Thomas Enders
LINDEAbout Thomas Enders
Dr. Thomas Enders, age 66, has served as an independent director of Linde plc since 2018. He is the former CEO of Airbus SE (2005–2019) with a career in aerospace dating to 1991, preceded by roles in the German Bundestag, Ministry of Defense, and foreign policy think tanks. At Linde, he chairs the Sustainability Committee and serves on the Audit and Executive Committees, bringing deep international, operational, and manufacturing experience relevant to Linde’s end markets and geographies .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| EADS N.V./Airbus SE | Chief Executive Officer; Executive Committee and Board member | CEO 2005–2019; Executive roles 2000–2019 | Led one of the world’s largest aerospace OEMs; extensive international, operational, and manufacturing experience |
| German Bundestag; German Ministry of Defense; foreign policy think tanks | Various roles (pre-aerospace) | Prior to 1991 | Policy and governmental experience preceding aerospace industry entry |
External Roles
| Organization | Role | Tenure | Committees/Notes |
|---|---|---|---|
| GE Aerospace | Director | Since Dec 1, 2023 | Public company board |
| Lilium N.V. | Chairman of the Board | Since Sep 2021 | Public company board |
| Lufthansa Group | Supervisory Board Member | Since May 2020 | Member of the Presidium and Nomination Committee |
| Helsing | Director | Since Mar 2022 | European AI company (private) |
| German Council on Foreign Relations (DGAP) | President (non-executive) | Current | Non-profit policy body |
| Knorr-Bremse AG | Supervisory Board Member | Jun 2020–May 2022 | Past public company board |
Board Governance
| Attribute | Detail |
|---|---|
| Independence | Independent director (as designated in the proxy) |
| Director since | 2018 |
| Committee assignments | Chair, Sustainability Committee; Member, Audit Committee; Member, Executive Committee |
| Committee meeting cadence (2024) | Audit: 5; Sustainability: 3; Executive: 0 |
| Board meeting attendance (aggregate) | In 2024, nominees collectively attended 98% of Board and committee meetings |
| AGM attendance | All directors attended the 2024 AGM |
| External board limits (policy) | Non-management directors may not serve on more than four additional public company boards; Audit Committee members may not serve on >2 additional public company audit committees absent Board determination |
| Enders’ current public company boards | GE Aerospace; Lilium N.V.; Lufthansa Group (3 total; within Linde policy) |
Fixed Compensation (Non-Employee Director)
| Component | 2024 Amount | Notes |
|---|---|---|
| Cash fees | $180,000 | Linde policy: base cash retainer $130,000 for directors; +$50,000 for Sustainability Committee Chair (cash elements are 40% of base; chair fees are additional) |
| Equity (RSUs) – grant date fair value | $221,943 (grant date: Mar 7, 2024) | 60% of base retainer delivered in RSUs; grant value determined using 60-day average price through Feb 14, 2024; reported fair value reflects higher grant-date price |
| Total | $401,943 | |
| 2025 program change (for context) | Base retainer for directors increased from $325,000 to $340,000 (40% cash/60% equity) effective Feb 1, 2025; Lead Independent Director cash retainer +$10,000 to $45,000 |
Performance Compensation
| Instrument | Grant Date | Fair Value | Key Terms |
|---|---|---|---|
| Restricted Stock Units (Director RSUs) | Mar 7, 2024 | $221,943 | RSUs vest fully after one year; payout in Linde ordinary shares; prorated payout on early termination except removal by shareholders or for cause; number of RSUs based on 60-day average price; grant-date fair value higher due to higher spot price at grant |
| Options/PSUs | — | — | Linde’s director program uses RSUs; no option awards/PSUs disclosed for directors in 2024 |
No director performance metrics (e.g., TSR, revenue, EBITDA) are tied to non-employee director pay; equity is time-vested RSUs per the Director Compensation Program .
Other Directorships & Interlocks
- Current public boards: GE Aerospace; Lilium N.V.; Lufthansa Group .
- Committee roles outside Linde: Lufthansa Presidium and Nomination Committee .
- Related-party/Interlocks assessment: The company reported no actual or potential conflicts identified for executive officers and directors during 2024 under its conflicts policy and related-party review procedures . No Enders-specific related-party transactions are disclosed.
Expertise & Qualifications
- Former Airbus CEO with extensive international, operational, and manufacturing experience applicable to Linde’s global end-markets .
- Qualification highlights cited by Linde: Linde End-Markets; Linde Foreign Markets; Operations; International Business; Technology; Risk Management; Public Company Board .
Equity Ownership
| Holder | Ordinary Shares | Stock Units | Total Equity Interests | Stock Options |
|---|---|---|---|---|
| Dr. Thomas Enders (as of Apr 1, 2025) | 13,095 | 464 | 13,559 | — |
| Note (Directors as a group) | No director >1% owned; directors and officers (18 persons) ~0.6% of outstanding shares |
Ownership alignment policies:
- Director stock ownership guideline: Non-management directors must hold Linde shares equal to at least 5x the annual base compensation retainer awarded in equity; compliance required within 5 years. All non-management directors either meet the guideline or are within the 5-year transition period .
- Hedging and pledging are prohibited for directors and executives .
Governance Assessment
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Strengths
- Independent director with heavyweight global operating experience, aligned with Linde’s footprint and end markets .
- Meaningful board workload and oversight: Chairs Sustainability Committee (3 meetings in 2024), member of Audit (5 meetings), and Executive (0 meetings), indicating focus on environmental strategy and financial oversight without excessive time demands from the Executive Committee in 2024 .
- Ownership alignment via RSU-based director equity and 5x ownership guideline; hedging/pledging prohibited .
- 2024 aggregate director attendance at 98% and full AGM attendance support board engagement culture .
- No conflicts identified for directors in 2024 under Linde’s formal related-party/conflict review framework .
-
Watch items (noted, but not red flags)
- Multiple outside public board commitments (3) remain within Linde’s policy limit of four; monitor time allocation as Sustainability Chair and Audit Committee member .
- Executive Committee participation includes interaction with Chairman/CEO; ensure ongoing robust independent oversight norms are maintained across committees .
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RED FLAGS
- None disclosed by the company for 2024 regarding conflicts, related-party transactions, or director independence impairments .