expose Linde to third-party liability claims.

Item 1C. Cybersecurity

Cybersecurity — threats and controls disclosure

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Biggest changeGovernance Information and cybersecurity risk management fall under the oversight of the Audit Committee. The Audit Committee receives an annual review, followed by quarterly updates, of the Company’s cybersecurity systems, enhancements, strategies and risk management efforts, and the Chair of the Audit Committee will be promptly notified of any material cybersecurity breach incident.
Biggest changeThe Audit Committee receives an annual review, followed by quarterly updates, of the Company’s cybersecurity systems, enhancements, strategies and risk management efforts, and the Chair of the Audit Committee will be promptly notified of any material cybersecurity breach incident. In addition, the full Board reviews cybersecurity as part of its regular risk reviews.
In addition, the full Board reviews cybersecurity as part of its regular risk reviews. Linde has appointed a Global Chief Information Officer (CIO) reporting to the Chief Financial Officer (CFO). A Chief Information Security Officer reports to the CIO and is supported by a global IT security team.
Linde has appointed a Global Chief Information Officer (CIO) reporting to the Chief Financial Officer (CFO). A Chief Information Security Officer reports to the CIO and is supported by a global IT security team.
Added
Linde maintains an Information Security Management policy that is aligned with ISO 27001 and designed to ensure the integrity and protection of data, including the monitoring and response to information security threats.
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The policy forms the basis for underlying security standards, guidelines and procedures, including the integration and enhancement of information security in system and software development, and is applicable to all of Linde, including the management of information security in supplier relationships.
Added
In addition, Linde maintains a Cyber Security and Acceptable Use policy applicable to all Linde employees and contractors with access to information resources that establishes individual responsibility for information security. 13 Table of Contents Governance Information and cybersecurity risk management fall under the oversight of the Audit Committee.

Item 2. Properties

Properties — owned and leased real estate

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Biggest changeGenerally, these facilities are utilized and are sufficient to meet the company's manufacturing needs. 13 Table of Contents Americas The Americas segment operates production facilities primarily in the U.S., Canada, Mexico and Brazil, approximately 350 of which are mainly cryogenic air separation plants, hydrogen plants and carbon dioxide plants.
Biggest changeNo significant portion of these assets was leased at December 31, 2025. Generally, these facilities are utilized and are sufficient to meet the company's manufacturing needs. Americas The Americas segment operates production facilities primarily in the U.S., Canada, Mexico and Brazil, approximately 350 of which are mainly cryogenic air separation plants, hydrogen plants and carbon dioxide plants.
Engineering The Engineering business designs and constructs turnkey process plants for third-party customers as well as for the gases businesses in many locations worldwide, such as air separation, hydrogen, synthesis, olefin and natural gas plants. Plant components are produced in owned factories in Tacherting, Germany; Hesingue, France; New York and Oklahoma, United States; and Dalian, China.
Engineering The Engineering business designs and constructs turnkey process plants for third-party customers as well as for the gases businesses in many locations worldwide, such as air separation, hydrogen, synthesis, olefin and natural gas plants. Plant components are produced in owned factories in Tacherting, Germany; Hesingue, France; New York, United States; and Dalian, China.
Removed
No significant portion of these assets was leased at December 31, 2024.

Item 3. Legal Proceedings

Legal Proceedings — active lawsuits and investigations

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Biggest changeITEM 3. LEGAL PROCEEDINGS Information required by this item is incorporated herein by reference to the section captioned “Notes to Consolidated Financial Statements – 17. Commitments and Contingencies” in Item 8 of this 10-K. ITEM 4. MINE SAFETY DISCLOSURES Not Applicable. PART II
Biggest changeITEM 3. LEGAL PROCEEDINGS Information required by this item is incorporated herein by reference to the section captioned “Notes to Consolidated Financial Statements – 17. Commitments and Contingencies” in Item 8 of this 10-K. ITEM 4. MINE SAFETY DISCLOSURES Not Applicable. 14 Table of Contents PART II

Item 4. Mine Safety Disclosures

Mine Safety Disclosures — required of mining issuers

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Biggest changeItem 4: Mine Safety Disclosures 14 Part II Item 5: Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities 14 Item 6: Reserved 15 Item 7: Management’s Discussion and Analysis of Financial Condition and Results of Operations 16 Item 7A: Quantitative and Qualitative Disclosures About Market Risk 40 Item 8: Financial Statements and Supplementary Data 41 Item 9: Changes in and Disagreements with Accountants on Accounting and Financial Disclosure 89 Item 9A: Controls and Procedures 90
Biggest changeItem 4: Mine Safety Disclosures 14 Part II Item 5: Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities 15 Item 6: Reserved 16 Item 7: Management’s Discussion and Analysis of Financial Condition and Results of Operations 17 Item 7A: Quantitative and Qualitative Disclosures About Market Risk 40 Item 8: Financial Statements and Supplementary Data 41

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

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Biggest changePurchases of Equity Securities – Certain information rega rding purchases made by or on behalf of the company or any affiliated purchaser (as defined in Rule 10b-18(a)(3) under the Securities Exchange Act of 1934, as amended) of its ordinary shares during the three months ended December 31, 2024 is provided below: Period Total Number of Shares Purchased (Thousands) Average Price Paid Per Share Total Number of Shares Purchased as Part of Publicly Announced Programs (1) (Thousands) Approximate Dollar Value of Shares that May Yet be Purchased Under the Programs (2) (Millions) October 2024 354 $ 473.37 354 $ 13,083 November 2024 1,797 $ 453.35 1,797 $ 12,269 December 2024 817 $ 442.94 817 $ 11,907 Fourth Quarter 2024 2,968 $ 452.87 2,968 $ 11,907 (1) On October 23, 2023, the company's board of directors approved the repurchase of $15 billion of its ordinary shares ("2023 program") which could take place from time to time on the open market (and could include the use of 10b5-1 trading plans), subject to market and business conditions.
Biggest changePurchases of Equity Securities – Certain information rega rding purchases made by or on behalf of the company or any affiliated purchaser (as defined in Rule 10b-18(a)(3) under the Securities Exchange Act of 1934, as amended) of its ordinary shares during the three months ended December 31, 2025 is provided below: Period Total Number of Shares Purchased (Thousands) Average Price Paid Per Share Total Number of Shares Purchased as Part of Publicly Announced Programs (1) (Thousands) Approximate Dollar Value of Shares that May Yet be Purchased Under the Programs (2) (Millions) October 2025 872 $ 449.30 872 $ 8,310 November 2025 1,045 $ 416.69 1,045 $ 7,874 December 2025 1,390 $ 412.33 1,390 $ 7,301 Fourth Quarter 2025 3,307 $ 423.46 3,307 $ 7,301 (1) On October 23, 2023, the company's board of directors approved the repurchase of $15 billion of its ordinary shares ("2023 program") which could take place from time to time on the open market (and could include the use of 10b5-1 trading plans), subject to market and business conditions.
ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES Linde plc shares trade on the Nasdaq Stock Market LLC (“Nasdaq”) under the ticker symbol “LIN”. At December 31, 2024 there were 6,151 shareholders of record.
ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES Linde plc shares trade on the Nasdaq Stock Market LLC (“Nasdaq”) under the ticker symbol “LIN”. At December 31, 2025 there were 5,729 shareholders of record.
As of December 31, 2024, $11.9 billion of share repurchases remain authorized under the 2023 program. Peer Performance Table – The graph below compares the most recent five-year cumulative returns of Linde's ordinary shares with those of the Standard & Poor’s 500 Index ("SPX") and the S5 Materials Index ("S5MATR") which covers 28 companies, including Linde.
As of December 31, 2025, $7.3 billion of share repurchases remain authorized under the 2023 program. Peer Performance Table – The graph below compares the most recent five-year cumulative returns of Linde's ordinary shares with those of the Standard & Poor’s 500 Index ("SPX") and the S5 Materials Index ("S5MATR") which covers 26 companies, including Linde.
The 2023 program began on October 23, 2023 14 Table of Contents and will terminate on the earlier of the date as the maximum authority under the 2023 program is reached or the board terminates the 2023 program. (2) As of December 31, 2024, the company repurchased $3.1 billion of its ordinary shares pursuant to the 2023 program.
The 2023 program began on October 23, 2023 and will terminate on the earlier of the date as the maximum authority under the 2023 program is reached or the board terminates the 2023 program. (2) As of December 31, 2025, the company repurchased $7.7 billion of its ordinary shares pursuant to the 2023 program.
The figures assume an initial investment of $100 on December 31, 2019 and that all dividends have been reinvested. 2019 2020 2021 2022 2023 2024 LIN $100 $126 $168 $161 $205 $211 SPX $100 $118 $152 $125 $158 $197 S5MATR $100 $121 $154 $135 $152 $152
The figures assume an initial investment of $100 on December 31, 2020 and that all dividends have been reinvested. 15 Table of Contents 2020 2021 2022 2023 2024 2025 LIN $100 $133 $128 $163 $168 $173 SPX $100 $129 $105 $133 $166 $196 S5MATR $100 $127 $112 $126 $126 $139

Item 7. Management's Discussion & Analysis

Management's Discussion & Analysis (MD&A) — revenue / margin commentary

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Biggest changeAdjusted Amounts (Dollar amounts in millions, except per share data) Year Ended December 31, 2024 2023 Adjusted Operating Profit and Operating Margin Reported operating profit $ 8,635 $ 8,024 Add: Cost reduction program and other charges 145 40 Add: Purchase accounting impacts - Linde AG (c) 940 1,006 Total adjustments 1,085 1,046 Adjusted operating profit $ 9,720 $ 9,070 Reported percentage change 8 % Adjusted percentage change 7 % Reported sales $ 33,005 $ 32,854 Reported operating margin 26.2 % 24.4 % Adjusted operating margin 29.5 % 27.6 % Adjusted Depreciation and amortization Reported depreciation and amortization $ 3,780 $ 3,816 Less: Purchase accounting impacts - Linde AG (c) (923) (991) Adjusted depreciation and amortization $ 2,857 $ 2,825 Adjusted Other Income (Expense) - net Reported Other Income (Expense) - net $ 185 $ (41) Add: Purchase accounting impacts - Linde AG (c) (17) (15) Adjusted Other Income (Expense) - net $ 202 $ (26) Adjusted Net Pension and OPEB Cost (Benefit), Excluding Service Cost Reported net pension and OPEB cost (benefit), excluding service cost $ (190) $ (164) Add: Pension settlement charges (10) (16) Adjusted Net Pension and OPEB cost (benefit), excluding service costs $ (200) $ (180) Adjusted Interest Expense - Net Reported interest expense - net $ 256 $ 200 Add: Purchase accounting impacts - Linde AG (c) 3 16 Adjusted interest expense - net $ 259 $ 216 35 Table of Contents (Dollar amounts in millions, except per share data) Year Ended December 31, 2024 2023 Adjusted Income Taxes (a) Reported income taxes $ 2,002 $ 1,814 Add: Purchase accounting impacts - Linde AG (c) 220 232 Add: Pension settlement charges 2 3 Add: Cost reduction program and other charges 36 81 Total adjustments 258 316 Adjusted income taxes $ 2,260 $ 2,130 Adjusted Effective Tax Rate (a) Reported income before income taxes and equity investments $ 8,569 $ 7,988 Add: Pension settlement charge 10 16 Add: Purchase accounting impacts - Linde AG (c) 937 990 Add: Cost reduction program and other charges 145 40 Total adjustments 1,092 1,046 Adjusted income before income taxes and equity investments $ 9,661 $ 9,034 Reported Income taxes $ 2,002 $ 1,814 Reported effective tax rate 23.4% 22.7% Adjusted income taxes $ 2,260 $ 2,130 Adjusted effective tax rate 23.4% 23.6% Income from Equity Investments Reported income from equity investments $ 170 $ 167 Add: Purchase accounting impacts - Linde AG (c) 72 72 Adjusted income from equity investments $ 242 $ 239 Adjusted Noncontrolling Interests Reported noncontrolling interests $ (172) $ (142) Add: Purchase accounting impacts - Linde AG (c) (12) (12) Add: Cost reduction program and other charges 16 — Total adjustments 4 (12) Adjusted noncontrolling interests $ (168) $ (154) Adjusted Net Income - Linde plc (b) Reported net income $ 6,565 $ 6,199 Add: Pension settlement charge 8 13 Add: Cost reduction program and other charges 125 (41) Add: Purchase accounting impacts - Linde AG (c) 777 818 Total adjustments 910 790 Adjusted net income - Linde plc $ 7,475 $ 6,989 Adjusted Diluted EPS (b) Reported diluted EPS $ 13.62 $ 12.59 36 Table of Contents (Dollar amounts in millions, except per share data) Year Ended December 31, 2024 2023 Add: Pension settlement charge 0.02 0.03 Add: Cost reduction program and other charges 0.26 (0.08) Add: Purchase accounting impacts - Linde AG (c) 1.61 1.66 Total adjustments 1.89 1.61 Adjusted diluted EPS $ 15.51 $ 14.20 Reported percentage change 8 % Adjusted percentage change 9 % Adjusted EBITDA and % of Sales Net Income - Linde plc $ 6,565 $ 6,199 Add: Noncontrolling interests 172 142 Add: Net pension and OPEB cost (benefit), excluding service cost (190) (164) Add: Interest expense 256 200 Add: Income taxes 2,002 1,814 Add: Depreciation and amortization 3,780 3,816 EBITDA 12,585 12,007 Add: Cost reduction program and other charges 145 40 Add: Purchase accounting impacts - Linde AG (c) 89 86 Total adjustments 234 126 Adjusted EBITDA $ 12,819 $ 12,133 Reported sales $ 33,005 $ 32,854 % of sales EBITDA 38.1 % 36.5 % Adjusted EBITDA as a % of Sales 38.8 % 36.9 % (a) The income tax expense (benefit) on the non-GAAP pre-tax adjustments was determined using the applicable tax rates for the jurisdictions that were utilized in calculating the GAAP income tax expense (benefit) and included both current and deferred income tax amounts.
Biggest changeAdjusted Amounts (Dollar amounts in millions, except per share data) Year Ended December 31, 2025 2024 Adjusted Operating Profit and Operating Margin Reported operating profit $ 8,923 $ 8,635 Add: Cost reduction program and other charges 273 145 Add: Purchase accounting impacts - Linde AG (c) 941 940 Total adjustments 1,214 1,085 Adjusted operating profit $ 10,137 $ 9,720 Reported percentage change 3 % Adjusted percentage change 4 % Reported sales $ 33,986 $ 33,005 Reported operating margin 26.3 % 26.2 % Adjusted operating margin 29.8 % 29.5 % Adjusted Depreciation and Amortization Reported depreciation and amortization $ 3,763 $ 3,780 Less: Purchase accounting impacts - Linde AG (c) (777) (923) Adjusted depreciation and amortization $ 2,986 $ 2,857 Adjusted Other Income (Expense) - net Reported other income (expense) - net $ (58) $ 185 Add: Purchase accounting impacts - Linde AG (c) (d) (164) (17) Adjusted other income (expense) - net $ 106 $ 202 Adjusted Net Pension and OPEB Cost (Benefit), Excluding Service Cost Reported net pension and OPEB cost (benefit), excluding service cost $ (229) $ (190) Add: Pension settlement charges (2) (10) Adjusted Net Pension and OPEB cost (benefit), excluding service costs $ (231) $ (200) Adjusted Interest Expense - Net Reported interest expense - net $ 255 $ 256 Add: Purchase accounting impacts - Linde AG (c) — 3 Adjusted interest expense - net $ 255 $ 259 35 Table of Contents (Dollar amounts in millions, except per share data) Year Ended December 31, 2025 2024 Adjusted Income Taxes (a) Reported income taxes $ 1,989 $ 2,002 Add: Purchase accounting impacts - Linde AG (c) 328 220 Add: Pension settlement charges — 2 Add: Cost reduction program and other charges 81 36 Total adjustments 409 258 Adjusted income taxes $ 2,398 $ 2,260 Adjusted Effective Tax Rate (a) Reported income before income taxes and equity investments $ 8,897 $ 8,569 Add: Pension settlement charge 2 10 Add: Purchase accounting impacts - Linde AG (c) 941 937 Add: Cost reduction program and other charges 273 145 Total adjustments 1,216 1,092 Adjusted income before income taxes and equity investments $ 10,113 $ 9,661 Reported Income taxes $ 1,989 $ 2,002 Reported effective tax rate 22.4% 23.4% Adjusted income taxes $ 2,398 $ 2,260 Adjusted effective tax rate 23.7% 23.4% Income from Equity Investments Reported income from equity investments $ 150 $ 170 Add: Purchase accounting impacts - Linde AG (c) 72 72 Add: Cost reduction program and other charges 6 — Total adjustments 78 72 Adjusted income from equity investments $ 228 $ 242 Adjusted Noncontrolling Interests Reported noncontrolling interests $ (160) $ (172) Add: Purchase accounting impacts - Linde AG (c) (11) (12) Add: Cost reduction program and other charges — 16 Total adjustments (11) 4 Adjusted noncontrolling interests $ (171) $ (168) Adjusted Net Income - Linde plc (b) Reported net income $ 6,898 $ 6,565 Add: Pension settlement charge 2 8 Add: Cost reduction program and other charges 198 125 Add: Purchase accounting impacts - Linde AG (c) 674 777 Total adjustments 874 910 Adjusted net income - Linde plc $ 7,772 $ 7,475 36 Table of Contents (Dollar amounts in millions, except per share data) Year Ended December 31, 2025 2024 Adjusted Diluted EPS (b) Reported diluted EPS $ 14.61 $ 13.62 Add: Pension settlement charge — 0.02 Add: Cost reduction program and other charges 0.42 0.26 Add: Purchase accounting impacts - Linde AG (c) 1.43 1.61 Total adjustments 1.85 1.89 Adjusted diluted EPS $ 16.46 $ 15.51 Reported percentage change 7 % Adjusted percentage change 6 % Adjusted EBITDA and % of Sales Net Income - Linde plc $ 6,898 $ 6,565 Add: Noncontrolling interests 160 172 Add: Net pension and OPEB cost (benefit), excluding service cost (229) (190) Add: Interest expense 255 256 Add: Income taxes 1,989 2,002 Add: Depreciation and amortization 3,763 3,780 EBITDA 12,836 12,585 Add: Cost reduction program and other charges 279 145 Add: Purchase accounting impacts - Linde AG (c) 236 89 Total adjustments 515 234 Adjusted EBITDA $ 13,351 $ 12,819 Reported sales $ 33,986 $ 33,005 % of sales EBITDA 37.8 % 38.1 % Adjusted EBITDA as a % of Sales 39.3 % 38.8 % (a) The income tax expense (benefit) on the non-GAAP pre-tax adjustments was determined using the applicable tax rates for the jurisdictions that were utilized in calculating the GAAP income tax expense (benefit) and included both current and deferred income tax amounts.
Insurance Linde purchases insurance to limit a variety of property and casualty risks, including those related to property, business interruption, third-party liability and workers’ compensation. Currently, the company self retains up to $10 million per occurrence for vehicle liability in the United States and $5 million per occurrence for workers' compensation and general liability.
Insurance Linde purchases insurance to limit a variety of property and casualty risks, including those related to property, business interruption, third-party liability and workers’ compensation. Currently, the company self retains up to $10 million per occurrence for vehicle liability and $5 million per occurrence for workers' compensation and general liability in the United States.
(c) The company believes that its non-GAAP measures excluding Purchase accounting impacts - Linde AG are useful to investors because: (i) the 2018 business combination was a merger of equals in an all-stock merger transaction, with no cash consideration, (ii) the company is managed on a geographic basis and the results of certain geographies are more heavily impacted by purchase accounting than others, causing results that are not comparable at the reportable segment level, therefore, the impacts of purchasing accounting adjustments to each segment vary and are not comparable within the company and when compared to other companies in similar regions, (iii) business management is evaluated and variable compensation is determined based on results excluding purchase accounting impacts, and; (iv) it is important to investors and analysts to understand the purchase accounting impacts to the financial statements.
(c) The company believes that its non-GAAP measures excluding merger Purchase accounting impacts - Linde AG are useful to investors because: (i) the 2018 business combination was a merger of equals in an all-stock merger transaction, with no cash consideration, (ii) the company is managed on a geographic basis and the results of certain geographies are more heavily impacted by merger purchase accounting than others, causing results that are not comparable at the reportable segment level, therefore, the impacts of merger purchasing accounting adjustments to each segment vary and are not comparable within the company and when compared to other companies in similar regions, (iii) business management is evaluated and variable compensation is determined based on results excluding merger purchase accounting impacts, and; (iv) it is important to investors and analysts to understand the purchase accounting impacts to the financial statements.
The company was in compliance with these covenants at December 31, 2024 and expects to remain in compliance for the foreseeable future. 31 Table of Contents OFF-BALANCE SHEET ARRANGEMENTS As discussed in Note 17 to the consolidated financial statements, at December 31, 2024, Linde had undrawn outstanding letters of credit, bank guarantees and surety bonds entered into in connection with normal business operations and they are not reasonably likely to have a material impact on Linde’s consolidated financial condition, results of operations, or liquidity.
The company was in compliance with these covenants at December 31, 2025 and expects to remain in compliance for the foreseeable future. 31 Table of Contents OFF-BALANCE SHEET ARRANGEMENTS As discussed in Note 17 to the consolidated financial statements, at December 31, 2025, Linde had undrawn outstanding letters of credit, bank guarantees and surety bonds entered into in connection with normal business operations and they are not reasonably likely to have a material impact on Linde’s consolidated financial condition, results of operations, or liquidity.
A 0.50% change in these expected long-term rates of return, with all other assumptions held constant, would change Linde’s pension expense by approximately $44 million. 32 Table of Contents The company has consistently used a market-related value of assets rather than the fair value at the measurement date to determine annual pension expense.
A 0.50% change in these expected long-term rates of return, with all other assumptions held constant, would change Linde’s pension expense by approximately $45 million. 32 Table of Contents The company has consistently used a market-related value of assets rather than the fair value at the measurement date to determine annual pension expense.
Although the 2024 assessment indicated that it is more likely than not that the fair value of each reporting unit exceeded its carrying value, changes in circumstances or conditions affecting this analysis could have a significant impact on the fair value determination, which could then result in a material impairment charge to the company's results of operations.
Although the 2025 assessment indicated that it is more likely than not that the fair value of each reporting unit exceeded its carrying value, changes in circumstances or conditions affecting this analysis could have a significant impact on the fair value determination, which could then result in a material impairment charge to the company's results of operations.
Page Business Overview 17 Executive Summary – Financial Results & Outlook 18 Consolidated Results and Other Information 19 Segment Discussion 24 Liquidity, Capital Resources and Other Financial Data 30 Off-Balance Sheet Arrangements 32 Critical Accounting Estimates 32 New Accounting Standards 34 Fair Value Measurements 34 Non-GAAP Financial Measures 35 Supplemental Guarantee Information 38 16 Table of Contents BUSINESS OVERVIEW The company's primary products in its industrial gases business are atmospheric gases (oxygen, nitrogen, argon, rare gases) and process gases (hydrogen, helium, carbon dioxide, carbon monoxide, electronic gases, specialty gases, acetylene).
Page Business Overview 18 Executive Summary – Financial Results & Outlook 19 Consolidated Results and Other Information 20 Segment Discussion 25 Liquidity, Capital Resources and Other Financial Data 30 Off-Balance Sheet Arrangements 32 Critical Accounting Estimates 32 New Accounting Standards 34 Fair Value Measurements 34 Non-GAAP Financial Measures 35 Supplemental Guarantee Information 38 17 Table of Contents BUSINESS OVERVIEW The company's primary products in its industrial gases business are atmospheric gases (oxygen, nitrogen, argon, rare gases) and process gases (hydrogen, helium, carbon dioxide, carbon monoxide, electronic gases, specialty gases, acetylene).
For the discussion comparing the years ended December 31, 2023 and 2022, refer to Part II, Item 7, Management’s Discussion and Analysis of Financial Condition and Results of Operations, of our Form 10-K for the year ended December 31, 2023. The following table provides summary information for 2024 and 2023.
For the discussion comparing the years ended December 31, 2024 and 2023, refer to Part II, Item 7, Management’s Discussion and Analysis of Financial Condition and Results of Operations, of our Form 10-K for the year ended December 31, 2024. The following table provides summary information for 2025 and 2024.
The company performs a goodwill impairment test annually as of October 1 or more frequently if events or circumstances indicate that an impairment loss may have been incurred. The impairment test performed during the fourth quarter of 2024 indicated no impairment.
The company performs a goodwill impairment test annually as of October 1 or more frequently if events or circumstances indicate that an impairment loss may have been incurred. The impairment test performed during the fourth quarter of 2025 indicated no impairment.
If actual claims differ from the company’s estimates, they will be adjusted at that time and financial results could be impacted. Linde recognizes estimated insurance proceeds relating to damages at the time of loss only to the extent of incurred losses.
If actual claims differ from the company’s estimates, they will be adjusted at that time and financial results could be impacted. 24 Table of Contents Linde recognizes estimated insurance proceeds relating to damages at the time of loss only to the extent of incurred losses.
These materials are available on the company’s website, www.linde.com, but are not incorporated herein. 18 Table of Contents CONSOLIDATED RESULTS AND OTHER INFORMATION The discussion that follows includes a comparison of our results of operations and liquidity and capital resources for the years ended December 31, 2024 and 2023.
These materials are available on the company’s website, www.linde.com, but are not incorporated herein. 19 Table of Contents CONSOLIDATED RESULTS AND OTHER INFORMATION The discussion that follows includes a comparison of our results of operations and liquidity and capital resources for the years ended December 31, 2025 and 2024.
The expected long-term rate of return on the U.S. and Non-U.S. plan assets is estimated based on the plans' investment strategy and asset allocation, historical capita l market performance and, to a lesser extent, historical plan performance.
The expected long-term rate of return on the U.S. and Non-U.S. plan assets is estimated based on the plans' investment strategy and asset allocation, historical capital market performance and, to a lesser extent, historical plan performance.
The weighted-average expected rate of compensation increase was 3.50% for U.S. plans and 2.55% for non-U.S. plans at December 31, 2024 (3.50% and 2.58%, respectively, at December 31, 2023). The estimated annual compensation increase is determined by management every year and is based on historical trends and market indices.
The weighted-average expected rate of compensation increase was 3.50% for U.S. plans and 2.53% for non-U.S. plans at December 31, 2025 (3.50% and 2.55%, respectively, at December 31, 2024). The estimated annual compensation increase is determined by management every year and is based on historical trends and market indices.
Adjusted Interest Expense - Net : Relates to the amortization of the fair value of debt acquired in the merger. Adjusted Income Taxes and Effective Tax Rate: Relates to the current and deferred income tax impact on the adjustments discussed above.
Adjusted Interest Expense - Net : Relates to the amortization of the fair value of debt acquired in the merger. 37 Table of Contents Adjusted Income Taxes and Effective Tax Rate: Relates to the current and deferred income tax impact on the adjustments discussed above.
The sensitivities to each of the key assumptions presented below exclude the impact of special items that occurred during the year. The weighted-average expected long-term rates of return on pension plan assets were 7.00% for U.S. plans and 6.02% for non-U.S. plans at December 31, 2024 (7.00% and 5.64%, respectively at December 31, 2023).
The sensitivities to each of the key assumptions presented below exclude the impact of special items that occurred during the year. The weighted-average expected long-term rates of return on pension plan assets were 7.00% for U.S. plans and 6.01% for non-U.S. plans at December 31, 2025 (7.00% and 6.02%, respectively at December 31, 2024).
These net deferred investment losses of $713 million wil l be recognized in the calculation of the market-related value of assets ratably over the next four years and will impact future pension expense. Future actual investment gains or losses will impact the market-related value of assets and, therefore, will impact future annual pension expense in a similar manner.
These net deferred investment losses of $334 million will be recognized in the calculation of the market-related value of assets ratably over the next four years and will impact future pension expense. Future actual investment gains or losses will impact the market-related value of assets and, therefore, will impact future annual pension expense in a similar manner.
Estimated required contributions for 2025 are currently expected to be in the range of $25 million to $35 million. Linde assumes expected returns on plan assets for 2025 of 7.00% and 6.02% f or the U.S. and non-U.S. plans, respectively, which are consistent with the long-term expected returns on its investment portfolios.
Estimated required cash contributions for 2026 are currently expected to be in the range of $25 million to $35 million. Linde assumes expected returns on plan assets for 2026 of 7.00% and 6.01% f or the U.S. and non-U.S. plans, respectively, which are consistent with the long-term expected returns on its investment portfolios.
Linde continuously seeks opportunities to optimize energy use and GHG emissions through research and development in customer applications and operational energy efficiency, sourcing low-carbon source energy, and purchasing hydrogen as a chemical byproduct where feasible. Linde tracks GHG emission performance versus targets and reports regularly to business management and annually to Linde's Board of Directors.
Linde continuously seeks opportunities to optimize energy use and reduce GHG emissions through research and development in customer applications and operational energy efficiency, sourcing low-carbon energy, and purchasing hydrogen as a chemical byproduct where feasible. Linde tracks GHG emission performance versus targets and reports regularly to business management and the Sustainability Committee of Linde's Board of Directors.
Linde’s industrial gas operations are managed on a geographical basis and in 2024 89% of sales were generated by Linde's three geographic segments (Americas, EMEA and APAC) and the remaining 11% were related largely to the Engineering segment, and to a lesser extent Other (see Note 18 to the consolidated financial statements for operating segment details).
Linde’s industrial gas operations are managed on a geographical basis and in 2025 90% of sales were generated by Linde's three geographic segments (Americas, EMEA and APAC) and the remaining 10% were related largely to the Engineering segment, and to a lesser extent Other (see Note 18 to the consolidated financial statements for operating segment details).
The income tax expense (benefit) on the non-GAAP pre-tax adjustments was 37 Table of Contents determined using the applicable tax rates for the jurisdictions that were utilized in calculating the GAAP income tax expense (benefit) and included both current and deferred income tax amounts.
The income tax expense (benefit) on the non-GAAP pre-tax adjustments was determined using the applicable tax rates for the jurisdictions that were utilized in calculating the GAAP income tax expense (benefit) and included both current and deferred income tax amounts.
Excluding the impact of any settlements, 2025 consolidated pension expense is expected to be a benefit of approximately $145 million . Th e benefit derived from the expected return on assets assumption for Linde's most significant plans is anticipated to more than offset the expense from service and interest cost accruals and the higher amortization of deferred losses.
Excluding the impact of any settlements, 2026 consolidated pension expense is expected to be a benefit of approximately $136 million. The benefit derived from the expected return on assets assumption for Linde's most significant plans is anticipated to more than offset the expense from service and interest cost accruals and the higher amortization of deferred losses.
A 0.50% change in the expected rate of compensation increase, with all other variables held constant, would change Linde’s pension expense by approximately $4 million and would impact the PBO by approximately $33 million.
A 0.50% change in the expected rate of compensation increase, with all other variables held constant, would change Linde’s pension expense by approximately $3 million and would impact the PBO by approximately $25 million.
This is the manner in which the company’s Chief Operating Decision Maker ("CODM") assesses performance and allocates resources. 24 Table of Contents The table below presents sales and operating profit information about reportable segments and Other for the years ended December 31, 2024 and 2023.
This is the manner in which the company’s Chief Operating Decision Maker ("CODM") assesses performance and allocates resources. The table below presents sales and operating profit information about reportable segments and Other for the years ended December 31, 2025 and 2024.
A 0.50% reduction in discount rates, with all other variables held constant, would increase Linde’s pension expense by approximately $1 million whereas a 0.50% increase in discount rates would result in a decrease of $5 million.
A 0.50% reduction in discount rates, with all other variables held constant, would increase Linde’s pension expense by approximately $3 million, whereas a 0.50% increase in discount rates would result in a decrease of $4 million.
The translation adjustments reflect the impact of translating local currency 21 Table of Contents foreign subsidiary financial statements to U.S. dollars, and are largely driven by the movement of the U.S. dollar against major currencies including the Euro, British pound and the Chinese yuan.
The translation adjustments reflect the impact of translating local currency foreign subsidiary financial statements to U.S. dollars, and are largely driven by the movement of the U.S. dollar against major currencies including the Euro and British pound.
On an adjusted basis, which excludes the impacts of merger-related purchase accounting as well as cost reduction program and other charges, operating profit increased $650 million, or 7%, for 2024 versus 2023. Operating profit growth was driven by higher pricing and productivity initiatives, which more than offset the effects of cost inflation and currency during 2024.
On an adjusted basis, which excludes the merger-related purchase accounting impacts as well as cost reduction program and other charges, operating profit increased $417 million, or 4%, for 2025 versus 2024. Operating profit growth was driven by higher pricing and productivity initiatives, which more than offset the effects of cost inflation during 2025.
The increase was primarily driven by higher pricing and savings from productivity initiatives, which more than offset the effects of cost inflation, cost reduction program and other charges and currency.
The increase was primarily driven by higher pricing and savings from productivity initiatives which more than offset the adverse impacts of cost inflation, and higher cost reduction program and other charges.
Refer to Note 16 to the consolidated financial stat ements for a summary of the discount rates used to calculate plan liabilities and benefit costs, and to the Retirement Benefits section of the Consolidated Results and Other Information section of this MD&A for a further discussion of 2024 benefit costs.
Refer to Note 16 to the consolidated financial statements for a summary of the discount rates used to calculate plan liabilities and benefit costs, and to the Retirement Benefits section of the Consolidated Results and Other Information section of this MD&A for a further discussion of 2025 benefit costs.
Capital expenditures during 2024 related primarily to investments in new plant and production equipment for backlog growth requirements. 30 Table of Contents Approximately 58% of the capital expenditures were in the Americas segment with 22% in the APAC segment and the rest largely in the EMEA segment.
Capital expenditures during 2025 related primarily to investments in new plant and production equipment for backlog growth requirements. 30 Table of Contents Approximately 60% of the capital expenditures were in the Americas segment with 21% in the APAC segment and the rest largely in the EMEA segment.
A 0.50% reduction in discount rates would increase the PBO by approximately $429 million whereas a 0.50% increase in discount rates would have a favorable impact to the PBO of approximately $392 million.
A 0.50% reduction in discount rates would increase the PBO by approximately $433 million whereas a 0.50% increase in discount rates would have a favorable impact to the PBO of approximately $394 million.
At December 31, 2024, Linde’s enterprise value was approximately $215 billion (outstanding shares multiplied by the year-end stock price plus net debt, and without any control premium) while its total capital was approximately $56 billion.
At December 31, 2025, Linde’s enterprise value was approximately $220 billion (outstanding shares multiplied by the year-end stock price plus net debt, and without any control premium) while its total capital was approximately $62 billion.
A reconciliation of reported amounts to adjusted amounts can be found in the "Non-GAAP Financial Measures" section of this MD&A. 19 Table of Contents Results of Operations The following table provides a summary of changes in consolidated sales: 2024 vs 2023 % Change Factors Contributing to Changes - Sales Volume — % Price/Mix 2 % Cost pass-through (1) % Currency (1) % Acquisitions/Divestitures — % Engineering — % — % 2024 Compared With 2023 Sales Linde sales were flat for the 2024 year versus 2023.
A reconciliation of reported amounts to adjusted amounts can be found in the "Non-GAAP Financial Measures" section of this MD&A. 20 Table of Contents Results of Operations The following table provides a summary of changes in consolidated sales: 2025 vs 2024 % Change Factors Contributing to Changes - Sales Volume — % Price/Mix 2 % Cost pass-through — % Currency — % Acquisitions/Divestitures 1 % Engineering — % 3 % 2025 Compared With 2024 Sales Linde sales increased $981 million, or 3%, for the 2025 year versus 2024.
The company has growth opportunities in all major geographies and in diverse end-markets such as healthcare, chemicals and energy, manufacturing, metals and mining, food and beverage, and electronics. 17 Table of Contents EXECUTIVE SUMMARY – FINANCIAL RESULTS & OUTLOOK 2024 Year in review • Sales of $33,005 million were flat versus 2023 sales.
The company has growth opportunities in all major geographies and in diverse end-markets such as healthcare, chemicals and energy, manufacturing, metals and mining, food and beverage, and electronics. 18 Table of Contents EXECUTIVE SUMMARY – FINANCIAL RESULTS & OUTLOOK 2025 Year in review • Sales of $33,986 million were 3% above 2024 sales of $33,005 million.
Operating Profit Operating profit in the Americas segment increased $306 million, or 7%, in 2024 versus 2023 driven primarily by higher pricing, continued productivity initiatives and a settlement gain with a supplier, which more than offset cost inflation.
Operating Profit Operating profit in the Americas segment increased $197 million, or 4%, in 2025 versus 2024 driven primarily by higher pricing and continued productivity initiatives, which more than offset cost inflation. 2024 included a settlement gain with a supplier.
Asset Impairments Goodwill and Other Indefinite-Lived Intangibles Assets At December 31, 2024, the company had goodwill of $25,937 million and $1,650 million of other indefinite-lived intangible assets. Goodwill represents the aggregate of the excess consideration paid for acquired businesses over the fair value of the net assets acquired. Indefinite-lived other intangibles relate to the Linde name.
Asset Impairments Goodwill and Other Indefinite-Lived Intangibles Assets At December 31, 2025, the company had goodwill of $27,927 million and $1,826 million of other indefinite-lived intangible assets. Goodwill represents the aggregate of the excess consideration paid for acquired businesses over the fair value of the net assets acquired. Indefinite-lived other intangibles relate to the Linde name.
Capital expenditures were $4,497 million; dividends paid were $2,655 million; net purchases of ordinary shares were $4,451 million; and debt borrowings, net were $3,167 million. *A reconciliation of the adjusted amounts can be found in the "Non-GAAP Financial Measures" section in this MD&A. 2025 Outlook Linde provides quarterly updates on operating results, material trends that may affect financial performance, and financial guidance via earnings releases and investor teleconferences.
Capital expenditures were $5,261 million; dividends paid were $2,811 million; net purchases of ordinary shares were $4,578 million; and debt borrowings, net were $2,911 million. *A reconciliation of the adjusted amounts can be found in the "Non-GAAP Financial Measures" section in this MD&A. 2026 Outlook Linde provides quarterly updates on operating results, material trends that may affect financial performance, and financial guidance via earnings releases and investor teleconferences.
On an adjusted basis, which excludes the impacts of purchase accounting and cost reduction program and other charges, net income - Linde plc increased $486 million, or 7%, in 2024 versus 2023. On both a reported and adjusted basis, the increase was driven by higher operating profit.
On an adjusted basis, which excludes merger-related purchase accounting impacts and cost reduction program and other charges, net income - Linde plc increased $297 million, or 4%, in 2025 versus 2024. On both a reported and adjusted basis, the increase was driven by higher operating profit.
APAC (Dollar amounts in millions) Variance Year Ended December 31, 2024 2023 2024 vs 2023 Sales $ 6,632 $ 6,559 1 % Operating profit $ 1,918 $ 1,806 6 % As a percent of sales 28.9 % 27.5 % 26 Table of Contents 2024 vs 2023 % Change Factors Contributing to Changes - Sales Volume 2 % Price/Mix — % Cost pass-through 1 % Currency (2) % Acquisitions/Divestitures — % 1 % The APAC segment includes Linde's industrial gases operations in approximately 20 Asian and South Pacific countries and regions including China, Australia, India and South Korea.
APAC (Dollar amounts in millions) Variance Year Ended December 31, 2025 2024 2025 vs 2024 Sales $ 6,661 $ 6,632 — % Operating profit $ 1,933 $ 1,918 1 % As a percent of sales 29.0 % 28.9 % 2025 vs 2024 % Change Factors Contributing to Changes - Sales Volume (1) % Price/Mix — % Cost pass-through — % Currency (1) % Acquisitions/Divestitures 2 % — % The APAC segment includes Linde's industrial gases operations in approximately 15 Asian and South Pacific countries and regions including China, Australia, India and South Korea.
EMEA (Dollar amounts in millions) Variance Year Ended December 31, 2024 2023 2024 vs 2023 Sales $ 8,352 $ 8,542 (2) % Operating profit $ 2,780 $ 2,486 12 % As a percent of sales 33.3 % 29.1 % 2024 vs 2023 % Change Factors Contributing to Changes - Sales Volume (1) % Price/Mix 3 % Cost pass-through (4) % Currency — % Acquisitions/Divestitures — % (2) % The EMEA segment includes Linde's industrial gases operations in approximately 45 European, Middle Eastern and African countries including Germany, the U.K., France, Sweden and the Republic of South Africa.
EMEA (Dollar amounts in millions) Variance Year Ended December 31, 2025 2024 2025 vs 2024 Sales $ 8,549 $ 8,352 2 % Operating profit $ 3,055 $ 2,780 10 % As a percent of sales 35.7 % 33.3 % 2025 vs 2024 % Change Factors Contributing to Changes - Sales Volume (3) % Price/Mix 2 % Cost pass-through — % Currency 3 % Acquisitions/Divestitures — % 2 % 26 Table of Contents The EMEA segment includes Linde's industrial gases operations in approximately 50 European, Middle Eastern, and African countries including Germany, the U.K., France, Sweden and the Republic of South Africa.
Additionally, Linde’s plant design, operations, and risk management teams are engaged to manage and mitigate losses from physical climate change, and the company does not anticipate material effects regarding its plant operations or business arising from potential physical risks of climate change.
Additionally, Linde’s plant design, operations, and risk management teams are engaged to manage and mitigate losses from physical climate change, and the company does not anticipate material effects regarding its plant operations or business arising from potential physical risks of climate change. At the same time, external factors may provide Linde with future business opportunities.
Instead, annual pension expense in future periods will be impacted as deferred investment gains or losses are r ecognized in the market-related value of assets over the five-year period. The consolidated market-related value of assets was $8,839 million, or $713 million higher than the fair value of assets of $8,126 million at December 31, 2024 .
Instead, annual pension expense in future periods will be impacted as deferred investment gains or losses are recognized in the market-related value of assets over the five-year period. The consolidated market-related value of assets was $9,245 million, or $334 million higher than the fair value of assets of $8,911 million at December 31, 2025.
(Millions of dollars) December 31, 2024 2023 Debt $ 21,623 $ 19,373 Less: cash and cash equivalents (4,850) (4,664) Net debt 16,773 14,709 Less: purchase accounting impacts - Linde AG (4) (7) Adjusted net debt $ 16,769 $ 14,702 SUPPLEMENTAL GUARANTEE INFORMATION On May 3, 2023, the company filed a Form S-3 Registration Statement with the SEC ("the Registration Statement").
(Millions of dollars) December 31, 2025 2024 Debt $ 26,989 $ 21,623 Less: cash and cash equivalents (5,056) (4,850) Net debt 21,933 16,773 Less: purchase accounting impacts - Linde AG (3) (4) Adjusted net debt $ 21,930 $ 16,769 SUPPLEMENTAL GUARANTEE INFORMATION On May 3, 2023, the company filed a Form S-3 Registration Statement with the SEC ("the Registration Statement").
There is inherent variability and unpredictability in the relationship of these functional currencies to the U.S. dollar and such currency movements may materially impact Linde’s results of operations in any given period. 28 Table of Contents To help understand the reported results, the following is a summary of the significant currencies underlying Linde’s consolidated results and the exchange rates used to translate the financial statements (rates of exchange expressed in units of local currency per U.S. dollar): Percentage of 2024 Consolidated Sales Exchange Rate for Statements of Income Exchange Rate for Balance Sheet Average Year Ended December 31, December 31, Currency 2024 2023 2024 2023 Euro 18 % 0.92 0.92 0.97 0.92 Chinese yuan 8 % 7.20 7.08 7.30 7.10 British pound 5 % 0.78 0.80 0.80 0.79 Australian dollar 4 % 1.52 1.50 1.62 1.47 Brazilian real 4 % 5.37 4.99 6.18 4.86 Mexican peso 3 % 18.22 17.71 20.83 16.97 Canadian dollar 3 % 1.37 1.35 1.44 1.32 Korean won 3 % 1,363 1,306 1,472 1,288 Indian rupee 2 % 83.67 84.51 85.61 83.21 South African rand 1 % 18.32 18.43 18.84 18.36 Swedish krona 1 % 10.57 10.60 11.07 10.07 Thailand bhat 1 % 35.24 34.78 34.09 34.14 29 Table of Contents LIQUIDITY, CAPITAL RESOURCES AND OTHER FINANCIAL DATA (Millions of dollars) Year Ended December 31, 2024 2023 Net Cash Provided by (Used for) Operating Activities Net income (including noncontrolling interests) $ 6,737 $ 6,341 Non-cash charges (credits): Add: Cost reduction program and other charges, net of payments (a) 31 (118) Add: Depreciation and amortization 3,780 3,816 Add (Less): Deferred income taxes (142) (84) Add (Less): Non-cash charges and other 88 184 Net income adjusted for non-cash charges and other 10,494 10,139 Less: Pension contributions (35) (46) Add (Less): Working capital (845) (483) Add (Less): Other (191) (305) Net cash provided by (used for) operating activities $ 9,423 $ 9,305 Investing Activities Capital expenditures $ (4,497) $ (3,787) Acquisitions, net of cash acquired (317) (953) Divestitures, net of cash divested and asset sales 170 70 Net cash provided by (used for) investing activities $ (4,644) $ (4,670) Financing Activities Debt increases (decreases) – net $ 3,167 $ 1,060 Issuances (purchases) of ordinary shares – net (4,451) (3,925) Cash dividends – Linde plc shareholders (2,655) (2,482) Noncontrolling interest transactions and other (420) (53) Net cash provided by (used for) financing activities $ (4,359) $ (5,400) Effect of exchange rate changes on cash $ (234) $ (7) Cash and cash equivalents, end-of-period $ 4,850 $ 4,664 ____________________ (a) See Note 3 to the consolidated financial statements.
There is inherent variability and unpredictability in the relationship of these functional currencies to the U.S. dollar and such currency movements may materially impact Linde’s results of operations in any given period. 28 Table of Contents To help understand the reported results, the following is a summary of the significant currencies underlying Linde’s consolidated results and the exchange rates used to translate the financial statements (rates of exchange expressed in units of local currency per U.S. dollar): Percentage of 2025 Consolidated Sales Exchange Rate for Statements of Income Exchange Rate for Balance Sheet Average Year Ended December 31, December 31, Currency 2025 2024 2025 2024 Euro 17 % 0.89 0.92 0.85 0.97 Chinese yuan 7 % 7.19 7.20 6.99 7.30 British pound 4 % 0.76 0.78 0.74 0.80 Brazilian real 4 % 5.59 5.37 5.47 6.18 Australian dollar 4 % 1.55 1.52 1.50 1.62 Mexican peso 3 % 19.17 18.22 18.01 20.83 Korean won 3 % 1,421 1,363 1,440 1,472 Canadian dollar 3 % 1.40 1.37 1.37 1.44 Indian rupee 2 % 87.13 83.67 89.88 85.61 Swedish krona 1 % 9.79 10.57 9.21 11.07 South African rand 1 % 17.87 18.32 16.56 18.84 Swiss franc 1 % 0.83 0.88 0.79 0.91 29 Table of Contents LIQUIDITY, CAPITAL RESOURCES AND OTHER FINANCIAL DATA (Millions of dollars) Year Ended December 31, 2025 2024 Net Cash Provided by (Used for) Operating Activities Net income (including noncontrolling interests) $ 7,058 $ 6,737 Non-cash charges (credits): Add: Cost reduction program and other charges, net of payments (a) 139 31 Add: Depreciation and amortization 3,763 3,780 Add (Less): Deferred income taxes (465) (142) Add (Less): Non-cash charges and other 187 88 Net income adjusted for non-cash charges and other 10,682 10,494 Less: Pension contributions (25) (35) Add (Less): Working capital (240) (845) Add (Less): Other (67) (191) Net cash provided by (used for) operating activities $ 10,350 $ 9,423 Investing Activities Capital expenditures $ (5,261) $ (4,497) Acquisitions, net of cash acquired (412) (317) Divestitures, net of cash divested and asset sales 42 170 Other investing, net (90) — Net cash provided by (used for) investing activities $ (5,721) $ (4,644) Financing Activities Debt increases (decreases) – net $ 2,911 $ 3,167 Issuances (purchases) of ordinary shares – net (4,578) (4,451) Cash dividends – Linde plc shareholders (2,811) (2,655) Noncontrolling interest transactions and other (76) (420) Net cash provided by (used for) financing activities $ (4,554) $ (4,359) Effect of exchange rate changes on cash $ 131 $ (234) Cash and cash equivalents, end-of-period $ 5,056 $ 4,850 ____________________ (a) See Note 3 to the consolidated financial statements.
Climate Change Linde operates in jurisdictions that have, or are developing, laws and/or regulations to reduce or mitigate the adverse effects of greenhouse gas ("GHG") emissions and therefore faces a highly uncertain regulatory environment in this area. Linde continues to evaluate ongoing regulatory changes and assess appropriate response. For example, the U.S.
Linde operates in jurisdictions that have, or are developing, laws and/or regulations to reduce or mitigate the adverse effects of GHG emissions and therefore faces a highly uncertain regulatory environment in this area. Linde continues to evaluate emerging regulatory changes and assess appropriate responses.
As of January 1, 2025 Linde has a captive insurance company that provides coverage for up to $50 million per event, and $100 million, in the annual aggregate, of losses above local deductibles for property damage and business interruption at the group’s sites globally.
Linde has a captive insurance company that provides coverage for property damage resulting from fire, flood and other perils and business interruption up to $50 million per event, and $100 million, in the annual aggregate, of losses above local deductibles (ranging from $5 to $7.5 million per event) at the group's sites globally.
Acquisitions in the prior year were $953 million related primarily to the acquisition of nexAir in the Americas (see Note 2 to the consolidated financial statements). Divestitures, net of cash divested and asset sales in 2024 were $170 million compared with $70 million in 2023.
Acquisitions in the prior year were $317 million, primarily related to packaged gas businesses in the Americas (see Note 2 to the consolidated financial statements). Divestitures, net of cash divested and asset sales in 2025 were $42 million compared with $170 million in 2024.
On an adjusted basis, income from equity investments for 2024 was $242 million versus $239 million million in 2023. Noncontrolling interests At December 31, 2024, noncontrolling interests consisted primarily of noncontrolling shareholders’ investments in APAC (primarily in China).
Income from equity investments Reported income from equity investments for 2025 was $150 million as compared to $170 million in 2024. On an adjusted basis, income from equity investments for 2025 was $228 million versus $242 million in 2024. Noncontrolling interests At December 31, 2025, noncontrolling interests consisted primarily of noncontrolling shareholders’ investments in APAC (primarily in China).
Sales grew 2% from higher price attainment. Volumes were flat, as new project start-ups were largely offset by base volume declines. Cost pass-through, representing the contractual billing of energy cost variances primarily to onsite customers decreased sales by 1%, with minimal impact on operating profit.
Sales grew 2% from higher price attainment. Acquisitions increased sales by 1% during the year. Volumes were flat, as new project start-ups were largely offset by base volume declines. Currency translation and cost pass-through, representing the contractual billing of energy cost variances primarily to onsite customers, were flat.
Increased concern about drought in areas such as California and Australia may create additional markets for carbon dioxide for desalination. Renewable fuel standards in the European Union and U.S. can create a market for second-generation biofuels which use industrial gases such as oxygen, carbon dioxide, and hydrogen.
Renewable fuel standards in the European Union and U.S. can create a market for second-generation biofuels which use industrial gases such as oxygen, carbon dioxide, and hydrogen.
The company does not anticipate any limitations on its ability to access the debt capital markets and/or other external funding sources and remains committed to its strong ratings from Moody’s and Standard & Poor’s.
No borrowings were outstanding under the credit agreements as of December 31, 2025. The company does not anticipate any limitations on its ability to access the debt capital markets and/or other external funding sources and remains committed to its strong ratings from Moody’s and Standard & Poor’s.
Other factors include governmental regulation of GHG and other emissions; uncertain costs of energy and certain natural resources; the development of renewable energy alternatives; and new technologies that help extract natural gas, improve air quality, increase energy efficiency and mitigate the impacts of climate change.
Linde anticipates continued growth in clean hydrogen sales due to increased focus on decarbonization projects. Other factors include governmental regulation of GHG and other emissions; uncertain costs of energy and certain natural resources; the development of renewable energy alternatives; and new technologies that help extract natural gas, improve air quality, increase energy efficiency and mitigate the impacts of climate change.
Cash dividends increased to $2,655 million in 2024 versus $2,482 million in 2023 driven primarily by a 9% increase in dividends per share to $5.56 per share from $5.10 per share, partially offset by lower shares outstanding.
Cash dividends increased to $2,811 million in 2025 versus $2,655 million in 2024 driven primarily by an 8% increase in dividends per share to $6.00 per share from $5.56 per share, partially offset by lower shares outstanding.
In 2024, other income included a benefit of $41 million related to a settlement with a supplier in the Americas and $45 million in insurance recoveries primarily within the Other segment (Note 7). Operating profit 20 Table of Contents On a reported basis, operating profit increased $611 million in 2024, or 8%.
In 2024, other income included a benefit of $41 million related to a settlement with a supplier in the Americas and $45 million in insurance recoveries primarily within the Other segment (Note 7).
At December 31, 2024, uncertain tax positions totaled $292 million (see Note 1 and Note 5 to the consolidated financial statements). Income tax expense was $2,002 million for the year ended December 31, 2024, or about 23.4% of pre-tax income (see Note 5 to the consolidated financial statements for additional information related to taxes).
Income tax expense was $1,989 million for the year ended December 31, 2025, or about 22.4% of pre-tax income (see Note 5 to the consolidated financial statements for additional information related to taxes).
(Millions of dollars) Year Ended December 31, 2024 2023 Variance Sales Americas $ 14,442 $ 14,304 1 % EMEA 8,352 8,542 (2) % APAC 6,632 6,559 1 % Engineering 2,322 2,160 8 % Other 1,257 1,289 (2) % Total sales $ 33,005 $ 32,854 — % Operating Profit Americas $ 4,550 $ 4,244 7 % EMEA 2,780 2,486 12 % APAC 1,918 1,806 6 % Engineering 410 491 (16) % Other 62 43 44 % Segment operating profit 9,720 9,070 7 % Reconciliation to reported operating profit: Cost reduction program and other charges (Note 3) (145) (40) Purchase accounting impacts - Linde AG (940) (1,006) Total operating profit $ 8,635 $ 8,024 Americas (Dollar amounts in millions) Variance Year Ended December 31, 2024 2023 2024 vs 2023 Sales $ 14,442 $ 14,304 1 % Operating profit $ 4,550 $ 4,244 7 % As a percent of sales 31.5 % 29.7 % 2024 vs 2023 % Change Factors Contributing to Changes - Sales Volume — % Price/Mix 3 % Cost pass-through (1) % Currency (2) % Acquisitions/Divestitures 1 % 1 % The Americas segment includes Linde’s industrial gases operations in approximately 20 countries including the United States, Canada, Mexico and Brazil.
(Millions of dollars) Year Ended December 31, 2025 2024 Variance Sales Americas $ 15,208 $ 14,442 5 % EMEA 8,549 8,352 2 % APAC 6,661 6,632 — % Engineering 2,250 2,322 (3) % Other 1,318 1,257 5 % Total sales $ 33,986 $ 33,005 3 % Operating Profit Americas $ 4,747 $ 4,550 4 % EMEA 3,055 2,780 10 % APAC 1,933 1,918 1 % Engineering 408 410 (1) % Other (6) 62 (110) % Segment operating profit 10,137 9,720 4 % Reconciliation to reported operating profit: Cost reduction program and other charges (Note 3) (273) (145) Purchase accounting impacts - Linde AG (941) (940) Total operating profit $ 8,923 $ 8,635 25 Table of Contents Americas (Dollar amounts in millions) Variance Year Ended December 31, 2025 2024 2025 vs 2024 Sales $ 15,208 $ 14,442 5 % Operating profit $ 4,747 $ 4,550 4 % As a percent of sales 31.2 % 31.5 % 2025 vs 2024 % Change Factors Contributing to Changes - Sales Volume 1 % Price/Mix 3 % Cost pass-through 1 % Currency (1) % Acquisitions/Divestitures 1 % 5 % The Americas segment includes Linde’s industrial gases operations in approximately 20 countries including the United States, Canada, Mexico and Brazil.
Diluted earnings per share Reported diluted earnings per share increased $1.03, or 8%, in 2024 as compared to 2023. On an adjusted basis, diluted EPS of $15.51 in 2024 increased $1.31 versus 2023. The increase on both a reported and adjusted basis is primarily due to higher net income - Linde plc and lower diluted shares outstanding.
Diluted earnings per share Reported diluted earnings per share increased $0.99, or 7%, in 2025 as compared to 2024. On an adjusted basis, diluted EPS of $16.46 in 2025 increased $0.95 versus 2024. The increase on both a reported and adjusted basis was primarily due to higher net income - Linde plc and lower diluted shares outstanding.
The increase was primarily attributable to higher net income, which was partially offset by higher net working capital requirements, including lower inflows for contract liabilities from engineering customer advance payments, and higher cash taxes. Investing Net cash used for investing activities was $4,644 million in 2024 compared to $4,670 million in 2023.
The increase was driven primarily by higher net income adjusted for non-cash charges and lower net working capital requirements, including higher inflows for contract liabilities from engineering customer advance payments when compared with 2024. Investing Net cash used for investing activities was $5,721 million in 2025 compared to $4,644 million in 2024.
Currency translation decreased sales by 1%, primarily due to the weakening of the Brazilian real, Chinese yuan, and Mexican peso against the U.S. dollar.
The impact of net acquisitions increased sales by 1%. Currency translation decreased sales by 1% driven primarily by the weakening of the Brazilian real and Mexican peso against the U.S. dollar.
(Millions of dollars, except per share data) Year Ended December 31, 2024 2023 Variance Reported Amounts Sales $ 33,005 $ 32,854 — % Cost of sales, exclusive of depreciation and amortization $ 17,143 $ 17,492 (2) % As a percent of sales 51.9 % 53.2 % Selling, general and administrative $ 3,337 $ 3,295 1 % As a percent of sales 10.1 % 10.0 % Depreciation and amortization $ 3,780 $ 3,816 (1) % Cost reduction program and other charges (a) $ 145 $ 40 263 % Other income (expense) - net $ 185 $ (41) 551 % Operating profit $ 8,635 $ 8,024 8 % Operating margin 26.2 % 24.4 % Interest expense - net $ 256 $ 200 28 % Net pension and OPEB cost (benefit), excluding service cost $ (190) $ (164) 16 % Effective tax rate 23.4 % 22.7 % Income from equity investments $ 170 $ 167 2 % Noncontrolling interests $ (172) $ (142) 21 % Net Income – Linde plc $ 6,565 $ 6,199 6 % Diluted earnings per share $ 13.62 $ 12.59 8 % Diluted shares outstanding 482,092 492,290 (2) % Number of employees 65,289 66,323 (2) % Adjusted Amounts (b) Operating profit $ 9,720 $ 9,070 7 % Operating margin 29.5 % 27.6 % Net Income – Linde plc $ 7,475 $ 6,989 7 % Diluted earnings per share $ 15.51 $ 14.20 9 % Other Financial Data (b) EBITDA $ 12,585 $ 12,007 5 % As percent of sales 38.1 % 36.5 % Adjusted EBITDA $ 12,819 $ 12,133 6 % As percent of sales 38.8 % 36.9 % ________________________ (a) See Note 3 to the consolidated financial statements.
(Millions of dollars, except per share data) Year Ended December 31, 2025 2024 Variance Reported Amounts Sales $ 33,986 $ 33,005 3 % Cost of sales, exclusive of depreciation and amortization $ 17,389 $ 17,143 1 % As a percent of sales 51.2 % 51.9 % Selling, general and administrative $ 3,433 $ 3,337 3 % As a percent of sales 10.1 % 10.1 % Depreciation and amortization $ 3,763 $ 3,780 — % Cost reduction program and other charges (a) $ 273 $ 145 88 % Other income (expense) - net $ (58) $ 185 (131) % Operating profit $ 8,923 $ 8,635 3 % Operating margin 26.3 % 26.2 % Interest expense - net $ 255 $ 256 — % Net pension and OPEB cost (benefit), excluding service cost $ (229) $ (190) 21 % Effective tax rate 22.4 % 23.4 % Income from equity investments $ 150 $ 170 (12) % Noncontrolling interests $ (160) $ (172) (7) % Net Income – Linde plc $ 6,898 $ 6,565 5 % Diluted earnings per share $ 14.61 $ 13.62 7 % Diluted shares outstanding 472,195 482,092 (2) % Number of employees 65,177 65,289 — % Adjusted Amounts (b) Depreciation and amortization $ 2,986 $ 2,857 5 % Operating profit $ 10,137 $ 9,720 4 % Operating margin 29.8 % 29.5 % Net Income – Linde plc $ 7,772 $ 7,475 4 % Diluted earnings per share $ 16.46 $ 15.51 6 % Other Financial Data (b) EBITDA $ 12,836 $ 12,585 2 % As percent of sales 37.8 % 38.1 % Adjusted EBITDA $ 13,351 $ 12,819 4 % As percent of sales 39.3 % 38.8 % ________________________ (a) See Note 3 to the consolidated financial statements.
Engineering (Dollar amounts in millions) Variance Year Ended December 31, 2024 2023 2024 vs 2023 Sales $ 2,322 $ 2,160 8 % Operating profit $ 410 $ 491 (16) % As a percent of sales 17.7 % 22.7 % 2024 vs 2023 % Change Factors Contributing to Changes - Sales Currency — % Other 8 % 8 % Sales Engineering segment sales increased $162 million, or 8%, in 2024 versus 2023 driven by project timing.
Engineering (Dollar amounts in millions) Variance Year Ended December 31, 2025 2024 2025 vs 2024 Sales $ 2,250 $ 2,322 (3) % Operating profit $ 408 410 (1) % As a percent of sales 18.1 % 17.7 % 27 Table of Contents 2025 vs 2024 % Change Factors Contributing to Changes - Sales Currency 3 % Other (6) % (3) % Sales Engineering segment sales decreased $72 million, or 3%, in 2025 versus 2024 driven by project timing.
At December 31, 2024, Linde's sale of gas backlog of large projects under construction was approximately $7.1 billion. This represents the total estimated capital cost of large plants under construction. Acquisitions, net of cash acquired for 2024 were $317 million, a decrease of $636 million from 2023. In 2024, acquisitions were primarily related to packaged gas businesses in the Americas.
At December 31, 2025, Linde's sale of gas backlog of large projects under construction was approximately $7.3 billion. This represents the total estimated capital cost of large plants under construction. Acquisitions, net of cash acquired for 2025 were $412 million, an increase of $95 million from 2024. In 2025, acquisitions were primarily related to the EMEA and APAC segments.
Adjusted EBITDA increased to $12,819 million for 2024 as compared to $12,133 million in 2023. The increase in both periods was driven by higher operating profit versus prior year. See the "Non-GAAP Financial Measures" section for definitions and reconciliations of these non-GAAP measures to reported GAAP amounts.
Adjusted EBITDA increased to $13,351 million for 2025 as compared to $12,819 million in 2024. The increase on both a reported and adjusted basis was driven by higher net income - Linde plc versus prior year. 22 Table of Contents See the "Non-GAAP Financial Measures" section for definitions and reconciliations of these non-GAAP measures to reported GAAP amounts.
(Millions of dollars) Statement of Income Data Twelve Months Ended December 31, 2024 Twelve Months Ended December 31, 2023 Sales $ 7,995 $ 8,143 Operating profit 1,526 1,656 Net income 3,553 735 Transactions with non-guarantor subsidiaries 7,177 3,004 Balance Sheet Data (at period end) Current assets (a) 7,827 4,423 Long-term assets (b) 14,481 13,833 Current liabilities (c) 10,309 10,882 Long-term liabilities (d) 64,848 56,546 (a) From current assets above, amount due from non-guarantor subsidiaries 4,425 1,753 (b) From long-term assets above, amount due from non-guarantor subsidiaries 1,031 816 (c) From current liabilities above, amount due to non-guarantor subsidiaries 1,841 1,684 (d) From long-term liabilities above, amount due to non-guarantor subsidiaries $ 45,378 $ 39,458 39 Table of Contents
(Millions of dollars) Statement of Income Data Year Ended December 31, 2025 2024 Sales $ 8,844 $ 7,995 Operating profit 1,512 1,526 Net income 3 3,553 Transactions with non-guarantor subsidiaries 3,989 7,177 Balance Sheet Data (at period end) Current assets (a) 4,815 7,827 Long-term assets (b) 16,808 14,481 Current liabilities (c) 10,085 10,309 Long-term liabilities (d) 73,336 64,848 (a) From current assets above, amount due from non-guarantor subsidiaries 1,097 4,425 (b) From long-term assets above, amount due from non-guarantor subsidiaries 724 1,031 (c) From current liabilities above, amount due to non-guarantor subsidiaries 1,325 1,841 (d) From long-term liabilities above, amount due to non-guarantor subsidiaries $ 48,301 $ 45,378 39 Table of Contents
During 2024, the U.S. and non U.S plans derived a benefit from actuarial gains due to higher discount rate environment. Global pension contributions were $35 million in 2024, $46 million in 2023, and $51 million in 2022. At a minimum, Linde contributes to its pension plans to comply with local regulatory requirements (e.g., ERISA in the U.S.).
Global pension contributions were $25 million in 2025, $35 million in 2024, and $46 million in 2023. At a minimum, Linde contributes to its pension plans to comply with local regulatory requirements (e.g., ERISA in the U.S.).
Reported noncontrolling interests increased $30 million, from $142 million in 2023 to $172 million in 2024 and included the impact of a divestiture in the APAC segment. Adjusted noncontrolling interests increased $14 million in 2024 as compared to 2023. Net Income - Linde plc Reported net income - Linde plc increased $366 million, or 6%.
Reported noncontrolling interests decreased $12 million, from $172 million in 2024 to $160 million in 2025. 2024 noncontrolling interests income included the impact of a divestiture in the APAC segment. Adjusted noncontrolling interests increased $3 million in 2025 as compared to 2024. Net Income - Linde plc Reported net income - Linde plc increased $333 million, or 5%.
The decrease as a percentage of sales was primarily due to higher pricing and lower cost pass-through. Selling, general and administrative expenses Selling, general and administrative expense ("SG&A") increased $42 million, or 1%, from $3,295 million in 2023 to $3,337 million in 2024 driven by higher costs. SG&A was 10.1% of sales in 2024 versus 10.0% in 2023.
The decrease as a percentage of sales was primarily due to higher pricing and productivity gains. Selling, general and administrative expenses Selling, general and administrative expense ("SG&A") increased $96 million, or 3%, from $3,337 million in 2024 to $3,433 million in 2025. SG&A was 10.1% of sales in 2025 and 2024.
The funded status (pension benefit obligation ("PBO") less the fair value of plan assets) for the U.S. plans was a surplus of $86 million and deficit of $137 million at December 31, 2024 and 2023, respectively. The funded status for non-U.S. plans was a surplus of $464 million and deficit of $207 million at December 31, 2024 and 2023, respectively.
Retirement Benefits Pensions The net periodic benefit cost (benefit) was a benefit of $147 million, $106 million and $80 million in 2025, 2024 and 2023, respectively. The funded status (pension benefit obligation ("PBO") less the fair value of plan assets) for the U.S. plans was a surplus of $169 million and $86 million at December 31, 2025 and 2024, respectively.
Employees The number of employees at December 31, 2024 was 65,289, a decrease of 2%, or 1,034 employees from 2023, driven primarily by the impact of cost reduction programs and a divestiture in APAC . Other Financial Data EBITDA increased to $12,585 million in 2024 from $12,007 million in 2023.
Employees The number of employees at December 31, 2025 was 65,177, a decrease of 112 employees from 2024, primarily driven by the impact of ongoing cost reduction programs partially offset by acquisitions. Other Financial Data EBITDA increased to $12,836 million in 2025 from $12,585 million in 2024.
The increase was driven by insurance recovery for LAMT partially offset by higher costs due to helium. Currency The results of Linde’s non-U.S. operations are translated to the company’s reporting currency, the U.S. dollar, from the functional currencies used in the countries in which the company operates. For most foreign operations, Linde uses the local currency as its functional currency.
The decrease was driven by helium and an insurance recovery in 2024, partially offset by LAMT volumes and continued productivity initiatives . Currency The results of Linde’s non-U.S. operations are translated to the company’s reporting currency, the U.S. dollar, from the functional currencies used in the countries in which the company operates.
Cost of sales, exclusive of depreciation and amortization Cost of sales, exclusive of depreciation and amortization, decreased $349 million, or 2%, for the year primarily due to lower cost pass-through and productivity gains, which more than offset cost inflation. Cost of sales, exclusive of depreciation and amortization, was 51.9% and 53.2% of sales, in 2024 and 2023, respectively.
Cost of sales, exclusive of depreciation and amortization Cost of sales, exclusive of depreciation and amortization, increased $246 million, or 1%, for the year primarily due to cost inflation partially offset by productivity gains. Cost of sales, exclusive of depreciation and amortization, was 51.2% and 51.9% of sales, in 2025 and 2024, respectively.
Operating profit Engineering segment operating profit decreased $81 million, or 16%, in 2024 versus 2023 due to larger benefits in the prior year from higher margin on lawful wind down of projects subject to sanctions in Russia. 27 Table of Contents Other (Dollar amounts in millions) Variance Year Ended December 31, 2024 2023 2024 vs 2023 Sales $ 1,257 $ 1,289 (2) % Operating profit $ 62 $ 43 44 % As a percent of sales 4.9 % 3.3 % 2024 vs 2023 % Change Factors Contributing to Changes - Sales Volume/Price (2) % Currency — % Acquisitions/Divestitures — % (2) % Other consists of corporate costs and a few smaller businesses including: Linde Advanced Materials Technology ("LAMT") and global helium wholesale; which individually do not meet the quantitative thresholds for separate presentation.
Other (Dollar amounts in millions) Variance Year Ended December 31, 2025 2024 2025 vs 2024 Sales $ 1,318 $ 1,257 5 % Operating profit $ (6) $ 62 (110) % As a percent of sales (0.5) % 4.9 % 2025 vs 2024 % Change Factors Contributing to Changes - Sales Volume/Price 4 % Currency 1 % Acquisitions/Divestitures — % 5 % Other consists of corporate costs and a few smaller businesses including: Linde Advanced Materials Technology ("LAMT") and global helium wholesale; which individually do not meet the quantitative thresholds for separate presentation.
Operating Profit Operating Profit for the EMEA segment increased $294 million, or 12%, in 2024 versus 2023. The increase was driven primarily by higher pricing and continued productivity initiatives, partially offset by cost inflation and lower volumes.
Operating Profit Operating profit in the APAC segment increased $15 million, or 1%, in 2025 versus 2024. The increase was primarily driven by productivity initiatives and acquisitions, partially offset by cost inflation, lower volumes, and currency translation.
The primary uses of cash included capital expenditures of $4,497 million, net purchases of ordinary shares of $4,451 million, and cash dividends to shareholders of $2,655 million. 2024 compared with 2023 Cash Flows From Operations Cash flows from operations was $9,423 million, an increase of $118 million from 2023.
The primary uses of cash included capital expenditures of $5,261 million, net purchases of ordinary shares of $4,578 million, and cash dividends to shareholders of $2,811 million. 2025 compared with 2024 Cash Flows From Operations Cash flows from operations were $10,350 million, an increase of $927 million from 2024.
Cash increased $186 million in 2024 versus 2023. The primary sources of cash in 2024 were cash flows from operations of $9,423 million and net debt borrowings of $3,167 million.
Cash increased $206 million in 2025 versus 2024. The primary sources of cash in 2025 were cash flows from operations of $10,350 million and net debt borrowings of $2,911 million.
Currency impacts decreased SG&A by approximately $28 million in 2024. Depreciation and amortization Reported depreciation and amortization expense decreased $36 million, or 1%, versus 2023. The decrease is due to lower depreciation and amortization of assets acquired in the merger partially offset by the net impact of new project start ups.
SG&A increased in 2025 due to acquisitions and cost inflation, partially offset by savings from cost reduction programs and productivity initiatives. Depreciation and amortization Reported depreciation and amortization expense decreased $17 million versus 2024. The decrease was due to lower depreciation and amortization of assets acquired in the merger, partially offset by the net impact of new project start-ups.
The estimated liability is established using statistical analysis and is based upon historical experience, actuarial assumptions and professional judgment. These estimates are subject to the effects of trends in loss severity and frequency and are subject to a significant degree of inherent variability.
These estimates are subject to the effects of trends in loss severity and frequency and are subject to a significant degree of inherent variability.
Traditionally, hydrogen production plants and a large number of other manufacturing and electricity-generating plants have been identified as sources of carbon dioxide emissions and these plants are subject to cap-and-trade regulations in jurisdictions including California and the European Union. Linde believes it will be able to mitigate the costs of these regulations through the terms of its product supply contracts.
For example, hydrogen production plants and other manufacturing and electricity-generating plants have been identified as sources of carbon dioxide emissions and are subject to carbon taxation or cap-and-trade regulations in jurisdictions including California, China, Singapore and the European Union impacting both Linde and its customers.
However, legislation that limits GHG emissions may impact growth by increasing capital, compliance, operating and maintenance costs and/or decreasing demand. To manage business risks from current and potential GHG emission regulation as well as physical consequences of climate change, Linde actively monitors current developments, evaluates the direct and indirect business risks, and takes appropriate actions.
To manage business risks from current and potential GHG emission regulation as well as physical risks associated with climate change, Linde actively monitors emerging developments, evaluates the direct and indirect business risks, and takes appropriate actions.
For further information about the guarantees of the debt securities registered under the Registration Statement (including the ranking of such guarantees, limitations on enforceability of such guarantees and the circumstances under which such guarantees may be released), see “Description of Debt Securities – Guarantees” and “Description of Debt Securities – Ranking” in the Registration Statement, which subsections are incorporated herein by reference. 38 Table of Contents The following tables present summarized financial information for Linde plc, Linde Inc., Linde GmbH and Linde Finance on a combined basis, after eliminating intercompany transactions and balances between them and excluding investments in and equity in earnings from non-guarantor subsidiaries.
For further information about the guarantees of the debt securities registered under the Registration Statement (including the ranking of such guarantees, limitations on enforceability of such guarantees and the circumstances under which such guarantees may be released), see “Description of Debt Securities – Guarantees” and “Description of Debt Securities – Ranking” in the Registration Statement, which subsections are incorporated herein by reference.
These increases more than offset the adverse impacts of cost inflation and currency translation.* • Net income - Linde plc of $6,565 million and diluted earnings per share of $13.62 increased from $6,199 million and $12.59, respectively in 2023.
The increase in the reported and adjusted operating profit was primarily driven by higher pricing and savings from productivity initiatives in 2025. These increases more than offset the adverse impacts of cost inflation.* • Net income - Linde plc of $6,898 million and diluted earnings per share of $14.61 increased from $6,565 million and $13.62, respectively, in 2024.

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Item 7A. Quantitative and Qualitative Disclosures About Market Risk

Market Risk — interest-rate, FX, commodity exposure

8 edited+0 added−2 removed4 unchanged
Biggest changeHolding all other variables constant, if there were a 10% increase in foreign-currency exchange rates for the portfolio, the fair market value of foreign-currency contracts outstanding at December 31, 2024 would increase by approximately $115 million and at December 31, 2023 would decrease by approximately $58 million, which would be largely offset by an offsetting loss or gain on the foreign-currency fluctuation of the underlying exposure being hedged.
Biggest changeHolding all other variables constant, if there were a 10% strengthening of the U.S. dollar against foreign currencies, largely consisting of the Euro, British pound, Chinese yuan, Mexican peso and Swiss franc, the fair market value of foreign-currency contracts outstanding at December 31, 2025 would decrease by approximately $52 million and at December 31, 2024 would increase by approximately $115 million, which would be largely offset by an offsetting loss or gain on the foreign-currency fluctuation of the underlying exposure being hedged.
Also, see Note 1 and Note 12 to the consolidated financial statements for a more complete description of Linde’s accounting policies and use of such instruments. The following discussion presents the sensitivity of the market value, earnings and cash flows of Linde’s financial instruments to hypothetical changes in interest and exchange rates assuming these changes occurred at December 31, 2024.
Also, see Note 1 and Note 12 to the consolidated financial statements for a more complete description of Linde’s accounting policies and use of such instruments. The following discussion presents the sensitivity of the market value, earnings and cash flows of Linde’s financial instruments to hypothetical changes in interest and exchange rates assuming these changes occurred at December 31, 2025.
Variable Rate Debt At December 31, 2024, the after-tax earnings and cash flows impact of a one hundred basis point increase in interest rates, including offsetting impact of derivatives, on the variable-rate debt portfolio would be approximately $40 million ($50 million in 2023). Any such increase would be partially mitigated by higher interest earned on deposits of cash.
Variable Rate Debt At December 31, 2025, the after-tax earnings and cash flows impact of a one hundred basis point increase in interest rates, including offsetting impact of derivatives, on the variable-rate debt portfolio would be approximately $51 million ($40 million in 2024). Any such increase would be partially mitigated by higher interest earned on deposits of cash.
Holding all other variables constant, if there were a 10% increase in foreign-currency exchange rates on the external debt portfolio, the fair market value of foreign-currency denominated debt outstanding at December 31, 2024 would decrease by approximately $1,334 million and $970 million at December 31, 2024 and 2023, respectively, which would be largely offset by an offsetting loss or gain on the underlying foreign net investment being hedged. 40 Table of Contents
Holding all other variables constant, if there were a 10% increase in foreign-currency exchange rates on the external debt portfolio, consisting largely of Euro-denominated debt, the fair market value of foreign-currency denominated debt outstanding would decrease by approximately $1,805 million and $1,334 million at December 31, 2025 and 2024, respectively, which would be largely offset by an offsetting loss or gain on the underlying foreign net investment being hedged. 40 Table of Contents
Fixed Rate Debt This sensitivity analysis assumes that, holding all other variables constant (such as foreign exchange rates, swaps and debt levels), a one hundred basis point increase in interest rates would decrease the unrealized fair market value of the fixed-rate debt portfolio by approximately $918 million ($742 million in 2023).
Fixed Rate Debt This sensitivity analysis assumes that, holding all other variables constant (such as foreign exchange rates, swaps and debt levels), a one hundred basis point increase in interest rates would decrease the unrealized fair market value of the fixed-rate debt portfolio by approximately $1,135 million ($918 million in 2024).
The range of changes chosen for these discussions reflects Linde’s view of changes which are reasonably possible over a one-year period. Market values represent the present values of projected future cash flows based on interest rate and exchange rate assumptions. Interest Rate Risk At December 31, 2024, Linde had debt totaling $21,623 million ($19,373 million at December 31, 2023).
The range of changes chosen for these discussions reflects Linde’s view of changes which are reasonably possible over a one-year period. Market values represent the present values of projected future cash flows based on interest rate and exchange rate assumptions. Interest Rate Risk At December 31, 2025, Linde had debt totaling $26,989 million ($21,623 million at December 31, 2024).
At December 31, 2024, Linde had a notional amount outstanding of $11,942 million ($5,651 million at December 31, 2023) related to foreign exchange contracts. The majority of these were to hedge recorded balance sheet exposures, primarily intercompany loans denominated in non-functional currencies. See Note 12 to the consolidated financial statements.
At December 31, 2025, Linde had a notional amount outstanding of $13,653 million ($11,942 million at December 31, 2024) related to foreign exchange contracts. The majority of these were to hedge recorded balance sheet exposures, primarily intercompany loans denominated in non-functional currencies. See Note 12 to the consolidated financial statements.
At December 31, 2024, including the impact of derivatives, Linde had fixed-rate debt of $17,584 million and floating-rate debt of $4,039 million, representing 81% and 19%, respectively, of total debt. At December 31, 2023, including the impact of derivatives, Linde had fixed-rate debt of $14,345 million and floating-rate debt of $5,028 million, representing 74% and 26%, respectively, of total debt.
At December 31, 2025, including the impact of derivatives, Linde had fixed-rate debt of $21,879 million and floating-rate debt of $5,110 million, representing 81% and 19%, respectively, of total debt. At December 31, 2024, including the impact of derivatives, Linde had fixed-rate debt of $17,584 million and floating-rate debt of $4,039 million, representing 81% and 19%, respectively, of total debt.
Removed
Linde has historically used interest rate swaps and as a result carried derivative assets subject to interest rate risk.
Removed
All active swaps have been unwound or matured as of December 31, 2024; therefore, the effect of a one hundred basis point increase in interest rates would be $0 as of December 31, 2024 ($65 million increase to derivative assets recorded as of December 31, 2023).

Other LIN 10-K year-over-year comparisons