Linde (LIN) 8-K Other Events

Exhibit 4.1

Linde plc

3.375% €750,000,000 Unsecured Notes due 04 June 2030

Terms & Conditions

Issuer:	Linde plc, Ireland
Issuer LEI:	5299003QR1WT0EF88V51
Issuer Ratings:	A2 (stable) by Moody’s / A (stable) by S&P
Expected Issue Ratings:	A2 by Moody’s / A by S&P
Form of the Notes:	Bearer form; the Notes are issued as New Global Notes and are initially represented by a Temporary Global Note which is exchangeable for a Permanent Global Note
Status of the Notes:	Senior, unsecured
Currency:	Euro (“EUR” or “€”)
Notional Amount:	€750,000,000
Pricing Date:	28 May 2024
Settlement Date:	04 June 2024 (T+5)
Maturity Date:	04 June 2030
First Coupon Date:	04 June 2025
Term of Notes:	6 years
Spread over EUR-MS:	+55 bps
EUR-MS Rate (p.a.):	2.904%
Re-offer yield (p.a.):	3.454%
Coupon (p.a.):	3.375% per year
Issue / Re-offer Price:	99.578% of the Notional Amount
Redemption:	100%
Fees:	20bps of the Notional Amount (incl. 15bps base fee1 / 5bps discretionary fee2)

¹  To be split between Active Bookrunners (18% each), Passive Bookrunners (15% each), Co-Managers Group A (2% each), Co-Managers Group B (1% each)

²  To be split equally between Active Bookrunners

All-in Price (net of fees):	99.378% of the Notional Amount
Net Proceeds:	€745,335,000
Benchmark Bund:	DBR 0 02/15/30
Benchmark Price:	86.56%
Re-offer spread vs. Benchmark:	+89.5 bps
Business Days:	TARGET
Interest Rate Provisions:	Act/Act (ICMA) Day Count Fraction, payable annually in arrears on 04 June each year
Business Day Convention:	Following, Unadjusted
Denominations:	EUR 100,000
Tax Call:	Applicable
Make-whole Call:	Applicable at the yield of the Benchmark Bund plus 15 bps
3 months Par Call:	Applicable
Change of Control Put:	Holder put at par upon a change of control
Clean-up Call:	Applicable (75%)
Documentation:	Under the Base Prospectus dated 8 May, 2024 of the Issuer’s Debt Issuance Programme (the “Base Prospectus”)
Use of Proceeds:	General corporate purposes
Governing Law:	German
Target Market (MIFID II and UK MiFIR product governance):	Manufacturer target market (MiFID II product governance and UK MiFIR product governance rules) is eligible counterparties and professional clients only (all distribution channels). No sales to retail in EEA or in the United Kingdom. No PRIIPs or UK PRIIPs key information document (KID) will be prepared
Listing:	EuroMTF of the Luxembourg Stock Exchange
Selling Restrictions:	As per the Base Prospectus dated 8 May, 2024
Clearing System:	Clearstream Banking Luxembourg / Euroclear
Security Codes:	ISIN: XS2834282142 / Common Code: 283428214
Settlement Bank:	J.P. Morgan
Calculation Agent:	The Calculation Agent shall be an independent bank of international standing or an independent financial adviser with relevant expertise, selected by the Issuer
Active Bookrunners:	HSBC, J.P. Morgan (B&D), Société Générale
Passive Bookrunners:	Bank of America, UniCredit
Co-managers Group A:	Bank of China, UBS, Banco Bilbao, Banco Santander, BNP Paribas, Standard Chartered
Co-managers Group B:	Commerzbank, Helaba, BayernLB, LBBW