UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of the
Securities Exchange Act of 1934 (Amendment No. )

☑ Filed by the Registrant ☐ Filed by a Party other than the Registrant      

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☐ Definitive Proxy Statement
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☐ Soliciting Material Under Rule 14a-12

Praxair, Inc.

(Name of Registrant as Specified In Its Charter)
(Name of Person(s) Filing Proxy Statement, if Other Than the Registrant)

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*** Exercise Your Right to Vote ***
Important Notice Regarding the Availability of Proxy Materials for the
Shareholder Meeting to Be Held on April 26, 2016.
















PRAXAIR, INC.





PRAXAIR, INC.
39 OLD RIDGEBURY ROAD
DANBURY, CT 06810-5113

   Meeting Information
   Meeting Type:            Annual Meeting
   For holders as of:      March 1, 2016
   Date:     April 26, 2016        Time:     11:00 A.M.
   Location:      Hyatt Regency Greenwich Hotel
   1800 East Putnam Avenue
   Old Greenwich, Connecticut
 

You are receiving this communication because you hold shares in the company named above.

This is not a ballot. You cannot use this notice to vote these shares. This communication presents only an overview of the more complete proxy materials that are available to you on the Internet. You may view the proxy materials online at www.proxyvote.com or easily request a paper copy (see reverse side).

We encourage you to access and review all of the important information contained in the proxy materials before voting.

See the reverse side of this notice to obtain proxy materials and voting instructions.
























— Before You Vote —
How to Access the Proxy Materials

Proxy Materials Available to VIEW or RECEIVE:
2016 NOTICE OF MEETING AND PROXY STATEMENT       2015 FORM-10K AND ANNUAL REPORT
 
How to View Online:

Have the information that is printed in the box marked by the arrow ➔  XXXX XXXX XXXX XXXX  (located on the following page) and visit: www.proxyvote.com.

 
How to Request and Receive a PAPER or E-MAIL Copy:

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                  1) BY INTERNET: www.proxyvote.com
  2) BY TELEPHONE:   1-800-579-1639
  3) BY E-MAIL*: sendmaterial@proxyvote.com
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Requests, instructions and other inquiries sent to this e-mail address will NOT be forwarded to your investment advisor. Please make the request as instructed above on or before April 12, 2016 to facilitate timely delivery.


— How To Vote —
Please Choose One of the Following Voting Methods

Vote In Person: Many shareholder meetings have attendance requirements including, but not limited to, the possession of an attendance ticket issued by the entity holding the meeting. Please check the meeting materials for any special requirements for meeting attendance. At the meeting, you will need to request a ballot to vote these shares.

 

Vote By Internet: To vote now by Internet, go to www.proxyvote.com. Have the information that is printed in the box marked by the arrow ➔  XXXX XXXX XXXX XXXX  (located on the following page) available and follow the instructions.

 
Vote By Mail: You can vote by mail by requesting a paper copy of the materials, which will include a proxy card.



















Voting Items

1.       

Election of Directors.

 

The Board of Directors recommends a vote “FOR” the nominees listed below.

 

Nominees

 
1a.        Stephen F. Angel
 
1b. Oscar Bernardes
 
1c. Nance K. Dicciani
 
1d. Edward G. Galante
 
1e. Ira D. Hall
 
1f. Raymond W. LeBoeuf
 
1g. Larry D. McVay
 
1h. Denise L. Ramos
 
1i. Martin H. Richenhagen
 
1j. Wayne T. Smith
 
1k. Robert L. Wood







The Board of Directors recommends that you vote “FOR” PROPOSALS 2, 3 and 4 and “AGAINST“ PROPOSAL 5:

 
2.        To ratify the appointment of the Independent Auditor
   
3. To approve, on an advisory and non-binding basis, the compensation of Praxair’s Named Executive Officers as disclosed in the 2016 Proxy Statement
   
4. To approve the material terms of performance goals under Praxair’s Section 162(m) plan
   
5. Shareholder proposal regarding dividends and share Repurchases
   

In their discretion, the Proxies are authorized to vote upon such other business as may properly come before the meeting or any adjournment or postponement thereof.