LINDE PLC - Quarter Report: 2025 March (Form 10-Q)

Net Income (Including Noncontrolling Interests) Less: noncontrolling interests()()Net Income – Linde plc$ $ Per Share Data – Linde plc ShareholdersBasic earnings per share$ $ Diluted earnings per share$ $ Weighted Average Shares Outstanding (000’s):Basic shares outstanding Diluted shares outstanding

The accompanying notes are an integral part of these financial statements.

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LINDE PLC AND SUBSIDIARIES

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

(Millions of dollars)

(UNAUDITED)


	Quarter Ended March 31,
	2025	2024
NET INCOME (INCLUDING NONCONTROLLING INTERESTS)	$	$

OTHER COMPREHENSIVE INCOME (LOSS)
Translation adjustments:
Foreign currency translation adjustments		()
Income taxes
Translation adjustments		()
Funded status - retirement obligations (Note 7):
Retirement program remeasurements		()
Reclassifications to net income	()	()
Income taxes	()
Funded status - retirement obligations	()
Derivative instruments (Note 4):
Current unrealized gain (loss)
Reclassifications to net income	()
Income taxes	()	()
Derivative instruments
TOTAL OTHER COMPREHENSIVE INCOME (LOSS)		()

COMPREHENSIVE INCOME (LOSS) (INCLUDING NONCONTROLLING INTERESTS)
Less: noncontrolling interests	()	()
COMPREHENSIVE INCOME (LOSS) - LINDE PLC	$	$

The accompanying notes are an integral part of these financial statements.

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LINDE PLC AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEET

(Millions of dollars)

(UNAUDITED)


	March 31, 2025	December 31, 2024
Assets
Cash and cash equivalents	$	$
Accounts receivable - net
Contract assets
Inventories
Prepaid and other current assets
Total Current Assets
Property, plant and equipment - net
Goodwill
Other intangible assets - net
Other long-term assets
Total Assets	$	$
Liabilities and equity
Accounts payable	$	$
Short-term debt
Current portion of long-term debt
Contract liabilities
Other current liabilities
Total Current Liabilities
Long-term debt
Other long-term liabilities
Total Liabilities
Redeemable noncontrolling interests
Linde plc Shareholders’ Equity (Note 10):
Ordinary shares, € par value, authorized shares, 2025 and 2024 issued: ordinary shares
Additional paid-in capital
Retained earnings
Accumulated other comprehensive income (loss)	()	()
Less: Treasury shares, at cost (2025 – shares and 2024 – shares)	()	()
Total Linde plc Shareholders’ Equity
Noncontrolling interests
Total Equity
Total Liabilities and Equity	$	$

The accompanying notes are an integral part of these financial statements.

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LINDE PLC AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS

(Millions of dollars)

(UNAUDITED)


	Three Months Ended March 31,
	2025	2024
Increase (Decrease) in Cash and Cash Equivalents
Operations
Net income - Linde plc	$	$
Add: Noncontrolling interests
Net Income (including noncontrolling interests)
Adjustments to reconcile net income to net cash provided by operating activities:
Cost reduction program and other charges		()
Depreciation and amortization
Deferred income taxes		()
Share-based compensation
Working capital:
Accounts receivable	()	()
Inventory		()
Prepaid and other current assets		()
Payables and accruals	()	()
Contract assets and liabilities, net	()	()
Pension contributions	()	()
Long-term assets, liabilities and other	()	()
Net cash provided by (used for) operating activities
Investing
Capital expenditures	()	()
Acquisitions, net of cash acquired	()
Divestitures, net of cash divested and asset sales
Net cash provided by (used for) investing activities	()	()
Financing
Short-term debt borrowings (repayments) - net		()
Long-term debt borrowings
Long-term debt repayments	()	()
Issuances of ordinary shares
Purchases of ordinary shares	()	()
Cash dividends - Linde plc shareholders	()	()
Noncontrolling interest transactions and other	()	()
Net cash provided by (used for) financing activities	()	()
Effect of exchange rate changes on cash and cash equivalents		()
Change in cash and cash equivalents
Cash and cash equivalents, beginning-of-period
Cash and cash equivalents, end-of-period	$	$

The accompanying notes are an integral part of these financial statements.

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INDEX TO NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Notes to Condensed Consolidated Financial Statements - Linde plc and Subsidiaries (Unaudited)

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million and $ million at March 31, 2025 and December 31, 2024, respectively, and gross receivables aged greater than one year were $ million and $ million at March 31, 2025 and December 31, 2024, respectively. Other receivables were $ million and $ million at March 31, 2025 and December 31, 2024, respectively. Receivables aged greater than one year are generally fully reserved unless specific circumstances warrant exceptions, such as those backed by federal governments.

Accounts receivable net of reserves were $ million at March 31, 2025 and $ million at December 31, 2024. Allowances for expected credit losses were $ million at March 31, 2025 and $ million at December 31, 2024. Provisions for expected credit losses were $ million and $ million for the three months ended March 31, 2025 and 2024, respectively. The allowance activity in the three months ended March 31, 2025 and 2024 related to write-offs of uncollectible amounts, net of recoveries and currency movements is not material.

Inventories

$ Work in process Finished goods Total inventories$ $

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$ Other bank borrowings (primarily non U.S.) Total short-term debt LONG-TERM (a)(U.S. dollar denominated unless otherwise noted)

% Notes due 2025 (d)

% Euro denominated notes due 2025

% Euro denominated notes due 2026

% Notes due 2026

% Euro denominated notes due 2027

% Euro denominated notes due 2028 (b)

% Euro denominated notes due 2028

% Euro denominated notes due 2029

% Euro denominated notes due 2029 (c)

% Notes due 2030

% Euro denominated notes due 2030

% Euro denominated notes due 2031

% Euro denominated notes due 2032

% Euro denominated notes due 2033

% Euro denominated notes due 2033 (c)

% Euro denominated notes due 2034

% Euro denominated notes due 2035

% Euro denominated notes due 2036

% Euro denominated notes due 2037 (c)

% Notes due 2042

% Euro denominated notes due 2044

% Notes due 2050

% Euro denominated notes due 2051

Non U.S. borrowings Other Less: current portion of long-term debt()()Total long-term debt Total debt$ $

(a)Amounts are net of unamortized discounts, premiums and/or debt issuance costs as applicable.

(b)March 31, 2025 and December 31, 2024 included a cumulative $ million and $ million adjustment to carrying value, respectively, related to hedge accounting of interest rate swaps. Refer to Note 4.

(c)In February 2025, Linde issued € million of % notes due in 2029, € million of % notes due in 2033, € million of % notes due in 2037.

million of % notes that were due in 2025 and repaid $ million of % notes that became due.

The company maintains a $ billion and a $ billion unsecured revolving credit agreement with a syndicate of banking institutions that expire on December 7, 2027 and December 3, 2025, respectively. There are no financial maintenance covenants contained within the credit agreements. borrowings were outstanding under the credit agreements as of March 31, 2025.

% and % as of March 31, 2025 and December 31, 2024, respectively.

types of derivatives that the company enters into: (i) those relating to fair-value exposures, (ii) those relating to cash-flow exposures, and (iii) those relating to foreign currency net investment exposures. Fair-value exposures relate to recognized assets or liabilities, and firm commitments; cash-flow exposures relate to the variability of future cash flows associated with recognized assets or liabilities, or forecasted transactions; and net investment exposures relate to the impact of foreign currency exchange rate changes on the carrying value of net assets denominated in foreign currencies.

When a derivative is executed and hedge accounting is appropriate, it is designated as either a fair-value hedge, cash-flow hedge, or a net investment hedge. Currently, Linde designates all interest-rate and treasury-rate locks as hedges for accounting purposes when used; however, currency contracts are generally not designated as hedges for accounting purposes. Certain currency contracts related to forecasted transactions are designated as hedges for accounting purposes. Whether designated as hedges for accounting purposes or not, all derivatives are linked to an appropriate underlying exposure. On an ongoing basis, the company assesses the hedge effectiveness of all derivatives designated as hedges for accounting purposes to determine if they continue to be highly effective in offsetting changes in fair values or cash flows of the underlying hedged items. If it is determined that the hedge is not highly effective through the use of a qualitative assessment, then hedge accounting will be discontinued prospectively.

Counterparties to Linde's derivatives are major banking institutions with credit ratings of investment grade or better. The company has Credit Support Annexes ("CSAs") in place for certain entities with their principal counterparties to minimize potential default risk and to mitigate counterparty risk. Under the CSAs, the fair values of derivatives for the purpose of interest rate and currency management are collateralized with cash on a regular basis. As of March 31, 2025, the impact of such collateral posting arrangements on the fair value of derivatives was insignificant. Management believes the risk of incurring losses on derivative contracts related to credit risk is remote and any losses would be immaterial.

$ $ $ $ $ Forecasted transactions Total$ $ $ $ $ $ Derivatives Designated as Hedging Instruments:Currency contracts: Forecasted transactions$ $ $ $ $ $ Forward exchange transactions Commodity contracts N/AN/A Total Hedges$ $ $ $ $ $ Total Derivatives$ $ $ $ $ $

(a)Amounts as of March 31, 2025 and December 31, 2024, respectively, included current assets of $ million and $ million which are recorded in prepaid and other current assets; long-term assets of $ million and $ million which are recorded in other long-term assets; current liabilities of $ million and $ million which are recorded in other current liabilities; and long-term liabilities of $ million and $ million which are recorded in other long-term liabilities.

In addition, during 2024, Linde issued credit default swaps (“CDS”) to third-party financial institutions. The CDS relate to secured borrowings provided by the financial institutions to a government customer in Mexico, that were utilized to pay certain of Linde’s outstanding receivables. The notional amount of the CDS, which was $ million and $ million for the two programs as of March 31, 2025, will reduce on a monthly basis over their respective -month and -month terms. As of March 31, 2025, the fair value of the derivative liabilities was not material.

Balance Sheet Items

Foreign currency contracts related to balance sheet items consist of forward contracts entered into to manage the exposure to fluctuations in foreign-currency exchange rates on recorded balance sheet assets and liabilities denominated in currencies other than the functional currency of the related operating unit. Certain forward currency contracts are entered into to protect underlying monetary assets and liabilities denominated in foreign currencies from foreign exchange risk and are not designated as hedging instruments. For balance sheet items that are not designated as hedging instruments, the fair value adjustments on these contracts are offset by the fair value adjustments recorded on the underlying monetary assets and liabilities.

Forecasted Transactions

Foreign currency contracts related to forecasted transactions consist of forward contracts entered into to manage the exposure to fluctuations in foreign-currency exchange rates on (1) forecasted purchases of capital-related equipment and services, (2) forecasted sales, or (3) other forecasted cash flows denominated in currencies other than the functional currency of the related operating units. For forecasted transactions that are designated as cash flow hedges, fair value adjustments are recorded to accumulated other comprehensive income (loss) with deferred amounts reclassified to earnings over the same time period as the income statement impact of the associated purchase. For forecasted transactions that do not qualify for cash flow hedging relationships, fair value adjustments are recorded directly to earnings. Linde is hedging forecasted transactions for a maximum period of .

Commodity Contracts

Commodity contracts are entered into to manage the exposure to fluctuations in commodity prices, which arise in the normal course of business from its procurement transactions. To reduce the extent of this risk, Linde enters into a limited number of electricity, natural gas, and propane gas derivatives. For forecasted transactions that are designated as cash flow hedges, fair value adjustments are recorded to accumulated other comprehensive income (loss) with deferred amounts reclassified to

Net Investment Hedges

Foreign Currency-Denominated Debt Designations

As of March 31, 2025, Linde has € billion ($ billion) Euro-denominated notes and intercompany loans, ¥ billion ($ billion) CNY-denominated intercompany loans and C$ billion ($ billion) CAD-denominated intercompany loans that are designated as hedges of the net investment positions in certain foreign operations. Since hedge inception, the deferred gain recorded within the cumulative translation adjustment component of accumulated other comprehensive income (loss) in the consolidated balance sheet is $ million (deferred loss of $ million in the consolidated statement of comprehensive income for the three months ended March 31, 2025), which is largely offset by an offsetting loss or gain on the underlying foreign net investment being hedged.

Foreign Currency Forward Exchange Contract Designations

In 2024, the Company entered into forward exchange contracts to partially hedge its net investment in certain foreign-denominated subsidiaries. The Company assesses the forward exchange contracts used as net investment hedges under the spot method. This results in the difference between the spot rate and the forward rate of the forward exchange contract being excluded from the assessment of hedge effectiveness and recorded as incurred as a reduction in interest expense - net in the consolidated statement of income. Since hedge inception, the deferred gain recorded within the cumulative translation adjustment component of accumulated other comprehensive income (loss) in the consolidated balance sheet is $ million (deferred loss of $ million in the consolidated statement of comprehensive income for the three months ended March 31, 2025), which is largely offset by an offsetting loss or gain on the underlying foreign net investment being hedged. The amount of net interest income recorded in three months ended March 31, 2025 for all forward exchange contracts was immaterial.

Effects of Previous Hedge Designations

As of March 31, 2025, exchange rate movements relating to previously designated hedges that remain in accumulated other comprehensive income (loss) is a gain of $ million. These movements will remain in accumulated other comprehensive income (loss), until appropriate, such as upon sale or liquidation of the related foreign operations at which time amounts will be reclassified to the consolidated statement of income.

Interest Rate Swaps

Linde has historically used interest rate swaps to hedge the exposure to changes in the fair value of financial assets and financial liabilities as a result of interest rate changes. When used, these interest rate swaps would effectively convert fixed-rate interest exposures to variable rates; fair value adjustments were recognized in earnings along with an equally offsetting charge/benefit to earnings for the changes in the fair value of the underlying financial asset or financial liability (See Note 3).

Derivatives' Impact on Consolidated Statement of Income

)$()Other balance sheet items ()Total$()$()

* The gains (losses) on balance sheet items are offset by gains (losses) recorded on the underlying hedged assets and liabilities. Accordingly, the gains (losses) for the derivatives and the underlying hedged assets and liabilities related to debt items are recorded in the consolidated statement of income as interest expense-net. Other balance sheet items and anticipated net income gains (losses) are generally recorded in the consolidated statement of income as other income (expenses)-net.

$ $ $ $ $ Investments and securities* Total$ $ $ $ $ LiabilitiesDerivative liabilities$ $ $ $ $ $

* Investments and securities are recorded in prepaid and other current assets and other long-term assets in the company's condensed consolidated balance sheet.

Level 1 investments and securities are marketable securities traded on an exchange. Level 2 investments are based on market prices obtained from independent brokers or determined using quantitative models that use as their basis readily observable market parameters that are actively quoted and can be validated through external sources, including third-party pricing services, brokers and market transactions. Level 3 investments and securities consist of a venture fund. For the valuation, Linde uses the net asset value received as part of the fund's quarterly reporting, which for the most part is not based on quoted prices in active markets. In order to reflect current market conditions, Linde proportionally adjusts by observable market data (stock exchange prices) or current transaction prices.

Changes in level 3 investments and securities were immaterial.

The fair value of cash and cash equivalents, short-term debt, accounts receivable-net, and accounts payable approximate carrying value because of the short-term maturities of these instruments.

The fair value of long-term debt is estimated based on the quoted market prices for the same or similar issues. Long-term debt is categorized within Level 2 of the fair value hierarchy. At March 31, 2025, the estimated fair value of Linde’s long-term debt portfolio was $ million versus a carrying value of $ million. At December 31, 2024, the estimated fair value of Linde’s long-term debt portfolio was $ million versus a carrying value of $ million. Differences between the carrying value and the fair value are attributable to fluctuations in interest rates subsequent to when the debt was issued and relative to stated coupon rates.

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$ Denominator (Thousands of shares)Weighted average shares outstanding Shares earned and issuable under compensation plans Weighted average shares used in basic earnings per share Effect of dilutive securitiesStock options and awards Weighted average shares used in diluted earnings per share Basic Earnings Per Share $ $ Diluted Earnings Per Share$ $

The weighted-average of antidilutive securities excluded from the calculation of diluted earnings per share was thousand for the three months ended March 31, 2025. There were antidilutive securities in the respective 2024 period.

$ Amount recognized in Net pension and OPEB cost (benefit), excluding service costInterest cost Expected return on plan assets()()Net amortization and deferral (gain) loss()()()() Net periodic benefit cost (benefit)$()$()

Components of net periodic benefit expense for other post-retirement plans for the three months ended March 31, 2025 and 2024 were not material.

million to $ million million have been made through March 31, 2025.

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per share. Any such increase would apply to all Linde AG shares that were outstanding on April 8, 2019, when the cash merger squeeze-out was completed. The period for plaintiffs to file claims expired on July 9, 2019. In November 2023, the court issued a decision rejecting the plaintiffs’ claims in their entirety and determining that the cash merger squeeze-out consideration was appropriate. The plaintiffs have appealed this decision.

The company believes the consideration paid was fair and that the claims are not supported by sufficient evidence, and no reserve has been established. We cannot estimate the timing of resolution.

•On May 27, 2022, performance of all Linde Engineering agreements in Russia were lawfully suspended in compliance with applicable sanctions. In December 2022, at RusChemAlliance’s (RCA) request a Russian St. Petersburg court (“St. Petersburg Court”) issued an injunction preventing sale of Linde Russia subsidiaries and assets. During 2023 and 2024, in accordance with the dispute resolution provisions of the related engineering agreements Linde secured judgements reenforcing jurisdiction of the agreements with RCA outside of Russia and ordering the St. Petersburg proceedings stayed and injunctions lifted. However, RCA has continued to pursue its claims in Russia and during the fourth quarter of 2024 two Linde Russian joint ventures were sold locally pursuant to a St. Petersburg court order and the proceeds provided to RCA. Linde does not expect a material adverse impact on earnings given the $ billion liabilities recorded as of March 31, 2025 and the immaterial investment value of its remaining deconsolidated Russia subsidiaries. Please see further detail on the Russia legal cases below.

RCA LNG and GPP

In December 2022, the St. Petersburg Court issued an injunction preventing (i) the sale of any shares in Linde’s subsidiaries and joint ventures in Russia, and (ii) the disposal of any of the assets in those entities exceeding % of the relevant company’s overall asset value. RusChemAlliance is owned % by PJSC Gazprom. The injunction was requested by RCA to secure payment of a possible award under an arbitration proceeding RCA intended to file against Linde Engineering for alleged breach of contract under the agreement to build a gas processing plant in Russia entered into in July 2021. In March 2023, RCA filed a claim in St. Petersburg against Linde GmbH for recovery of advance payments under the agreement ("GPP Claim"), and subsequently (i) added Linde and other Linde subsidiaries as defendants, and (ii) is seeking payment of alleged damages from Linde and guarantor banks. In March 2024, RCA filed a similar claim for repayment and damages against Linde for alleged breach of contract under the agreement to build a liquefied natural gas plant in Russia entered into in September 2021 (“LNG Claim”, and together with the GPP Claim, the “Russian Claims”).

Dispute resolution provisions

In accordance with the dispute resolution provisions of the agreements, in 2023, Linde filed a notice of arbitration with the Hong Kong International Arbitration Centre ("HKIAC") against RCA to claim that (i) RCA has no entitlement to payment, (ii) RCA’s Russian Claims are in breach of the arbitration agreement which requires HKIAC arbitration, and (iii) RCA must compensate Linde for the losses and damages caused by the injunction. During 2024, Linde secured awards on exclusive jurisdiction with HKIAC.

In January 2024, the Hong Kong court issued a final judgment in Linde’s favor (i) granting a permanent anti-suit injunction against RCA to seek a stay of the GPP claim and not start an LNG claim, (ii) granting a permanent, global anti-enforcement injunction against RCA for the GPP claim, and (iii) ordering that the injunction issued by the St. Petersburg Court be lifted (“HK Court Judgement”).

Despite the judgments of the Hong Kong court and similar orders issued by the HKIAC arbitration tribunals, RCA is continuing to pursue its claims in Russia and neither the St. Petersburg injunction affecting Linde’s shares and assets has been lifted, nor the proceeding in St. Petersburg been stayed.

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million from one of the guarantor bank’s accounts in Russia.

Linde intends to claim all damages related to or rising from RCA's enforcement of the GPP and LNG Decisions in the HKIAC arbitration proceedings. Linde subsidiaries affected by the GPP Decision have also filed claims for damages against RCA in the Southern District of New York, the Netherlands and Germany.

As of March 31, 2025, Linde has a contingent liability of $ billion, which represents advance payments previously recorded in contract liabilities related to terminated engineering projects with RCA. As a result of the contract terminations, Linde no longer has future performance obligations for these projects.

It is difficult to estimate the timing of resolution of these matters. The company intends to vigorously defend its interests in the Russian Claims, Hong Kong arbitration proceedings and other jurisdictions.

Amur GPP

In July 2015, Gazprom Pererabotka Blagoveshchensk LLC ("Gazprom") entered into an engineering, procurement and construction contract with OJSC NIPIgazpererabotka ("Nipigas") for the construction of a gas processing plant and other components located in the Amur Region, Russia (“Amur GPP”). Subsequently, in December 2015, Nipigas and Linde Engineering, executed a subcontract for engineering, procurement, and site services for licensed production units for the Amur GPP project. Additionally, Linde also entered into (i) a license agreement with Gazprom in 2017 for the operation of the plants, and (ii) a direct owner agreement with Gazprom and Nipigas which included limitation of liability provisions. Performance of the Amur GPP agreements were lawfully suspended in compliance with applicable sanctions on May 27, 2022.

On October 8, 2021 and January 5, 2022, fires occurred at the Amur GPP facility. Following the initial fire in 2021, Linde undertook a comprehensive review of the incident, including a detailed local inspection conducted by Linde employees. The Linde report concluded that the fire was attributable to the quality of construction and assembly work, responsibilities falling under the scope of Nipigas. On October 29, 2024, Gazprom submitted a claim to the Arbitration State Court in the Amur Region, Russia (“Amur Court”) against Linde claiming damages and lost profits arising from the fire incidents.

As of March 31, 2025, Linde has a contingent liability of $ billion for this and other Amur GPP contract matters. It is difficult to estimate the timing of resolution of this matter. The company intends to vigorously defend its interests in this case.

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$ $ $ $ $ Variable Costs (b) Fixed Costs and other (c) Depreciation and amortization (d) Operating Profit (e)$ $ $ $ $ $ 2024Sales (a)$ $ $ $ $ $ Variable Costs (b) Fixed Costs and other (c) Depreciation and amortization (d) Operating Profit (e)$ $ $ $ $ $

(a)Sales reflect external sales only. Intersegment sales from Engineering to the industrial gases segments, were $ million and $ million for the three months ended March 31, 2025 and 2024, respectively. Intersegment sales from Helium, were $ million and $ million for the three months ended March 31, 2025 and 2024, respectively.

(b)Variable costs represents the variable portion of cost of sales, exclusive of depreciation and amortization.

(c)Fixed costs and other represents the fixed portion of cost of sales, exclusive of depreciation and amortization, selling, general and administrative, research and development and other income (expenses) - net.

(d)Refer to reconciliation of depreciation and amortization to consolidated results below.

(e)Refer to reconciliation of operating profit to consolidated results below.

Reconciliations to Consolidated Results

Depreciation and Amortization

The table below reconciles total depreciation and amortization disclosed in the table above to consolidated depreciation and amortization as reflected on our consolidated statement of income:


(Millions of dollars)	2025	2024
Total segment depreciation and amortization	$	$
Purchase accounting impacts - Linde AG
Total depreciation and amortization	$	$

Income Before Income Taxes and Equity Investments

The table below reconciles total operating profit disclosed in the table above to consolidated income before income taxes and equity investments as reflected on our consolidated statement of income:


	2025	2024
Total segment operating profit	$	$
Cost reduction program and other charges
Purchase accounting impacts - Linde AG
Total operating profit
Interest expense - net
Net pension and OPEB cost (benefit), excluding service cost	()	()
Total consolidated income before income taxes and equity investments	$	$

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10.

$ $ $ $ $ Net income (a) Other comprehensive income (loss) ()()()Noncontrolling interests:Additions (reductions) Dividends and other capital changes ()() ()()

Dividends to Linde plc ordinary share holders ($ per share in 2025 and $ per share in 2024)

() ()() ()Issuances of ordinary shares:For employee savings and incentive plans() ()() ()Purchases of ordinary shares() ()() ()

(a)Net income for noncontrolling interests excludes net income related to redeemable noncontrolling interests which is not significant for the quarter and three months ended March 31, 2025 and 2024 and which is not part of total equity.

)$()EMEA()()APAC()()Engineering()()Other ()()Derivatives - net of taxes()()

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$ $ $ $ $ %On-Site %Packaged Gas %Other %Total$ $ $ $ $ $ %

Remaining Performance Obligations

As described above, Linde's contracts with on-site customers are under long-term supply arrangements which generally require the customer to purchase their requirements from Linde and also have minimum purchase requirements. Additionally, plant sales from the Linde Engineering business are primarily contracted on a fixed price basis. The company estimates the consideration related to future minimum purchase requirements and plant sales was approximately $ billion. This amount excludes all on-site sales above minimum purchase requirements, which can be significant depending on customer needs. In the future, actual amounts will be different due to impacts from several factors, many of which are beyond the company’s control including, but not limited to, timing of newly signed, terminated and renewed contracts, inflationary price escalations, currency exchange rates, and pass-through costs related to natural gas and electricity. The actual duration of long-term supply contracts ranges up to . The company estimates that approximately half of the revenue related to minimum purchase requirements will be earned in the next and the remaining thereafter.

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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations ("MD&A")

Non-GAAP Measures

Throughout MD&A, the company provides adjusted operating results exclusive of certain items such as Cost reduction program and other charges, purchase accounting impacts of the Linde AG merger and pension settlement charges. Adjusted amounts are non-GAAP measures which are intended to supplement investors’ understanding of the company’s financial information by providing measures which investors, financial analysts and management find useful in evaluating the company’s operating performance. Items which the company does not believe to be indicative of on-going business performance are excluded from these calculations so that investors can better evaluate and analyze historical and future business trends on a consistent basis. In addition, operating results, excluding these items, is important to management's development of annual and long-term employee incentive compensation plans. Definitions of these non-GAAP measures may not be comparable to similar definitions used by other companies and are not a substitute for similar GAAP measures.

The non-GAAP measures and reconciliations are separately included in a later section in the MD&A titled "Non-GAAP Measures and Reconciliations."

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Consolidated Results

The following table provides summary information for the three months ended March 31, 2025 and 2024. The reported amounts are GAAP amounts from the Consolidated Statement of Income. The adjusted amounts are intended to supplement investors' understanding of the company's financial information and are not a substitute for GAAP measures:


	Quarter Ended March 31,
(Millions of dollars, except per share data)	2025			2024			Variance
Sales	$	8,112		$	8,100		—	%
Cost of sales, exclusive of depreciation and amortization	$	4,157		$	4,216		(1)	%
As a percent of sales	51.2		%	52.0		%
Selling, general and administrative	$	786		$	860		(9)	%
As a percent of sales	9.7		%	10.6		%
Depreciation and amortization	$	910		$	949		(4)	%
Cost reduction program and other charges	$	55		$	—		NA
Other income (expense) - net	$	18		$	58		(69)	%
Operating profit	$	2,184		$	2,095		4	%
Operating margin	26.9		%	25.9		%
Interest expense - net	$	60		$	65		(8)	%
Net pension and OPEB cost (benefit), excluding service cost	$	(56)		$	(50)		12	%
Effective tax rate	23.4		%	22.3		%
Income from equity investments	$	38		$	48		(21)	%
Noncontrolling interests	$	(34)		$	(38)		(11)	%
Net Income – Linde plc	$	1,673		$	1,627		3	%
Diluted earnings per share	$	3.51		$	3.35		5	%
Diluted shares outstanding	476,262			485,592			(2)	%
Number of employees	65,069			66,195			(2)	%
Adjusted Amounts (a)
Operating profit	$	2,438		$	2,341		4	%
Operating margin	30.1		%	28.9		%
Effective tax rate	23.5		%	22.7		%
Net Income – Linde plc	$	1,880		$	1,821		3	%
Diluted earnings per share	$	3.95		$	3.75		5	%
Other Financial Data (a)
EBITDA	$	3,132		$	3,092		1	%
As percent of sales	38.6		%	38.2		%
Adjusted EBITDA	$	3,213		$	3,116		3	%
As percent of sales	39.6		%	38.5		%

(a)Adjusted Amounts and Other Financial Data are non-GAAP performance measures. A reconciliation of reported amounts to adjusted amounts can be found in the "Non-GAAP Measures and Reconciliations" section of this MD&A.

Reported

In the first quarter of 2025, Linde's sales were $8,112 million, flat versus prior year. Sales grew 2% from higher price attainment. Cost pass-through, representing the contractual billing of energy cost variances primarily to onsite customers, increased sales by 1% in the quarter, with minimal impact on operating profit. Acquisitions increased sales by 1% in the first quarter. Engineering sales were flat in the quarter. Currency translation decreased sales by 3% in the quarter driven primarily by the weakening of the Brazilian real, Mexican peso and Euro against the U.S. dollar. Volumes decreased sales by 1% in the quarter versus the 2024 respective period, as base volume declines were partially offset by new project start-ups.

Reported operating profit for the first quarter of 2025 of $2,184 million, or 26.9% of sales, was 4% above prior year. The reported year-over-year increase was primarily driven by higher pricing and productivity initiatives which more than offset adverse impacts from cost inflation, cost reduction program and other charges and currency translation. The reported effective

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tax rate ("ETR") was 23.4% in the first quarter 2025 versus 22.3% in the first quarter 2024. This increase was primarily due to lower tax benefits from share based compensation in 2025. Diluted earnings per share ("EPS") was $3.51, or 5% above EPS of $3.35 in the first quarter of 2024, primarily due to higher net income - Linde plc and lower diluted shares outstanding.

Adjusted

In the first quarter of 2025, adjusted operating profit of $2,438 million, or 30.1% of sales, was 4% higher as compared to 2024, driven by higher pricing, and productivity initiatives, partially offset by cost inflation and currency translation. The adjusted ETR was 23.5% in the first quarter 2025 versus 22.7% in the respective 2024 quarter. This increase was primarily due to lower tax benefits from share based compensation in 2025. On an adjusted basis, EPS was $3.95, 5% above the 2024 adjusted EPS of $3.75, driven by higher adjusted net income - Linde plc and lower diluted shares outstanding.

Outlook

Linde provides quarterly updates on operating results, material trends that may affect financial performance, and financial guidance via quarterly earnings releases and investor teleconferences. These updates are available on the company’s website, www.linde.com, but are not incorporated herein.

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Results of operations

The changes in consolidated sales compared to the prior year are attributable to the following:


	Quarter Ended March 31, 2025 vs. 2024
	% Change
Factors Contributing to Changes - Sales
Volume	(1)	%
Price/Mix	2	%
Cost pass-through	1	%
Currency	(3)	%
Acquisitions/divestitures	1	%
Engineering	—	%
	—	%

Sales

Sales were flat for the first quarter of 2025 versus the respective 2024 period. Higher price attainment contributed 2% to sales in the quarter. Acquisitions increased sales by 1% in the quarter. Cost pass-through increased sales by 1% in the quarter, with minimal impact on operating profit. Engineering sales were flat in the quarter. Currency translation decreased sales by 3% in the quarter primarily driven by weakening of the Brazilian real, Mexican peso and Euro against the U.S. dollar. Volume decreased sales by 1% in the quarter versus the respective 2024 period, as base volume declines were partially offset by new project start-ups.

Cost of sales, exclusive of depreciation and amortization

Cost of sales, exclusive of depreciation and amortization decreased $59 million, or 1%, for the first quarter of 2025 primarily due to productivity gains and lower volumes, which more than offset cost inflation. Cost of sales, exclusive of depreciation and amortization was 51.2% of sales for the first quarter versus 52.0% for the respective 2024 period. The decrease as a percentage of sales in the quarter was primarily due to higher pricing and productivity gains.

Selling, general and administrative expenses

Selling, general and administrative expense ("SG&A") decreased $74 million, or 9%, for the first quarter of 2025 driven by lower costs, restructuring programs, productivity initiatives and currency. Currency impacts decreased SG&A by approximately $18 million. SG&A was 9.7% of first quarter sales versus 10.6% of the respective 2024 period.

Depreciation and amortization

Reported depreciation and amortization expense decreased $39 million for the first quarter of 2025, primarily due to lower depreciation and amortization of assets acquired in the merger partially offset by the net impact of new project start ups.

On an adjusted basis, depreciation and amortization increased $10 million, for the first quarter of 2025. Currency impacts decreased depreciation and amortization by $16 million. Excluding currency, the underlying depreciation and amortization increase was driven largely by new project start ups.

Cost reduction program and other charges

Cost reduction program and other charges were $55 million for the first quarter of 2025, primarily related to severance charges. On an adjusted basis, these costs have been excluded. There were no charges during the respective 2024 period.

Other income (expense) - net

Reported other income (expense) - net was a benefit of $18 million for the first quarter of 2025 versus benefit of $58 million for the respective 2024 period. 2024 other income included a benefit of $43 million in insurance recoveries primarily within the Other segment.

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Operating profit

On a reported basis, operating profit increased $89 million, or 4%, for the first quarter of 2025. The increase in the quarter was primarily due to higher pricing and savings from productivity initiatives which more than offset the adverse impacts of cost inflation, cost reduction program and other charges, lower volumes, and currency.

On an adjusted basis, which excludes the impacts of merger-related purchase accounting as well as cost reduction programs and other charges, operating profit increased $97 million, or 4% in the first quarter of 2025. Operating profit growth was driven by higher pricing and productivity initiatives, which more than offset the effects of cost inflation, lower volumes and currency during the first quarter of 2025. A discussion of operating profit by segment is included in the segment discussion that follows.

Interest expense - net

Reported interest expense - net decreased $5 million for the first quarter of 2025.

Net pension and OPEB cost (benefit), excluding service cost

Reported net pension and OPEB cost (benefit), excluding service cost was a benefit of $56 million for the quarter, versus $50 million for the respective 2024 period. The increase in the benefit primarily relates to lower interest cost due to lower benefit obligations and higher amortization of deferred gains year-over-year, partially offset by lower expected return on plan assets.

Effective tax rate

The reported effective tax rate ("ETR") for the three months ended March 31, 2025 was 23.4% versus 22.3% for the respective 2024 period. On an adjusted basis, the ETR for the first quarter was 23.5% versus 22.7% for the respective 2024 period. The increase in the reported and adjusted ETR was primarily due to lower tax benefits from share based compensation in 2025.

Income from equity investments

Reported income from equity investments for the first quarter was $38 million versus $48 million for the respective 2024 period.

On an adjusted basis, income from equity investments for the first quarter was $56 million versus $66 million for the respective 2024 period.

Noncontrolling interests

At March 31, 2025, noncontrolling interests consisted primarily of non-controlling shareholders' investments in APAC (primarily China). Reported noncontrolling interests income was $34 million for the first quarter of 2025 and $38 million for the respective 2024 period.

Net Income – Linde plc

Reported net income - Linde plc increased $46 million, or 3%, for the first quarter of 2025 versus the respective 2024 period. On an adjusted basis, which excludes the impacts of purchase accounting and cost reduction program and other charges, net income - Linde plc increased $59 million, or 3%, for the first quarter of 2025 versus the respective 2024 period. On both a reported and adjusted basis, the increase was driven by higher operating profit.

Diluted earnings per share

Reported diluted earnings per share increased $0.16, or 5%, for the first quarter of 2025 versus the respective 2024 period. On an adjusted basis, diluted EPS increased $0.20 for the first quarter, or 5% versus the respective 2024 period. On both a reported and adjusted basis, the increase was primarily due to higher net income - Linde plc and lower diluted shares outstanding.

Employees

The number of employees at March 31, 2025 was 65,069, a decrease of 1,126 employees from March 31, 2024 primarily due to the ongoing impact of cost reduction programs.

Other Financial Data

EBITDA was $3,132 million for the first quarter of 2025 as compared to $3,092 million in the respective 2024 period. Adjusted EBITDA increased to $3,213 million for the first quarter 2025 from $3,116 million in the respective 2024 period. On a reported and adjusted basis, the increase was driven by higher operating profit versus prior year.

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See the "Non-GAAP Measures and Reconciliations" section for definitions and reconciliations of these adjusted non-GAAP measures to reported GAAP amounts.

Other Comprehensive Income (Loss)

Other comprehensive income for the first quarter of 2025 was $131 million. The income in the quarter resulted primarily from currency translation adjustments of $134 million. 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, British pound and the Chinese yuan. See the "Currency" section of the MD&A for exchange rates used for translation purposes and Note 10 to the condensed consolidated financial statements for a summary of the currency translation adjustment component of accumulated other comprehensive income (loss) by segment.

Segment Discussion

The following summary of sales and operating profit by segment provides a basis for the discussion that follows. Linde plc evaluates the performance of its reportable segments based on operating profit, excluding items not indicative of ongoing business trends. The reported amounts are GAAP amounts from the Consolidated Statement of Income.


	Quarter Ended March 31,
(Millions of dollars)	2025		2024		Variance
SALES
Americas	$	3,666	$	3,560	3	%
EMEA	2,031		2,091		(3)	%
APAC	1,539		1,591		(3)	%
Engineering	565		539		5	%
Other	311		319		(3)	%
Total sales	$	8,112	$	8,100	—	%

SEGMENT OPERATING PROFIT
Americas	$	1,137	$	1,088	5	%
EMEA	722		687		5	%
APAC	451		447		1	%
Engineering	114		100		14	%
Other	14		19		(26)	%
Segment operating profit	$	2,438	$	2,341	4	%
Reconciliation to reported operating profit:
Cost reduction program and other charges	(55)		—
Purchase accounting impacts - Linde AG	(199)		(246)
Total operating profit	$	2,184	$	2,095

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Americas


	Quarter Ended March 31,
(Millions of dollars)	2025			2024			Variance
Sales	$	3,666		$	3,560		3	%

Operating profit	$	1,137		$	1,088		5	%
As a percent of sales	31.0		%	30.6		%


	Quarter Ended March 31, 2025 vs. 2024
	% Change
Factors Contributing to Changes - Sales
Volume	1	%
Price/Mix	3	%
Cost pass-through	1	%
Currency	(3)	%
Acquisitions/divestitures	1	%
	3	%

The Americas segment includes Linde's industrial gases operations in approximately 20 countries including the United States, Canada, Mexico, and Brazil.

Sales

Sales for the Americas segment increased $106 million, or 3%, in the first quarter versus the respective 2024 period. Higher pricing contributed 3% to sales in the quarter. Cost pass-through increased sales by 1% in the first quarter with minimal impact on operating profit. Volumes increased sales by 1% in the first quarter primarily driven by electronics and chemicals & energy end markets including to project start-ups. Acquisitions increased sales by 1% in the first quarter. Currency translation decreased sales by 3% in first quarter, driven primarily by the weakening of the Brazilian real and Mexican peso against the U.S. dollar.

Operating profit

Operating profit in the Americas segment increased $49 million, or 5%, in the first quarter versus the respective 2024 period, driven primarily by higher pricing and continued productivity initiatives, which more than offset cost inflation and currency translation.

EMEA


	Quarter Ended March 31,
(Millions of dollars)	2025			2024			Variance
Sales	$	2,031		$	2,091		(3)	%

Operating profit	$	722		$	687		5	%
As a percent of sales	35.5		%	32.9		%

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	Quarter Ended March 31, 2025 vs. 2024
	% Change
Factors Contributing to Changes - Sales
Volume	(3)	%
Price/Mix	2	%
Cost pass-through	1	%
Currency	(3)	%
Acquisitions/divestitures	—	%
	(3)	%

The EMEA segment includes Linde's industrial gases operations in approximately 45 European, Middle Eastern and African countries including Germany, United Kingdom, France, the Republic of South Africa and Sweden.

Sales

EMEA segment sales decreased $60 million, or 3%, in the first quarter compared to the respective 2024 period. Higher price attainment increased sales by 2% in the quarter. Cost pass-through increased sales by 1% in the quarter with minimal impact on operating profit. Currency translation decreased sales by 3% in the first quarter, driven primarily by the weakening of the Euro against the U.S. dollar. Volumes decreased sales by 3% in the quarter, primarily driven by the metals & mining and chemicals & energy end markets.

Operating Profit

Operating profit for the EMEA segment increased by $35 million, or 5%, in the first quarter compared to the respective 2024 period. The increase in the first quarter was driven primarily by higher pricing and continued productivity initiatives, partially offset by cost inflation, lower volumes and currency translation.

APAC


	Quarter Ended March 31,
(Millions of dollars)	2025			2024			Variance
Sales	$	1,539		$	1,591		(3)	%

Operating profit	$	451		$	447		1	%
As a percent of sales	29.3		%	28.1		%


	Quarter Ended March 31, 2025 vs. 2024
	% Change
Factors Contributing to Changes - Sales
Volume/Equipment	(1)	%
Price/Mix	—	%
Cost pass-through	—	%
Currency	(2)	%
Acquisitions/divestitures	—	%
	(3)	%

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.

Sales

Sales for the APAC segment decreased $52 million, or 3%, in the first quarter versus the respective 2024 period. Currency translation decreased sales by 2% in the quarter, primarily due to the weakening of the Korean won and Australian dollar against the U.S. dollar. Volumes decreased sales by 1% in the quarter as base volume declines primarily in metals & mining

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and manufacturing were partially offset by new project start-ups. Price, cost pass-through and acquisitions & divestitures were flat in the first quarter.

Operating profit

Operating profit in the APAC segment increased $4 million, or 1%, in the first quarter driven primarily by productivity initiatives, which more than offset cost inflation and currency translation.

Engineering


	Quarter Ended March 31,
(Millions of dollars)	2025			2024			Variance
Sales	$	565		$	539		5	%

Operating profit	$	114		$	100		14	%
As a percent of sales	20.2		%	18.6		%


	Quarter Ended March 31, 2025 vs. 2024
	% Change
Factors Contributing to Changes - Sales
Currency	(2)	%
Other	7	%
	5	%

Sales

Engineering segment sales increased $26 million, or 5%, in the first quarter as compared to the respective 2024 period, driven by project timing. Currency translation decreased sales by 2% in the quarter, primarily due to the weakening of the Euro against the U.S. dollar.

Operating profit

Engineering segment operating profit increased $14 million, or 14%, in the first quarter compared to the respective 2024 period primarily driven by project timing.

Other


	Quarter Ended March 31,
(Millions of dollars)	2025			2024			Variance
Sales	$	311		$	319		(3)	%

Operating profit (loss)	$	14		$	19		(26)	%
As a percent of sales	4.5		%	6.0		%


	Quarter Ended March 31, 2025 vs. 2024
	% Change
Factors Contributing to Changes - Sales
Volume/price	(2)	%
Cost pass-through	—	%
Currency	(1)	%
Acquisitions/divestitures	—	%
	(3)	%

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Other consists of corporate costs and a few smaller businesses including Linde Advanced Material Technologies (LAMT) and global helium wholesale, which individually do not meet the quantitative thresholds for separate presentation.

Sales

Sales for Other decreased $8 million, or 3%, for the first quarter versus the respective 2024 period. Underlying sales decreased by 2% in the quarter primarily due to lower volumes in global helium. Currency translation decreased sales by 1% in the quarter.

Operating profit

Operating profit in Other decreased $5 million in the first quarter versus the respective 2024 period. The decrease in the quarter was driven by higher costs due to helium and an insurance recovery in 2024, partially offset by lower corporate costs 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. For most operations, Linde uses the local currency as its functional currency. 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 periods.

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 YTD 2025 Consolidated Sales		Exchange Rate for Income Statement		Exchange Rate for Balance Sheet
			Year-To-Date Average		March 31,	December 31,
Currency			2025	2024	2025	2024
Euro	17	%	0.95	0.92	0.92	0.97
Chinese yuan	7	%	7.27	7.19	7.26	7.30
British pound	5	%	0.79	0.79	0.77	0.80
Brazilian real	4	%	5.85	4.95	5.71	6.18
Australian dollar	3	%	1.59	1.52	1.60	1.62
Mexican peso	3	%	20.43	16.97	20.47	20.83
Korean won	3	%	1,452	1,329	1,473	1,472
Canadian dollar	3	%	1.44	1.35	1.44	1.44
Indian rupee	2	%	86.60	83.04	85.46	85.61
Swiss Franc	1	%	0.90	0.88	0.88	0.91
Swedish krona	1	%	10.67	10.40	10.04	11.07
South African rand	1	%	18.50	18.89	18.32	18.84

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Liquidity, Capital Resources and Other Financial Data

The following selected cash flow information provides a basis for the discussion that follows:


(Millions of dollars)	Three Months Ended March 31,
	2025		2024
NET CASH PROVIDED BY (USED FOR):
OPERATING ACTIVITIES
Net income (including noncontrolling interests)	$	1,707	$	1,665
Non-cash charges (credits):
Add: Depreciation and amortization	910		949
Add: Deferred income taxes	9		(35)
Add: Share-based compensation	42		38
Add: Cost reduction program and other charges, net of payments	18		(55)
Net income adjusted for non-cash charges	2,686		2,562
Less: Working capital	(469)		(553)
Less: Pension contributions	(5)		(11)
Other	(51)		(44)
Net cash provided by (used for) operating activities	$	2,161	$	1,954
INVESTING ACTIVITIES
Capital expenditures	(1,270)		(1,048)
Acquisitions, net of cash acquired	(112)		—
Divestitures, net of cash divested and asset sales	13		7
Net cash provided by (used for) investing activities	$	(1,369)	$	(1,041)
FINANCING ACTIVITIES
Debt increase (decrease) - net	1,493		1,215
Issuances (purchases) of common stock - net	(1,100)		(1,025)
Cash dividends - Linde plc shareholders	(708)		(669)
Noncontrolling interest transactions and other	(73)		(189)
Net cash provided by (used for) financing activities	$	(388)	$	(668)

Effect of exchange rate changes on cash and cash equivalents	$	40	$	(61)
Cash and cash equivalents, end-of-period	$	5,294	$	4,848

Cash Flow from Operations

Cash provided by operations of $2,161 million for the three months ended March 31, 2025 increased $207 million, or 11% versus 2024. The increase was driven primarily by higher net income adjusted for non-cash charges and lower net working capital requirements.

Linde estimates that total 2025 required contributions to its pension plans will be in the range of approximately $25 million to $35 million, of which $5 million has been made through March 31, 2025.

Investing

Net cash used for investing activities of $1,369 million for the three months ended March 31, 2025 increased $328 million versus 2024, due to higher capital expenditures and acquisition spend, net of cash acquired.

Capital expenditures for the three months ended March 31, 2025 were $1,270 million, $222 million higher than the prior year due primarily to investments in new plant and production equipment for backlog growth requirements.

At March 31, 2025, Linde's sale of gas backlog of large projects under construction was approximately $7.0 billion. This represents the total estimated capital cost of large plants under construction.

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Acquisitions, net of cash acquired were $112 million for the three months ended March 31, 2025 and relate primarily to businesses in the Americas and APAC.

Divestitures, net of cash divested and asset sales for the three months ended March 31, 2025 were $13 million. 2024 divestitures, net of cash divested and asset sales were $7 million.

Financing

Cash used for financing activities was $388 million for the three months ended March 31, 2025 as compared to $668 million for the three months ended March 31, 2024. Cash provided by debt was $1,493 million in 2025 versus $1,215 million in 2024, driven primarily by higher commercial paper issuances partially offset by lower net debt issuances in 2025. In February 2025, Linde issued €850 million of 2.625% notes due in 2029, €750 million of 3.00% notes due in 2033, €650 million of 3.250% notes due in 2037. In February 2025, Linde redeemed $600 million of 4.70% notes that were due in 2025 and repaid $400 million of 2.65% notes that became due.

Net purchases of ordinary shares were $1,100 million in 2025 versus $1,025 million in 2024. For additional information related to the share repurchase programs, see Part II Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.

Cash dividends of $708 million increased $39 million from 2024 driven primarily by a 8% increase in quarterly dividends per share from $1.39 per share to $1.50 per share, partially offset by lower shares outstanding. Cash used for Noncontrolling interest transactions and other was $73 million for the three months ended March 31, 2025 versus cash used of $189 million for the respective 2024 period primarily driven by lower cash requirements for financing related derivatives and withholding taxes related to share-based compensation arrangements.

The company continues to believe it has sufficient operating flexibility, cash, and funding sources to maintain adequate amounts of liquidity to meet its business needs around the world. The company maintains a $5 billion and a $1.5 billion unsecured and undrawn revolving credit agreement with no associated financial covenants. No borrowings were outstanding under the credit agreements as of March 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.

Legal Proceedings

See Note 8 to the condensed consolidated financial statements.

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NON-GAAP MEASURES AND RECONCILIATIONS

(Millions of dollars, except per share data)

The following non-GAAP measures are intended to supplement investors’ understanding of the company’s financial information by providing measures which investors, financial analysts and management use to help evaluate the company’s operating performance and liquidity. Items which the company does not believe to be indicative of on-going business trends are excluded from these calculations so that investors can better evaluate and analyze historical and future business trends on a consistent basis. Definitions of these non-GAAP measures may not be comparable to similar definitions used by other companies and are not a substitute for similar GAAP measures.


	2025			2024
Adjusted Operating Profit and Operating Margin
Reported operating profit	$	2,184		$	2,095
Add: Cost reduction program and other charges	55			—

Add: Purchase accounting impacts - Linde AG (c)	199			246
Total adjustments	254			246
Adjusted operating profit	$	2,438		$	2,341

Reported percentage change	4		%
Adjusted percentage change	4		%

Reported sales	$	8,112		$	8,100

Reported operating margin	26.9		%	25.9		%
Adjusted operating margin	30.1		%	28.9		%

Adjusted Depreciation and amortization
Reported depreciation and amortization	$	910		$	949
Less: Purchase accounting impacts - Linde AG (c)	(191)			(240)
Adjusted depreciation and amortization	$	719		$	709

Adjusted Other Income (Expense) - net
Reported Other Income (Expense) - net	$	18		$	58
Add: Purchase accounting impacts - Linde AG (c)	(8)			(6)
Adjusted Other Income (Expense) - net	$	26		$	64






Adjusted Interest Expense - Net
Reported interest expense - net	$	60		$	65
Add: Purchase accounting impacts - Linde AG (c)	—			2
Adjusted interest expense - net	$	60		$	67




Adjusted Income Taxes (a)
Reported income taxes	$	511		$	463
Add: Purchase accounting impacts - Linde AG (c)	44			60

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	2025			2024
Add: Cost reduction program and other charges	18			5
Total adjustments	62			65
Adjusted income taxes	$	573		$	528

Adjusted Effective Tax Rate (a)
Reported income before income taxes and equity investments	$	2,180		$	2,080

Add: Purchase accounting impacts - Linde AG (c)	199			244
Add: Cost reduction program and other charges	55			—
Total adjustments	254			244
Adjusted income before income taxes and equity investments	$	2,434		$	2,324

Reported Income taxes	$	511		$	463
Reported effective tax rate	23.4		%	22.3		%

Adjusted income taxes	$	573		$	528
Adjusted effective tax rate	23.5		%	22.7		%

Income from Equity Investments
Reported income from equity investments	$	38		$	48
Add: Purchase accounting impacts - Linde AG (c)	18			18
Adjusted income from equity investments	$	56		$	66

Adjusted Noncontrolling Interests
Reported noncontrolling interests	$	(34)		$	(38)
Add: Purchase accounting impacts - Linde AG (c)	(3)			(3)

Total adjustments	(3)			(3)
Adjusted noncontrolling interests	$	(37)		$	(41)

Adjusted Net Income - Linde plc (b)
Reported net income	$	1,673		$	1,627

Add: Cost reduction program and other charges	37			(5)
Add: Purchase accounting impacts - Linde AG (c)	170			199
Total adjustments	207			194
Adjusted net income - Linde plc	$	1,880		$	1,821

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	2025			2024
Adjusted Diluted EPS (b)
Reported diluted EPS	$	3.51		$	3.35

Add: Cost reduction program and other charges	0.08			(0.01)
Add: Purchase accounting impacts - Linde AG (c)	0.36			0.41
Total adjustments	0.44			0.40
Adjusted diluted EPS	$	3.95		$	3.75

Reported percentage change	5		%
Adjusted percentage change	5		%

Adjusted EBITDA and % of Sales
Net Income - Linde plc	$	1,673		$	1,627
Add: Noncontrolling interests	34			38
Add: Net pension and OPEB cost (benefit), excluding service cost	(56)			(50)
Add: Interest expense	60			65
Add: Income taxes	511			463
Add: Depreciation and amortization	910			949
EBITDA	$	3,132		$	3,092
Add: Cost reduction program and other charges	55			—
Add: Purchase accounting impacts - Linde AG (c)	26			24
Total adjustments	81			24
Adjusted EBITDA	$	3,213		$	3,116

Reported sales	$	8,112		$	8,100
% of sales
EBITDA	38.6		%	38.2		%
Adjusted EBITDA as a % of Sales	39.6		%	38.5		%

*Indicates a management contract or compensatory plan or arrangement.

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SIGNATURE

Linde plc and Subsidiaries

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.


						Linde plc

						(Registrant)

Date: May 1, 2025						By: /s/ Kelcey E. Hoyt

						Kelcey E. Hoyt
						Chief Accounting Officer



Note 1. Summary of Significant Accounting Policies			9

Note 2. Supplemental Information			9

Note 3. Debt			10

Note 4. Financial Instruments			10

Note 5. Fair Value Disclosures			13

Note 6. Earnings Per Share – Linde plc Shareholders			14

Note 7. Retirement Programs			14

Note 8. Commitments and Contingencies			14

Note 9. Segments			16

Note 10. Equity			18

Note 11. Revenue Recognition			18

LINDE PLC - Quarter Report: 2025 March (Form 10-Q)

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