Alberto Weisser
LINDEAbout Alberto Weisser
Independent director at Linde plc since 2021; age 69. Former Chairman and CEO of Bunge Limited (1999–June 2013) and Executive Chairman (through December 2013); previously Bunge CFO (1993–1999). Earlier finance roles at BASF and Senior Advisor at Lazard (2015–Aug 2018). Brings substantial operating and financial expertise and currently chairs Linde’s Audit Committee and serves on the Sustainability Committee.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Bunge Limited | Chairman & CEO; Executive Chairman | 1999–Jun 2013; through Dec 2013 | Led global agribusiness; extensive operating/finance leadership. |
| Bunge Limited | Chief Financial Officer | 1993–1999 | Financial leadership; capital markets and controls. |
| BASF Group | Finance roles | Not disclosed | Finance-related positions; industrial/chemicals exposure. |
| Lazard Ltd. | Senior Advisor | 2015–Aug 2018 | Strategic advisory experience. |
External Roles
| Organization | Role | Committee/Chair | Status |
|---|---|---|---|
| PepsiCo, Inc. | Director | Audit Committee member since 2011; Audit Committee Chair since 2016 | Current |
| Bayer AG | Supervisory Board Member | Audit Committee member 2021–2024 | Current (no longer on Audit Committee) |
| Temasek International (Americas Advisory Panel) | Member | — | Current |
Board Governance
| Item | Detail |
|---|---|
| Independence | Independent director (Board determined all directors other than the Chairman and CEO are independent; Weisser is listed as independent). |
| Linde Committees | Audit Committee Chair; Sustainability Committee member. |
| Audit Chair Effective Date | Appointed Audit Chair effective April 30, 2024. |
| Committee Activity (2024) | Audit Committee met 5 times; Sustainability Committee met 3 times. |
| Board Meetings (2024) | Board held 5 meetings; nominees collectively attended 98% of Board and committee meetings. |
| AGM Attendance | All directors attended the 2024 AGM. |
| Overboarding Limits | Policy: non-management directors may not serve on >4 other public boards; audit committee members may not serve on >2 other public company audit committees unless the Board determines otherwise. Weisser’s current disclosed audit committee roles: Linde (Chair) and PepsiCo (Chair); within policy. |
Fixed Compensation (Director)
| Year | Fees Earned (Cash) | Stock Awards (RSUs, grant-date fair value) | Committee Chair Fees (within cash) | Total |
|---|---|---|---|---|
| 2024 | $170,220 | $221,943 | Prorated Audit Chair retainer (Audit Chair from Apr 30, 2024; Audit Chair retainer $60,000/year) | $392,163 |
- 2024 Director compensation structure: base retainer $325,000 for non-employee directors (40% cash, 60% equity); Audit Chair additional $60,000 cash; RSUs vest after one year, payable in Linde shares; equity units sized off a 60-day average price (full fair value shown in table).
- 2025 update: base retainer increased to $340,000 (non-Chairman), 40% cash/60% equity; Lead Independent Director retainer increased to $45,000; committee chair fees unchanged.
Performance Compensation (Director)
| Element | Structure | Performance Metrics |
|---|---|---|
| Annual Equity | Time-based RSUs (one-year vest); directors may elect deferral; dividend-equivalent stock units credited during deferral | None disclosed (director equity is time-based, not performance-based) |
- Directors may defer cash fees into DSUs and defer RSU payout; DSUs/RSUs paid in shares at deferral end; no voting rights on units.
Equity Ownership
| As of April 1, 2025 | Ordinary Shares | Stock Units (DSUs/RSUs) | Total Beneficial Ownership | Stock Options | Ownership Context |
|---|---|---|---|---|---|
| Alberto Weisser | 1,651 | 464 | 2,115 | — | No director/officer owned ≥1%; directors and officers as a group owned ~0.6% of outstanding shares. |
- Director ownership guideline: ≥5x annual base compensation retainer in equity/equity-based awards within 5 years; all non-management directors have met or are within transition period. Hedging and pledging prohibited for directors.
- No shares pledged disclosed; Company prohibits pledging by directors.
Other Directorships & Interlocks
| Company | Relationship to Linde | Notes |
|---|---|---|
| PepsiCo (Director; Audit Chair) | No related-party transactions disclosed | Proxy’s “Certain Relationships” section disclosed no conflicts in 2024; only specific ordinary-course transactions disclosed pertained to E.ON (another director). |
| Bayer AG (Supervisory Board) | No related-party transactions disclosed | No Linde/Bayer transactions disclosed; no conflicts identified in 2024. |
Expertise & Qualifications
- Senior executive experience (CEO/CFO at Bunge) and deep finance background; Board notes he brings substantial financial expertise to Linde’s Board and Audit Committee.
- Sector insight across end-markets relevant to Linde (agribusiness, chemicals); extensive global operating experience.
Equity Ownership & Alignment Policies
- Director stock ownership guideline: 5x base equity retainer; 5-year compliance window; all non-management directors compliant or within window.
- Anti-hedging/anti-pledging for directors and executives; directors may not hedge or pledge Linde stock.
Governance Assessment
Strengths
- Independent director with significant financial and operating expertise; currently serves as Linde’s Audit Committee Chair (appointed Apr 30, 2024), and signed the Audit Committee Report, evidencing active oversight of audit independence, internal controls, and compliance.
- Appropriate committee load: Audit Chair at Linde and Audit Chair at PepsiCo; within Linde’s overboarding and audit committee service limits.
- Strong director compensation alignment via equity RSUs and robust ownership/anti-hedging/anti-pledging policies; ability to defer into DSUs enhances alignment.
- No related-party transactions or conflicts identified for 2024; Board reports none for directors/executives.
- Board/committee engagement signals: 2024 Board met 5 times; Audit 5; Sustainability 3; overall nominee attendance 98%; all directors attended AGM.
Potential Risk Monitors
- Time commitments: dual Audit Chair roles (Linde and PepsiCo) warrant ongoing monitoring for workload, though within policy.
- Interlocks: Concurrent service at PepsiCo and Bayer AG; no Linde-related transactions disclosed, but continue to monitor for future related-party exposures.
Shareholder Signals (context)
- Say-on-Pay support was ~92.7% in July 2024, indicating broad investor alignment with Linde’s compensation governance framework.
Appendix: Linde Director Compensation Program Notes
- Structure (2024): $325,000 base retainer for non-employee directors (40% cash/$130,000; 60% equity RSUs/$195,000 target; fair value reported $221,943); Audit Chair retainer $60,000; RSUs vest after one year; expense reimbursement and potential use of company-chartered aircraft for business events.
- 2025 Changes: Base retainer (non-Chairman) increased to $340,000; Lead Independent Director cash retainer increased to $45,000; chair fees unchanged.