LINDE PLC (LIN)

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."

23

Table of Contents

Consolidated Results

The following table provides summary information for the quarters and six months ended June 30, 2026 and 2025. 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:

(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 second quarter of 2026, Linde's sales were $9,289 million, 9% above the prior year. Sales grew 2% from higher price attainment. Volumes increased sales by 2% primarily driven by the electronics, manufacturing, and chemicals and energy end markets. Currency translation increased sales by 2% primarily driven by the strengthening of the Brazilian real, Chinese yuan, and Euro against the U.S. dollar. Acquisitions increased sales by 1%. Cost pass-through, representing the contractual billing of energy cost variances primarily to onsite customers, increased sales by 1%. Engineering sales increased by 1%.

Reported operating profit for the second quarter of 2026 was $2,554 million, or 27.5% of sales, 8% above the prior year. The reported year-over-year increase was primarily driven by higher pricing, currency translation and productivity initiatives, which

24

Table of Contents

more than offset adverse impacts from cost inflation. The reported effective tax rate ("ETR") was 24.0% in the second quarter of 2026 versus 24.4% in 2025. Diluted earnings per share ("EPS") was $4.15 in the second quarter of 2026, or 11% above EPS of $3.73 in the second quarter of 2025, primarily due to higher net income - Linde plc and lower diluted shares outstanding.

Adjusted

In the second quarter of 2026, adjusted operating profit of $2,744 million, or 29.5% of sales, was 7% higher as compared to the prior year driven by higher pricing, currency translation and productivity initiatives, which more than offset adverse impacts from cost inflation. On an adjusted basis, the ETR was 23.9% for the second quarter of 2026 and 24.3% for the 2025 respective period. On an adjusted basis, EPS was $4.50 for the second quarter of 2026, 10% above the 2025 adjusted EPS of $4.09. The increase was 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.

Results of operations

Below is a discussion of the results of operations for the second quarter of 2026 and for the six months ended June 30, 2026 compared to the respective 2025 periods.

Sales

Sales increased by 9% both in the second quarter of 2026 and for the six months ended June 30, 2026, versus the respective 2025 periods. Currency translation increased sales by 2% in the quarter and increased sales by 3% for the six months ended June 30, 2026, driven primarily by the strengthening of the Chinese yuan, Euro and Brazilian real against the U.S. dollar. Higher price attainment increased sales by 2% both in the quarter and six months ended June 30, 2026. Volumes increased sales by 2% both in the quarter and six months ended June 30, 2026, due primarily to the electronics, manufacturing, and chemicals and energy end markets. Acquisitions increased sales by 1% both in the quarter and six months ended June 30, 2026. Cost pass-through also increased sales by 1% both in the quarter and six months ended June 30, 2026, with minimal impact on operating profit. Engineering sales increased by 1% in the quarter and were flat in the six months ended June 30, 2026.

Cost of sales, exclusive of depreciation and amortization

Cost of sales, exclusive of depreciation and amortization, increased $555 million, or 13%, for the second quarter of 2026 and increased $921 million, or 11%, for the six months ended June 30, 2026, primarily due to currency translation, and cost inflation, partially offset by productivity gains. Cost of sales, exclusive of depreciation and amortization, was 52.3% and 51.9% of sales for the quarter and six months ended June 30, 2026, respectively, versus 50.7% and 51.0% for the respective 2025 periods. The increase as a percentage of sales was primarily due to higher costs and cost pass-through, partially offset by productivity gains.

Selling, general and administrative

Selling, general and administrative expenses ("SG&A") increased $21 million, or 2%, for the second quarter of 2026 and increased $128 million, or 8%, for the six months ended June 30, 2026. SG&A was 9.6% and 9.9% of sales for the quarter and six months ended June 30, 2026, respectively, versus 10.2% and 10.0% of sales for the respective 2025 periods. Currency

25

Table of Contents

impact increased SG&A by approximately $16 million for the second quarter of 2026 and $53 million for the six months ended June 30, 2026. Excluding currency impacts, the underlying SG&A increase was driven primarily by higher costs.

Depreciation and amortization

Reported depreciation and amortization expense increased $21 million, or 2%, for the second quarter of 2026 and increased $62 million, or 3%, for the six months ended June 30, 2026. On an adjusted basis, excluding merger-related impacts, depreciation and amortization increased $29 million, or 4%, including currency impact of $14 million in the second quarter of 2026 and increased $70 million, or 5%, including currency impact of $43 million for the six months ended June 30, 2026. Excluding currency, the underlying depreciation and amortization increase was largely driven by new project start-ups.

Cost reduction program and other charges

There were no cost reduction program and other charges for the quarter and six months ended June 30, 2026. For the respective 2025 periods, there were no cost reduction program and other charges for the second quarter of 2025, and $55 million for the six months ended June 30, 2025, primarily related to severance charges. On an adjusted basis, these costs have been excluded.

Other income (expense) - net

Reported other income (expense) - net was a benefit of $17 million for the second quarter of 2026 and $80 million for the six months ended June 30, 2026. The year-to-date period included a gain on a divestiture in the Americas business. For the respective 2025 periods, other income (expense) was a benefit

[Excerpt truncated for page length; source filing is linked above.]

ITEM 7.     MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following discussion of the company’s financial condition and results of operations should be read together with its consolidated financial statements and notes to the consolidated financial statements included in Item 8 of this Form 10-K.

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). The company also designs, engineers, and builds equipment that produces industrial gases and offers its customers a wide range of gas production and processing services such as olefin plants, natural gas plants, air separation plants, hydrogen and synthesis gas plants and other types of plants.

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).

Linde serves a diverse group of industries including healthcare, chemicals and energy, manufacturing, metals and mining, food and beverage, and electronics. The diversity of end-markets supports financial stability for Linde in varied business cycles.

Linde's industrial gas business generates most of its revenues and earnings in the following geographies where the company has its strongest market positions and where distribution and production operations allow the company to deliver the highest level of service to its customers at the lowest cost.

The company manufactures and distributes its industrial gas products through networks of thousands of production plants, pipeline complexes, distribution centers and delivery vehicles. Major pipeline complexes are primarily located in the United States and China. These networks are a competitive advantage, providing the foundation of reliable product supply to the company’s customer base. The majority of Linde’s business is conducted through long-term contracts which provide stability in cash flow and the ability to pass through changes in energy and feedstock costs to customers. 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. Sales increased 2% from higher price attainment primarily in the Americas and EMEA segments. Acquisitions increased sales by 1% largely in APAC and Americas. Sales from volumes were flat as base volume declines were largely offset by new project start-ups. Currency translation and cost pass-through, representing the contractual billing of energy cost variances primarily to onsite customers, were flat.

•Reported operating profit of $8,923 million was 3% above 2024 reported operating profit of $8,635 million. Adjusted operating profit of $10,137 million was 4% above 2024 adjusted operating profit of $9,720 million. 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. Adjusted net income - Linde plc of $7,772 million and adjusted diluted earnings per share of $16.46 were 4% and 6%, respectively, above 2024 adjusted amounts.*

•Cash flow from operations of $10,350 million was $927 million above 2024. The increase was driven primarily by higher net income and lower net working capital requirements. 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. 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. 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 reported amounts are GAAP amounts from the Consolidated Statements 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.

________________________

(a)See Note 3 to the consolidated financial statements.

(b)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 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 Compared With 2024

Sales

Linde sales increased $981 million, or 3%, for the 2025 year versus 2024. 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.

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. 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. 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.

On an adjusted basis, depreciation and amortization expense increased $129 million, or 5%, versus 2024, driven largely by new project start-ups.

Cost reduction program and other charges

Cost reduction program and other charges include global severance charges of $308 million largely related to Engineering, and other benefits of $35 million largely related to a divestiture. 2024 includes severance charges of $165 million, other charges of $23 million and other benefit of $43 million related to a divestiture.

On an adjusted basis, these charges have been excluded in both periods.

Other income (expense) - net

Reported other income (expense) - net was an expense of $58 million in 2025 and a benefit of $185 million in 2024. In 2025, other expense included a charge of $164 million for merger-related purchase accounting impacts. 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).

On an adjusted bas

[Excerpt truncated for page length; the complete text is on the linked full-MD&A page.]