Air Products & Chemicals (APD) 10-K risk factor changes: FY2022 vs FY2021

[removed: The] [added: The] COVID-19 global pandemic may materially and adversely impact our business, financial condition and results of [removed: operations.][added: operations.]

[removed: Changes] [added: Changes] in global and regional economic conditions, the markets we serve, or the financial markets may adversely affect our results of operations and cash [removed: flows.][added: flows.]

[removed: Our] [added: Our] extensive international operations can be adversely impacted by operational, economic, political, security, legal, and currency translation risks that could decrease [removed: profitability.][added: profitability.]

In fiscal year [removed: 2021,] [added: 2022,] over 60% of our sales were derived from customers outside the United States and many of our operations, suppliers, and employees are located outside the United States.

[removed: Operational] [added: Risks related to the approval, execution,] and [removed: project execution risks,] [added: operation of our projects,] particularly with respect to our largest projects, may adversely affect our operations or financial [removed: results.][added: results.]

A significant and growing portion of our business involves [removed: gasification] [added: clean hydrogen, carbon capture, gasification,] and other large-scale projects that involve challenging engineering, procurement and construction phases that may last [removed: up to] several years and involve the investment of billions of dollars.

[removed: We] [added: We] are subject to extensive government regulation in the jurisdictions in which we do business.

Regulations addressing, among other things, import/export restrictions, anti-bribery and corruption, and taxes, can negatively impact our financial condition, results of operation, and cash [removed: flows.][added: flows.]

[removed: We] [added: We] may be unable to successfully identify, execute or effectively integrate acquisitions, [added: manage our joint ventures,] or effectively disentangle divested [removed: businesses.][added: businesses.]

[removed: The] [added: The] security of our information technology systems could be compromised, which could adversely affect our ability to [removed: operate.][added: operate.]

[removed: Interruption] [added: Interruption] in ordinary sources of raw material or energy supply or an inability to recover increases in energy and raw material costs from customers could result in lost sales or reduced [removed: profitability.][added: profitability.]

[removed: New] [added: New] technologies create performance risks that could impact our financial results or [removed: reputation.][added: reputation.]

In addition, [removed: gasification and other] [added: certain] large-scale projects may contain processes or technologies that we have not operated at the same scale or in the same combination, and although such projects generally include technologies and processes that have been demonstrated previously by others, such technologies or processes may be new to us and may introduce new risks to our operations.

In addition, performance challenges may adversely affect our reputation and our ability to obtain future [removed: contracts for gasification projects.][added: contracts.]

[removed: Protecting] [added: Protecting] our intellectual property is critical to our technological development and we may suffer competitive harm from infringement on such [removed: rights.][added: rights.]

[removed: Legislative,] [added: Legislative,] regulatory, [added: societal,] and [removed: societal responses] [added: market efforts] to [added: address] global climate change [added: may impact our business and] create financial [removed: risk.][added: risk.]

Increased public concern and governmental action may result in more international, U.S. federal and/or regional requirements to reduce or mitigate the effects of GHG [removed: emissions.][added: emissions or increased demand for technologies and projects to limit the impact of global climate change.]

[removed: Our] [added: Our] financial results may be affected by various legal and regulatory proceedings, including antitrust, tax, environmental, or other [removed: matters.][added: matters.]

[removed: Costs] [added: Costs] and expenses resulting from compliance with environmental regulations may negatively impact our operations and financial [removed: results.][added: results.]

[removed: A] [added: A] change of tax law in key jurisdictions could result in a material increase in our tax [removed: expense.][added: expense.]

[removed: Catastrophic] [added: Catastrophic] events could disrupt our operations or the operations of our suppliers or customers, having a negative impact on our business, financial results, and cash [removed: flows.][added: flows.]

[removed: The] [added: The] United Kingdom’s (“UK”) exit from European Union (“EU”) membership could adversely affect our European [removed: Operations.][added: Operations.]

[removed: Inability] [added: Inability] to compete effectively in a segment could adversely impact sales and financial [removed: performance.][added: performance.]

These effects may be exacerbated by actions by health or other governmental authorities to attempt to reduce the transmission of COVID-19.

In addition, our growth strategy is largely based on demand for technologies and projects that limit the impact of global climate change.

Demand for our solutions could be negatively impacted if public and private actors reduce their focus on reducing carbon emissions.

These projects may also be subject to complex government approvals, as well as legal or regulatory challenges by government authorities or third parties.

Delays in receiving required approvals or related to litigation could require us to delay or abandon certain projects, which may result in the incurrence of additional expense, the loss of invested proceeds and reputational damage.

In addition, some of our largest projects involve joint ventures.

These arrangements may involve significant risks and uncertainties, including our ability to cooperate with our strategic partners, our strategic partners having interests or goals that are inconsistent with ours, and the potential that our strategic partners may be unable to meet their economic or other obligations to the joint venture, which may negatively impact the expected benefits of the joint venture and cause us to incur additional expense or suffer reputational damage.

In addition, due to the nature of these arrangements, we may have limited ability to direct or influence the management of the joint venture, which may limit our ability to assist and oversee the design and implementation of the joint venture’s business as well as its accounting, legal, governance, human resources, information technology, and other administrative systems.

This may expose us to additional risks and uncertainties because we may be dependent upon and subject to liability, losses, or reputational damage relating to systems, controls, and personnel that are not under our control.

These risks may be augmented when the joint venture is operating outside the United States due to differences in language, culture, and regulation, as well as the factors listed above that are relevant to our international operations.

We may face difficulties marketing products produced using new technologies including, but not limited to, green hydrogen, which may adversely impact our sales and financial results.

Our operations may present a safety risk to our employees.

Notwithstanding our emphasis on the safety of our employees and contractors and the precautions we take related to health and safety, we may be unable to avoid safety incidents relating to our operations that result in injuries or deaths.

Certain safety incidents may result in legal or regulatory action that could result in increased expenses or reputational damage.

We maintain workers' compensation insurance to address the risk of incurring material liabilities for injuries or deaths, but there can be no assurance that the insurance coverage will be adequate or will continue to be available on terms acceptable to us, or at all, which could result in material liabilities to us for any injuries or deaths.

Changes to federal, state, and local employee health and safety regulations, and legislative, regulatory, or societal responses to safety incidents may result in heightened regulations or public scrutiny that may increase our compliance costs or result in reputational damage.

In addition, we are monitoring the health of our employees and many of our employees, including those based at our headquarters, are working remotely in accordance with health safety guidance and applicable governmental orders.

Action by health or other governmental authorities requiring the closure of our facilities, recommending other physical distancing measures, or mandating vaccination against COVID-19 could negatively impact our business and those of our service providers and customers.

Although we have business continuity and other safeguards in place, we cannot be certain that they will be fully effective for extended periods of time.

[Table of](#i8a533bac4083415496e38063318830c4_10) [Contents](#i8a533bac4083415496e38063318830c4_10)

As the pandemic and responses to it continue to evolve we may experience further adverse impacts on our operations, and our ability to access capital on favorable terms, or at all, may be impaired.

In addition, we may face unpredictable increases in demand for certain of our products when restrictions on business and travel end.

If demand for our products exceeds our capacity, it could adversely affect our financial results and customer relationships.

Although the duration and ultimate impact of these factors is unknown at this time, the decline in economic conditions due to COVID-19, or another disease-causing similar impacts, may adversely affect our business, financial condition and results of operations and such impact may be material.

| [Business [removed: Overview](#i8a533bac4083415496e38063318830c4_49)] [added: Overview](#i3e0489144d384b6fb24d98993cd45ebe_52)] | | | [removed: [22](#i8a533bac4083415496e38063318830c4_49)] [added: [22](#i3e0489144d384b6fb24d98993cd45ebe_52)] | | |

| [Results of [removed: Operations](#i8a533bac4083415496e38063318830c4_58)] [added: Operations](#i3e0489144d384b6fb24d98993cd45ebe_61)] | | | [removed: [25](#i8a533bac4083415496e38063318830c4_58)] [added: [25](#i3e0489144d384b6fb24d98993cd45ebe_61)] | | |

| [Reconciliations of Non-GAAP Financial [removed: Measures](#i8a533bac4083415496e38063318830c4_64)] [added: Measures](#i3e0489144d384b6fb24d98993cd45ebe_67)] | | | [removed: [31](#i8a533bac4083415496e38063318830c4_64)] [added: [35](#i3e0489144d384b6fb24d98993cd45ebe_67)] | | |

| [Liquidity and Capital [removed: Resources](#i8a533bac4083415496e38063318830c4_82)] [added: Resources](#i3e0489144d384b6fb24d98993cd45ebe_85)] | | | [removed: [36](#i8a533bac4083415496e38063318830c4_82)] [added: [41](#i3e0489144d384b6fb24d98993cd45ebe_85)] | | |

| [Pension [removed: Benefits](#i8a533bac4083415496e38063318830c4_88)] [added: Benefits](#i3e0489144d384b6fb24d98993cd45ebe_91)] | | | [removed: [39](#i8a533bac4083415496e38063318830c4_88)] [added: [44](#i3e0489144d384b6fb24d98993cd45ebe_91)] | | |

| [Critical Accounting Policies and [removed: Estimates](#i8a533bac4083415496e38063318830c4_106)] [added: Estimates](#i3e0489144d384b6fb24d98993cd45ebe_109)] | | | [removed: [41](#i8a533bac4083415496e38063318830c4_106)] [added: [46](#i3e0489144d384b6fb24d98993cd45ebe_109)] | | |

Actual performance and financial results may differ materially from projections and estimates expressed in the forward-looking statements because of many factors not anticipated by management, including, without limitation, those described in [removed: *Forward-Looking Statements*] [added: "*Forward-Looking Statements"*] and Item 1A, *Risk Factors*, of this Annual Report.

[removed: The following discussion] [added: Our Management's Discussion and Analysis] should be read in conjunction with the consolidated financial statements and the accompanying notes contained in this Annual Report.

Comparisons [removed: of our results] [added: included within the "Results] of [removed: operations and liquidity and capital resources] [added: Operations" section below] are for fiscal years [added: 2022 versus ("vs.")] 2021 and [added: 2021 vs.] 2020.

[removed: For a discussion of changes from] [added: Comparisons for all other sections within this Management’s Discussion and Analysis are for] fiscal [removed: year 2019 to] [added: years 2022 vs. 2021, while] fiscal year [added: 2021 vs.] 2020 [removed: and other financial information related to fiscal year 2019, refer to Part] [added: comparisons are available within [Part] II, [removed: *[Item 7, Management’s] [added: Item 7,](http://www.sec.gov/Archives/edgar/data/2969/000000296921000055/apd-20210930.htm#i8a533bac4083415496e38063318830c4_46) *[Management’s] Discussion and Analysis of Financial Condition and Results of [removed: Operations](http://www.sec.gov/Archives/edgar/data/2969/000000296920000049/apd-20200930.htm#i34bbb3cd5b9140e682836aad7993a686_43)*,] [added: Operations](http://www.sec.gov/Archives/edgar/data/2969/000000296921000055/apd-20210930.htm#i8a533bac4083415496e38063318830c4_46)*,] of our Annual Report on Form 10-K for the fiscal year ended 30 September [removed: 2020.][added: 2021, which was filed with the SEC on 18 November 2021.]

These reconciliations and explanations regarding the use of non-GAAP measures are presented under [removed: "Reconciliations] [added: the heading “*Reconciliations] of Non-GAAP Financial [removed: Measures"] [added: Measures*”] beginning on page [removed: 31.][added: [35](#i3e0489144d384b6fb24d98993cd45ebe_67).]

[removed: Air Products and Chemicals, Inc., a Delaware corporation originally founded in 1940, serves customers globally with] [added: We offer] a unique portfolio of products, services, and solutions that include atmospheric gases, process and specialty gases, equipment, and [added: related] services.

Focused on [removed: serving] energy, [removed: environment] [added: environmental,] and emerging markets, we [removed: provide essential industrial gases, related equipment, and applications expertise to] [added: serve] customers in dozens of industries, including refining, chemicals, metals, electronics, manufacturing, [removed: and food] [added: medical,] and [removed: beverage.][added: food.]

We [removed: are the world's largest supplier of hydrogen and] have built leading positions in [added: several] growth [removed: markets] [added: markets,] such as [removed: helium] [added: hydrogen, helium,] and liquefied natural gas ("LNG") process technology and [removed: equipment.][added: equipment, and provide turbomachinery, membrane systems, and cryogenic containers globally.]

We [added: also] develop, engineer, build, own, and operate some of the world's largest industrial gas [removed: projects, including gasification projects that sustainably convert abundant natural resources into syngas for the production of high-value power, fuels,] and [removed: chemicals and are developing carbon capture projects and world-scale low carbon and carbon-free] [added: carbon-capture projects, supplying clean] hydrogen [removed: projects] that will support global [removed: transportation] [added: transportation, industrial markets,] and the [added: broader] energy transition away from fossil fuels.

With operations in over 50 countries, in fiscal year [removed: 2021] [added: 2022] we had sales of [removed: $10.3] [added: $12.7] billion and assets of [removed: $26.9] [added: $27.2] billion.

[removed: Approximately 20,875] [added: Our] passionate, talented, and committed employees [added: are] from diverse [removed: backgrounds] [added: backgrounds, but] are driven by our higher purpose to create innovative solutions that benefit the environment, enhance sustainability, and address the challenges facing customers, communities, and the world.

[removed: As of] [added: During the fiscal year ended] 30 September [removed: 2021, our operations were organized into five reportable business segments under which] [added: 2022,] we managed our operations, assessed performance, and reported [removed: earnings:][added: earnings under the following five reporting segments:]

[removed: Additionally, we continued to create shareholder value by increasing] [added: In fiscal year 2022,] the [added: Board of Directors increased the] quarterly dividend on our common stock to [removed: $1.50] [added: $1.62] per share, representing [removed: a 12% increase] [added: an 8% increase, or $0.12 per share,] from the previous [removed: dividend.][added: dividend of $1.50 per share.]

This is the [removed: 39th] [added: 40th] consecutive year that we have increased our quarterly [removed: dividend payment.][added: dividend.]

[removed: -] Sales of [removed: $10.3 billion] [added: $10,323.0] increased 17%, or [removed: $1.5 billion,] [added: $1,466.7,] due to higher energy [removed: and natural gas] cost pass-through to [removed: customers,] [added: customers of 6%,] higher [removed: volumes,] [added: volumes of 5%,] favorable currency [removed: impacts,] [added: impacts of 4%,] and positive pricing [removed: that more than offset power cost increases in the second half] of [removed: the year.][added: 2%.]

- Diluted EPS of [removed: $9.12] [added: $10.08] increased [removed: 7%,] [added: 11%,] or [removed: $0.57] [added: $0.96] per share, and adjusted diluted EPS of [removed: $9.02] [added: $10.41] increased [removed: 8%,] [added: 15%,] or [removed: $0.64] [added: $1.39] per share.

The per share impacts presented in the table below were calculated independently and [removed: may] [added: do] not sum to the total change in diluted EPS due to rounding.

| Fiscal Year Ended 30 September | | | [removed: 2021] | | | [added: | | | | | | 2022 | | | 2021 | | |] 2020 | | | [removed: (Decrease)] | | |

| Total Diluted EPS | | | [removed: $9.43] [added: $10.14] | | | [removed: $8.49] [added: $9.43] | | | [removed: $0.94] [added: $0.71] | | |

| Less: Diluted EPS from income [removed: (loss)] from discontinued operations | | | [removed: 0.32] [added: 0.06] | | | [removed: (0.06)] [added: 0.32] | | | [removed: 0.38] [added: (0.26)] | | |

| Diluted EPS From Continuing Operations | | | [removed: $9.12] [added: $10.08] | | | [removed: $8.55] [added: $9.12] | | | [removed: $0.57] [added: $0.96] | | |

| [removed: Volume(A)] [added: Volume] | | | [added: 8] | | [added: %] | | | | [removed: $—] [added: 5] | | [added: %] |

| Price, net of variable costs | | | | | | | | | [removed: 0.34] [added: 0.81] | | |

| Other costs | | | | | | | | | [removed: (0.46)] [added: (0.84)] | | |

| Currency | | | [added: (4] | | [added: %)] | | | | [removed: 0.35] [added: 4] | | [added: %] |

| Facility closure | | | | | | | | | [removed: (0.08)] [added: 0.08] | | |

[removed: | Company headquarters relocation income | | | | | | | | | (0.12) | | |][added: Company Headquarters Relocation Income]

| Gain on exchange with joint venture partner | | | | | | | | | [removed: 0.12] [added: (0.12)] | | |

| Total Operating Impacts | | | | | | | | | [removed: $0.15] [added: $0.22] | | |

[removed: | Equity affiliates' income | | | | | | | | | $0.23 | | |][added: Equity Affiliates’ Income]

[removed: | Interest expense | | | | | | | | | (0.12) | | |][added: Interest Expense]

[removed: | Other non-operating income (expense), net | | | | | | | | | 0.16 | | |][added: Other Non-Operating Income (Expense), Net]

| Change in effective tax rate, excluding discrete [removed: items] [added: item] below | | | | | | | | | [removed: 0.02] [added: 0.09] | | |

| India Finance Act 2020 | | | [added: —] | | | [added: —] | | | [removed: (0.06)] [added: (20.3)] | | |

| [2022 in Summary](#i3e0489144d384b6fb24d98993cd45ebe_55) | | | [22](#i3e0489144d384b6fb24d98993cd45ebe_55) | | |

| [2023 Outlook](#i3e0489144d384b6fb24d98993cd45ebe_58) | | | [25](#i3e0489144d384b6fb24d98993cd45ebe_58) | | |

We have updated our segment information to reflect the reorganization of our reporting segments effective 1 October 2021.

We provide reconciliations for any adjusted measures discussed within the "Reconciliations of Non-GAAP Financial Measures" section.

Russia's Invasion of Ukraine

In the fourth quarter of fiscal year 2022, we recorded a noncash charge of $73.7 ($61.0 after tax, or $0.27 per share) associated with the divestiture of our small industrial gas business in Russia, which generated annual sales of less than $25 in our Europe segment.

During the second quarter of fiscal year 2022, we suspended construction of a plant in Ukraine.

Our ability to complete the project and recover the carrying value of the assets, which was approximately $45 as of 30 September 2022, could be impacted by future events.

Annual sales generated from our business in Ukraine were less than $5 in our Europe segment.

Air Products and Chemicals, Inc., a Delaware corporation originally founded in 1940, has built a reputation for its innovative culture, operational excellence, and commitment to safety and the environment.

Our gases, equipment, and applications expertise enable our customers to improve their sustainability performance by increasing productivity, producing better quality products, reducing energy use, and lowering emissions.

- Americas;

- Asia;

- Europe;

- Middle East and India; and

2022 IN SUMMARY

Our fiscal year 2022 results demonstrate our employees' commitment to excellence and service to our customers as our earnings grew despite economic headwinds.

Our on-site business continued to provide stable cash flow due to the structure of our contracts, which generally contain fixed monthly charges and/or minimum purchase requirements.

These contracts also protected us from energy price fluctuations, particularly in Europe, due to pass-through provisions that allow us to recover the cost of energy.

Our merchant business also successfully implemented pricing actions to recover higher costs, including soaring energy prices, in our three largest regional segments and across most major product lines.

We also made progress on our growth strategy, including completion of an initial investment in the Jazan Integrated Gasification and Power Company ("JIGPC") joint venture.

JIGPC acquired the first phase of assets for the gasification and power project and began contributing to our results through equity affiliates' income in late October 2021.

Fiscal Year 2022 Highlights

- Sales of $12,698.6 increased 23%, or $2,375.6, due to higher energy cost pass-through to customers of 13%, higher volumes of 8%, and higher pricing of 6%, partially offset by unfavorable currency of 4% due to the strengthening of the U.S. Dollar.

Volume growth was driven by recovery in hydrogen, new assets, better merchant demand, and higher sale of equipment project activity.

In our merchant business, we successfully implemented pricing actions across the regional segments, particularly in Europe, to offset unprecedented power and fuel costs.

- Operating income of $2,338.8 increased 3%, or $57.4, as our pricing actions and higher volumes overcame unfavorable costs, including the loss on the divestiture of our Russia business, and currency.

Operating margin of 18.4% decreased 370 basis points (bp) from the prior year, primarily due to higher energy cost pass-through to customers and unfavorable costs.

- Equity affiliates' income of $481.5 increased 64%, or $187.4, driven by the JIGPC joint venture.

JIGPC began contributing to our results in the Middle East and India segment in late October 2021.

- Net income of $2,266.5 increased 7%, or $151.6, primarily due to higher pricing, net of power and fuel costs, higher volumes, and higher equity affiliates' income driven by JIGPC, partially offset by higher costs.

Net income margin of 17.8% decreased 270 bp, primarily due to higher energy cost pass-through to customers, as unfavorable costs offset the impact of higher equity affiliates' income.

- Adjusted EBITDA of $4,247.0 increased 9%, or $363.8, while adjusted EBITDA margin of 33.4% decreased 420 bp.

| Volume | | | | | | | | | $0.80 | | |

| Currency | | | | | | | | | (0.24) | | |

| Business and asset actions | | | | | | | | | (0.27) | | |

| Equity method investment impairment charge | | | | | | | | | (0.05) | | |

| Fiscal Year Ended 30 September | | | 2022 | | | 2021 | | | Increase (Decrease) | | |

| Diluted EPS From Continuing Operations | | | $10.08 | | | $9.12 | | | $0.96 | | |

| Business and asset actions | | | 0.27 | | | — | | | 0.27 | | |

| [2021 in Summary](#i8a533bac4083415496e38063318830c4_52) | | | [23](#i8a533bac4083415496e38063318830c4_52) | | |

| [2022 Outlook](#i8a533bac4083415496e38063318830c4_55) | | | [25](#i8a533bac4083415496e38063318830c4_55) | | |

The content of our Management's Discussion and Analysis has been updated pursuant to SEC disclosure modernization rules that are effective as of the date of this Annual Report.

This document was filed with the SEC on 19 November 2020.

[Table of](#i8a533bac4083415496e38063318830c4_10) [Contents](#i8a533bac4083415496e38063318830c4_10)

- Industrial Gases – Americas;

- Industrial Gases – EMEA (Europe, Middle East, and Africa);

- Industrial Gases – Asia;

- Industrial Gases – Global; and

On 4 November 2021, we announced the reorganization of our industrial gases segments effective 1 October 2021.

Refer to Note 24, *Subsequent Events*, for additional information.

2021 IN SUMMARY

In fiscal year 2021, we continued to execute our growth strategy, including announcement of several new gasification, carbon capture, and hydrogen projects that will drive the world’s energy transition from fossil fuels.

At the same time, we remained focused on our base business, delivering consistent results despite external challenges globally and absorbing costs for additional resources needed to support growth.

In the second half of the year, demand for most merchant products returned to pre-pandemic levels.

Fiscal year 2021 results are summarized below:

- Operating income of $2,281.4 increased 2%, or $43.8, and operating margin of 22.1% decreased 320 basis points ("bp").

- Net income of $2,114.9 increased 10%, or $183.8, and net income margin of 20.5% decreased 130 bp.

- Adjusted EBITDA of $3,883.2 increased 7%, or $263.4, and adjusted EBITDA margin of 37.6% decreased 330 bp.

| | | | | | | | | | Increase | | |

| Weighted average diluted shares | | | | | | | | | (0.01) | | |

(A)Despite higher sales volumes, the volume impact on diluted EPS was flat due to reduced contributions from our 60%-owned joint venture with Lu'An Clean Energy Company that we consolidate within our Industrial Gases – Asia segment.

The volume impact from the Lu'An facility is partially offset by the positive impact of lower net income being attributed to our joint venture partner within "Noncontrolling interests."

We believe our achievements in 2021 are just the beginning of our journey providing gasification, carbon capture, and hydrogen for mobility solutions to address the world’s most significant energy and environmental sustainability challenges.

For example, we expect our world-scale Jazan gasification project with Aramco, ACWA Power, and Air Products Qudra to begin contributing to our results in the first quarter of fiscal year 2022.

We expect to continue to pursue new, high-return opportunities that are aligned with our growth strategy and to add the resources necessary for project development and execution.

We remain committed to creating shareholder value through capital deployment and delivering increased dividends, as we have done for the past 39 consecutive years.

The duration and extent of ongoing global challenges, such as rising energy costs, energy consumption curtailment, and supply chain disruptions, remain uncertain.

For our merchant business, we plan to continue pricing actions to recover higher energy costs.

We expect higher costs from planned maintenance activities on our facilities in fiscal year 2022 and higher pension expense resulting from lower expected returns on assets.

Additionally, we expect the Lu’An facility to continue operating under the interim agreement discussed below through fiscal year 2022.

In fiscal year 2022, we will also continue to focus on our other sustainability goals, including our commitment to reduce our carbon dioxide emissions intensity and advance diversity and inclusion.

Beginning with our Quarterly Report on Form 10-Q for the first quarter of fiscal year 2022, segment results will be presented on a retrospective basis to reflect the reorganization.

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- |

Lu’An Clean Energy Company (“Lu’An”), a long-term onsite customer in Asia with which we have a consolidated joint venture, restarted its facility in the third quarter of fiscal year 2021 following successful completion of major maintenance work in September 2020.

Our facility resumed operations, and the joint venture is supplying product at reduced charges as agreed upon with Lu'An under a short-term agreement reached in the first quarter of fiscal year 2021.

As a result of this agreement, we recognized lower revenue in our Industrial Gases – Asia segment in each quarter of fiscal year 2021.

We expect this short-term reduction in charges to extend through fiscal year 2022.

For details on the types and use of these derivative instruments and related major accounting policies, refer to Note 1, [removed: *Major] [added: *Basis of Presentation and Major] Accounting Policies*, and Note 12, *Financial Instruments*, to the consolidated financial statements.

Our net financial instrument position decreased from a liability of [removed: $8,220.7] [added: $7,850.3] at 30 September [removed: 2020] [added: 2021] to a liability of [removed: $7,850.3] [added: $6,898.6] at 30 September [removed: 2021.][added: 2022.]

The market values for interest rate risk and foreign currency risk are calculated by us using a third-party software model that utilizes standard pricing models to determine the present value of the instruments based on market conditions as of the valuation date, such as interest rates, spot and forward exchange rates, and implied [removed: volatilities.][added: volatility.]

Our debt portfolio as of 30 September [removed: 2021 and 2020,] [added: 2021,] including the effect of currency and interest rate swap agreements, was composed of 89% fixed-rate debt and 11% variable-rate debt.

The sensitivity analysis related to the interest rate risk on the fixed portion of our debt portfolio assumes an instantaneous 100 bp parallel move in interest rates from the level at 30 September [removed: 2021,] [added: 2022,] with all other variables held constant.

A 100 bp increase in market interest rates would result in a decrease of [removed: $587] [added: $364] and [removed: $711] [added: $587] in the net liability position of financial instruments at 30 September [removed: 2021] [added: 2022] and [removed: 2020,] [added: 2021,] respectively.

A 100 bp decrease in market interest rates would result in an increase of [removed: $692] [added: $425] and [removed: $846] [added: $692] in the net liability position of financial instruments at 30 September [removed: 2021] [added: 2022] and [removed: 2020,] [added: 2021,] respectively.

Based on the variable-rate debt included in our debt portfolio, including the interest rate swap agreements, a 100 bp increase in interest rates would result in an additional [added: $16 and] $8 of interest incurred per year at 30 September [removed: 2021] [added: 2022] and [removed: 2020.][added: 2021, respectively.]

A 100 bp decline in interest rates would lower interest incurred by [added: $16 and] $8 per year at 30 September [removed: 2021] [added: 2022] and [removed: 2020.][added: 2021, respectively.]

The sensitivity analysis related to foreign currency exchange rates assumes an instantaneous 10% change in the foreign currency exchange rates from their levels at 30 September [removed: 2021] [added: 2022] and [removed: 2020,] [added: 2021,] with all other variables held constant.

A 10% strengthening or weakening of the functional currency of an entity versus all other currencies would result in a decrease or increase, respectively, of [removed: $343] [added: $165] and [removed: $360] [added: $343] in the net liability position of financial instruments at 30 September [removed: 2021] [added: 2022] and [removed: 2020,] [added: 2021,] respectively.

The decrease was primarily due to the effect of higher interest rates on the fair value of U.S. Dollar- and Euro-denominated fixed-rate debt and the effect of a stronger U.S Dollar on foreign currency-denominated debt.

Our debt portfolio as of 30 September 2022, including the effect of currency and interest rate swap agreements, was composed of 79% fixed-rate debt and 21% variable-rate debt.

The increase in variable-rate debt is primarily the result of a $600 million increase in the outstanding notional of fixed-to-variable interest rate swaps.

The lower decrease or increase from a 10% strengthening or weakening, respectively, was primarily due to the origination of project cost hedges that generate losses and increase the net liability position when the functional currency strengthens or generate gains and decrease the net liability position when the functional currency weakens.

[Table of](#i8a533bac4083415496e38063318830c4_10) [Contents](#i8a533bac4083415496e38063318830c4_10)

The decrease was primarily due to the repayment of a €350.0 million Eurobond ($428) on its maturity date in June 2021.

We [removed: are the world’s largest supplier of hydrogen and] have built leading positions in [added: several] growth [removed: markets] [added: markets,] such as [removed: helium] [added: hydrogen, helium,] and liquefied natural gas ("LNG") process technology and [removed: equipment.][added: equipment, and provide turbomachinery, membrane systems, and cryogenic containers globally.]

We [added: also] develop, engineer, build, own, and operate some of the world’s largest industrial gas [removed: projects, including gasification projects that sustainably convert abundant natural resources into syngas for the production of high-value power, fuels,] and [removed: chemicals and are developing carbon capture projects and world-scale low carbon and carbon-free] [added: carbon-capture projects, supplying clean] hydrogen [removed: projects] that will support global [removed: transportation] [added: transportation, industrial markets,] and [added: the broader] energy transition away from fossil fuels.

As used in this report, unless the context indicates otherwise, the terms “we,” “our,” “us,” the “Company,” "Air Products," or “registrant” include [removed: controlled subsidiaries, affiliates, and predecessors of Air Products and] our controlled subsidiaries and affiliates.

During the fiscal year ended 30 September [removed: 2021] [added: 2022] (“fiscal year [removed: 2021”),] [added: 2022”),] we reported our continuing operations in five reporting segments under which we managed our operations, assessed performance, and reported earnings: [removed: Industrial Gases –] Americas; [removed: Industrial Gases – EMEA (Europe,] [added: Asia; Europe;] Middle [removed: East,] [added: East] and [removed: Africa); Industrial Gases – Asia; Industrial Gases – Global;] [added: India;] and Corporate and other.

[removed: Industrial] [added: Industrial] Gases [removed: Business][added: Business]

Our [removed: Industrial Gases] [added: industrial gases] business produces [added: and sells] atmospheric gases, such as oxygen, nitrogen, and argon; process gases, such as hydrogen, helium, carbon dioxide (CO2), carbon monoxide, and [removed: syngas;] [added: syngas (a mixture of hydrogen] and [added: carbon monoxide); and] specialty gases.

Atmospheric gases are produced through various air separation processes, of which cryogenic is the most [removed: prevalent.][added: prevalent, while process gases are produced by methods other than air separation.]

[removed: Hydrogen is produced by purifying] [added: For the production of hydrogen, we purify] byproduct sources obtained from the chemical and petrochemical industries.

The regional [removed: Industrial Gases] segments supply gases, related equipment, and applications in the relevant region to diversified customers in many industries, including those in refining, chemicals, metals, electronics, manufacturing, [removed: and food] [added: medical,] and [removed: beverage.][added: food.]

We have hydrogen fueling stations that support commercial markets [removed: in California and Japan] as well as demonstration projects [removed: in Europe, Saudi Arabia, and other parts of Asia.][added: across the globe.]

As a result, we maintain an inventory of helium stored in our fleet of ISO containers as well as at the U.S. Bureau of Land Management underground storage facility in Amarillo, [added: Texas, and our storage cavern near Beaumont,] Texas.

- *Liquid Bulk*—Product is delivered in bulk [removed: (in] [added: in either] liquid or gaseous [removed: form) by] [added: form via] tanker or tube trailer and stored, usually in its liquid state, in equipment that we typically design and install at the customer’s site for vaporizing into a gaseous state as needed.

- *On-Site Gases*—Large quantities of hydrogen, nitrogen, oxygen, carbon monoxide, and syngas [removed: (a mixture of hydrogen and carbon monoxide)] are provided to customers, principally in the energy production and refining, chemical, [added: metals,] and [removed: metals] [added: electronics] industries worldwide, that require large volumes of gases and have relatively constant demand.

During fiscal year [removed: 2021,] [added: 2022,] no significant difficulties were encountered in obtaining adequate supplies of power and natural gas.

The regional [removed: Industrial Gases] [added: industrial gases] segments also include our share of the results of several joint ventures accounted for [removed: by] [added: under] the equity [removed: method, which we report in our financial statements as income from equity affiliates.][added: method.]

Overall regional industrial gases sales constituted approximately 92%, [removed: 94%,] [added: 92%,] and [removed: 96%] [added: 94%] of consolidated sales in fiscal years [added: 2022,] 2021, [removed: 2020,] and [removed: 2019,] [added: 2020,] respectively.

Sales of atmospheric gases constituted approximately [removed: 47%,] [added: 43%,] 47%, and [removed: 46%] [added: 47%] of consolidated sales in fiscal years [added: 2022,] 2021, [removed: 2020,] and [removed: 2019,] [added: 2020,] respectively, while sales of tonnage hydrogen, syngas, and related products constituted approximately [removed: 22%,] [added: 28%,] 22%, and [removed: 26%] [added: 22%] of consolidated sales in fiscal years [added: 2022,] 2021, [removed: 2020,] and [removed: 2019,] [added: 2020,] respectively.

[removed: Industrial] [added: Industrial] Gases [removed: Equipment][added: Equipment]

The [removed: Industrial Gases – Global] [added: Corporate and other] segment includes activity [removed: primarily] related to the sale of cryogenic and gas processing equipment for air separation.

The Corporate and other segment [removed: includes:] [added: also includes] our LNG equipment business, our Gardner Cryogenics business fabricating helium and hydrogen transport and storage containers, and our Rotoflow business, which manufactures turboexpanders and other precision rotating equipment.

Steel, aluminum, and capital equipment subcomponents [removed: (compressors, etc.)] [added: such as compressors] are the principal raw materials in the manufacturing of equipment.

Competition in the equipment business is based primarily on plant efficiency, service, technical [removed: know-how] [added: know-how,] and price, as well as schedule and plant performance guarantees.

Sale of equipment constituted approximately 8%, [removed: 6%,] [added: 8%,] and [removed: 4%] [added: 6%] of consolidated sales in fiscal years [added: 2022,] 2021, [removed: 2020,] and [removed: 2019,] [added: 2020,] respectively.

Through our subsidiaries, affiliates, and joint ventures accounted for using the equity method, we conduct business in [removed: 53] [added: approximately 50] countries outside the United States.

Our international businesses are subject to risks customarily encountered in foreign operations, including fluctuations in foreign currency exchange rates and controls, tariffs, trade sanctions, [removed: and] import and export controls, and other economic, political, and regulatory policies of local governments described in Item 1A, *Risk Factors*, below.

We have majority or wholly owned foreign subsidiaries that operate in [removed: Canada; 18 European] [added: Canada and approximately 20] countries [added: in Europe] (including the Netherlands, [added: Poland,] Spain, and the [added: countries of the] United Kingdom); [removed: 11 Asian] [added: approximately 10] countries [added: and regions in Asia] (including China, South Korea, and Taiwan); [removed: seven Latin American] [added: approximately 10] countries [added: in Latin America] (including Brazil and Chile); [removed: six] [added: approximately five] countries in the Middle East (including Saudi [removed: Arabia),] [added: Arabia] and [removed: three African countries.][added: Israel), and approximately five countries in Africa.]

We also own less-than-controlling interests in entities operating in Europe, Asia, Latin America, the Middle East, and [removed: Africa (including China, India, Italy, Mexico, Oman, Saudi Arabia, South Africa, and Thailand).][added: Africa.]

Financial information about our foreign operations and investments is included in Note 7, [removed: *Summarized Financial Information of Equity] [added: *Equity] Affiliates*; Note 21, *Income Taxes*; and Note 23, *Business Segment and Geographic Information*, to the consolidated financial statements included under Item 8, below.

Information about foreign currency translation is included under “Foreign Currency” in Note 1, [removed: *Major] [added: *Basis of Presentation and Major] Accounting Policies*, and information on our exposure to currency fluctuations is included in Note 12, *Financial Instruments*, to the consolidated financial statements, included under Item 8, below, and in “Foreign Currency Exchange Rate Risk,” included under Item 7A, below.

We conduct research and development principally in our laboratories located in the United States [removed: (Trexlertown,] [added: (Allentown,] Pennsylvania), the United Kingdom (Basingstoke and Carrington), Spain (Barcelona), China (Shanghai), and Saudi Arabia (Dhahran).

During fiscal year [removed: 2021,] [added: 2022,] we owned approximately [removed: 780] [added: 674] United States patents, approximately [removed: 3,480] [added: 3,245] foreign patents, and were a licensee under certain patents owned by others.

Our accounting policy for environmental expenditures is discussed in Note 1, [removed: *Major] [added: *Basis of Presentation and Major] Accounting Policies*, and environmental loss contingencies are discussed in Note 16, *Commitments and Contingencies*, to the consolidated financial statements, included under Item 8, below.

In Ontario, Environment & Climate Change Canada’s Output Based Pricing System (“OBPS”) [removed: is currently in effect, however, effective 1 January 2022, Ontario’s] [added: was replaced by the] GHG Emissions Performance Standards [added: ("EPS")] program [removed: will be used in lieu of adherence to the OBPS.][added: beginning 1 January 2022.]

We see significant opportunities for [removed: gasification, carbon capture technologies and] hydrogen for mobility and energy [removed: transition.][added: transition, carbon capture technologies, and gasification.]

We estimate that we spent approximately [removed: $8] [added: $10] million, [removed: $4] [added: $8] million, and [removed: $5] [added: $4] million in fiscal years [added: 2022,] 2021, [removed: 2020,] and [removed: 2019,] [added: 2020,] respectively, on capital projects reflected in continuing operations to control pollution.

Capital expenditures to control pollution are estimated to be approximately [removed: $8] [added: $11] million in both fiscal years [removed: 2022] [added: 2023] and [removed: 2023.][added: 2024.]

Our goal is to be the safest, most [removed: diverse] [added: diverse,] and most profitable industrial gas company in the world, providing excellent service to our customers.

Our [removed: talent related] [added: talent-related] initiatives, including employee recruitment and development, diversity and [removed: inclusion] [added: inclusion,] and compensation and benefit programs, [removed: are focused] [added: focus] on building and retaining the world-class [removed: and talented staff that is] [added: talent] needed to [removed: meet] [added: execute] our [removed: goals.][added: two-pillar growth strategy and fulfill Air Products' higher purpose.]

[removed: On] [added: As of] 30 September [removed: 2021,] [added: 2022,] we had approximately [removed: 20,875] [added: 21,900] employees, of [removed: whom approximately 20,625] [added: which over 90%] were [added: working] full-time and [removed: approximately 15,575] [added: 62%] were located outside the United States.

Our [removed: 2021] Sustainability Report details our growth strategy and the role our [removed: most valuable asset and our competitive advantage, our employees,] [added: employees] play in achieving our goals.

About Air Products

Air Products and Chemicals, Inc., a Delaware corporation originally founded in 1940, provides essential industrial gases, related equipment, and applications expertise to customers around the world.

We have a sustainability-driven two-pillar growth strategy that includes expansion and efficient operation of our core industrial gases business and execution of projects that provide world-scale clean hydrogen.

We serve customers in dozens of industries, including refining, chemicals, metals, electronics, manufacturing, medical, and food.

Today, we primarily produce hydrogen from hydrocarbons without carbon capture.

Our newer energy transition projects are focused on producing clean hydrogen from hydrocarbons with carbon capture (known as “blue hydrogen”) as well as from renewable energy (known as “green hydrogen”).

Our share of our investees' net earnings is primarily presented net of income taxes within “Equity affiliates’ income" on our consolidated income statements.

The carrying value of our equity method investments is reflected as "Investment in net assets of and advances to equity affiliates" on our consolidated balance sheets.

In Singapore, the Carbon Pricing Tax Act was implemented effective 1 January 2019.

In Taiwan, Greenhouse Gases Emissions Registration and Verification Management Act will be enforced beginning in 2023.

Sustainability

Through our "Grow–Conserve–Care" approach to sustainability, we are growing responsibly alongside our customers through sustainability-driven opportunities, conserving resources, and caring for our employees and communities.

Our latest Sustainability Report is available at www.airproducts.com/company/sustainability/sustainability-report.

The information posted on our website, including our Sustainability Report, is not incorporated by reference into, and does not form part of, this Annual Report on Form 10-K.

During fiscal 2022, we announced new sustainability goals, including a commitment to $15 billion in energy transition projects through 2027.

We are living this commitment, putting sustainability in action through our major global projects that will support the energy transition.

Human Capital Management

Approximately 17% of our total workforce is covered by such agreements.

Overall, we have a corporate strategy supported by our leaders and enabled by a positive organizational culture.

For more information on these initiatives and to access our most recent Equal Employment Opportunity EEO-1 Report, please refer to our Diversity, Inclusion and Belonging website at www.airproducts.com/company/diversity.

The information posted on our website is not incorporated by reference into, and does not form part of, this Annual Report on Form 10-K.

Air Products and Chemicals, Inc., a Delaware corporation originally founded in 1940, serves customers globally with a unique portfolio of products, services, and solutions that include atmospheric gases, process and specialty gases, equipment, and services.

Focused on serving energy, environment and emerging markets, we provide essential industrial gases, related equipment, and applications expertise to customers in dozens of industries, including refining, chemicals, metals, electronics, manufacturing, and food and beverage.

[Table of](#i8a533bac4083415496e38063318830c4_10) [Contents](#i8a533bac4083415496e38063318830c4_10)

On 4 November 2021, we announced the reorganization of our industrial gases segments effective 1 October 2021.

Refer to Note 24, *Subsequent Events*, for additional information.

Process gases are produced by methods other than air separation.

Our backlog of equipment orders was approximately $1.3 billion on 30 September 2021 (as compared to a total backlog of approximately $1.6 billion on 30 September 2020).

We estimate that approximately half of the total equipment sales backlog as of 30 September 2021 will be recognized as revenue during fiscal year 2022, dependent on execution schedules of the relevant projects.

Employees

We consider relations with our employees to be good.

Our 2021 Sustainability Report details how we care for our employees.

Since the publication of our 2021 Sustainability Report, we have announced goals to further increase the percentage of women and U.S. minorities in professional and managerial roles.

Due to significant increase of our U.S. minority representation, our new 2025 diversity goal is to achieve at least 30 percent U.S. minority representation in professional and managerial roles.

A gender pay equity analysis completed by a third-party in 2020 resulted in no significant adverse findings for minorities in the U.S. and for females globally.

We value the contributions of our employees, particularly in the face of the challenges posed by the COVID-19 pandemic.

Many of our employees are on the front line during the pandemic, keeping our plants running and delivering to our customers the products they need.

When possible, employees have been working from home to help maintain their health and safety as well as business continuity.

We have not laid off any of our employees or reduced their salaries due to COVID-19.

Presently there are [removed: 31] [added: 30] sites on which a final settlement has not been reached where we, [added: usually] along with others, have been designated a potentially responsible party by the Environmental Protection Agency or is otherwise engaged in investigation or remediation, including cleanup activity at certain of its current and former manufacturing sites.

Additional information on our environmental exposure is included under Item 1, Business–Environmental Regulation, and Note 16, [removed: Commitments] [added: *Commitments] and [removed: Contingencies,] [added: Contingencies*,] to the consolidated financial statements.

CADE imposed a civil fine of R$179.2 million (approximately $33 million at 30 September [removed: 2021)] [added: 2022)] on Air Products Brasil Ltda.

In the event of an adverse final judgment, we estimate the maximum possible loss to be the full amount of the fine of R$179.2 million (approximately $33 million at 30 September [removed: 2021)] [added: 2022)] plus interest accrued thereon until final disposition of the proceedings.

We [removed: are currently] [added: remain] in [removed: the early stages of] litigation of a dispute regarding energy management services related to the impact of this [removed: unusual] event, and other disputes may arise from such power price increases.

[Table of](#i8a533bac4083415496e38063318830c4_10) [Contents](#i8a533bac4083415496e38063318830c4_10)

| | | | For the fiscal year ended 30 September [removed: 2021] [added: 2022] | | |

[removed: ][added: ]

AIR PRODUCTS AND CHEMICALS, [removed: INC.][added: INC. and Subsidiaries]

The aggregate market value of the voting stock held by non-affiliates of the registrant on 31 March [removed: 2021] [added: 2022] was approximately [removed: $62.1] [added: $55.3] billion.

The number of shares of common stock [added: issued and] outstanding as of 31 October [removed: 2021] [added: 2022] was [removed: 221,460,382.][added: 221,865,971.]

Portions of the registrant’s definitive Proxy Statement for the Annual Meeting of Shareholders to be held on [removed: 3 February 2022] [added: 26 January 2023] are incorporated by reference into Part III.

For the fiscal year ended 30 September [removed: 2021][added: 2022]

| ITEM 1. | | | [removed: [BUSINESS](#i8a533bac4083415496e38063318830c4_19)] [added: [BUSINESS](#i3e0489144d384b6fb24d98993cd45ebe_19)] | | | [removed: [4](#i8a533bac4083415496e38063318830c4_19)] [added: [5](#i3e0489144d384b6fb24d98993cd45ebe_19)] | | |

| ITEM 1A. | | | [RISK [removed: FACTORS](#i8a533bac4083415496e38063318830c4_22)] [added: FACTORS](#i3e0489144d384b6fb24d98993cd45ebe_22)] | | | [removed: [10](#i8a533bac4083415496e38063318830c4_22)] [added: [10](#i3e0489144d384b6fb24d98993cd45ebe_22)] | | |

| ITEM 1B. | | | [UNRESOLVED STAFF [removed: COMMENTS](#i8a533bac4083415496e38063318830c4_25)] [added: COMMENTS](#i3e0489144d384b6fb24d98993cd45ebe_25)] | | | [removed: [17](#i8a533bac4083415496e38063318830c4_25)] [added: [17](#i3e0489144d384b6fb24d98993cd45ebe_25)] | | |

| ITEM 2. | | | [removed: [PROPERTIES](#i8a533bac4083415496e38063318830c4_28)] [added: [PROPERTIES](#i3e0489144d384b6fb24d98993cd45ebe_28)] | | | [removed: [17](#i8a533bac4083415496e38063318830c4_28)] [added: [17](#i3e0489144d384b6fb24d98993cd45ebe_28)] | | |

| ITEM 3. | | | [LEGAL [removed: PROCEEDINGS](#i8a533bac4083415496e38063318830c4_31)] [added: PROCEEDINGS](#i3e0489144d384b6fb24d98993cd45ebe_31)] | | | [removed: [18](#i8a533bac4083415496e38063318830c4_31)] [added: [18](#i3e0489144d384b6fb24d98993cd45ebe_31)] | | |

| ITEM 4. | | | [MINE SAFETY [removed: DISCLOSURES](#i8a533bac4083415496e38063318830c4_34)] [added: DISCLOSURES](#i3e0489144d384b6fb24d98993cd45ebe_34)] | | | [removed: [19](#i8a533bac4083415496e38063318830c4_34)] [added: [19](#i3e0489144d384b6fb24d98993cd45ebe_34)] | | |

| ITEM 5. | | | [MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS, AND ISSUER PURCHASES OF EQUITY [removed: SECURITIES](#i8a533bac4083415496e38063318830c4_40)] [added: SECURITIES](#i3e0489144d384b6fb24d98993cd45ebe_40)] | | | [removed: [20](#i8a533bac4083415496e38063318830c4_40)] [added: [19](#i3e0489144d384b6fb24d98993cd45ebe_40)] | | |

| ITEM 6. | | | [removed: [RESERVED](#i8a533bac4083415496e38063318830c4_43)] [added: [RESERVED](#i3e0489144d384b6fb24d98993cd45ebe_43)] | | | [removed: [21](#i8a533bac4083415496e38063318830c4_43)] [added: [20](#i3e0489144d384b6fb24d98993cd45ebe_43)] | | |

| ITEM 7. | | | [MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF [removed: OPERATIONS](#i8a533bac4083415496e38063318830c4_46)] [added: OPERATIONS](#i3e0489144d384b6fb24d98993cd45ebe_49)] | | | [removed: [22](#i8a533bac4083415496e38063318830c4_46)] [added: [21](#i3e0489144d384b6fb24d98993cd45ebe_49)] | | |

| ITEM 7A. | | | [QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET [removed: RISK](#i8a533bac4083415496e38063318830c4_112)] [added: RISK](#i3e0489144d384b6fb24d98993cd45ebe_115)] | | | [removed: [46](#i8a533bac4083415496e38063318830c4_112)] [added: [51](#i3e0489144d384b6fb24d98993cd45ebe_115)] | | |

| ITEM 8. | | | [FINANCIAL STATEMENTS AND SUPPLEMENTARY [removed: DATA](#i8a533bac4083415496e38063318830c4_115)] [added: DATA](#i3e0489144d384b6fb24d98993cd45ebe_118)] | | | [removed: [48](#i8a533bac4083415496e38063318830c4_115)] [added: [53](#i3e0489144d384b6fb24d98993cd45ebe_118)] | | |

| ITEM 9. | | | [CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL [removed: DISCLOSURE](#i8a533bac4083415496e38063318830c4_229)] [added: DISCLOSURE](#i3e0489144d384b6fb24d98993cd45ebe_229)] | | | [removed: [111](#i8a533bac4083415496e38063318830c4_229)] [added: [116](#i3e0489144d384b6fb24d98993cd45ebe_229)] | | |

| ITEM 9A. | | | [CONTROLS AND [removed: PROCEDURES](#i8a533bac4083415496e38063318830c4_232)] [added: PROCEDURES](#i3e0489144d384b6fb24d98993cd45ebe_232)] | | | [removed: [111](#i8a533bac4083415496e38063318830c4_232)] [added: [117](#i3e0489144d384b6fb24d98993cd45ebe_232)] | | |

| ITEM 9B. | | | [OTHER [removed: INFORMATION](#i8a533bac4083415496e38063318830c4_235)] [added: INFORMATION](#i3e0489144d384b6fb24d98993cd45ebe_235)] | | | [removed: [111](#i8a533bac4083415496e38063318830c4_235)] [added: [117](#i3e0489144d384b6fb24d98993cd45ebe_235)] | | |

| ITEM 10. | | | [DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE [removed: GOVERNANCE](#i8a533bac4083415496e38063318830c4_241)] [added: GOVERNANCE](#i3e0489144d384b6fb24d98993cd45ebe_241)] | | | [removed: [112](#i8a533bac4083415496e38063318830c4_241)] [added: [118](#i3e0489144d384b6fb24d98993cd45ebe_241)] | | |

| ITEM 11. | | | [EXECUTIVE [removed: COMPENSATION](#i8a533bac4083415496e38063318830c4_244)] [added: COMPENSATION](#i3e0489144d384b6fb24d98993cd45ebe_244)] | | | [removed: [112](#i8a533bac4083415496e38063318830c4_244)] [added: [118](#i3e0489144d384b6fb24d98993cd45ebe_244)] | | |

| ITEM 12. | | | [SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER [removed: MATTERS](#i8a533bac4083415496e38063318830c4_247)] [added: MATTERS](#i3e0489144d384b6fb24d98993cd45ebe_247)] | | | [removed: [112](#i8a533bac4083415496e38063318830c4_247)] [added: [118](#i3e0489144d384b6fb24d98993cd45ebe_247)] | | |

| ITEM 13. | | | [CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR [removed: INDEPENDENCE](#i8a533bac4083415496e38063318830c4_253)] [added: INDEPENDENCE](#i3e0489144d384b6fb24d98993cd45ebe_253)] | | | [removed: [112](#i8a533bac4083415496e38063318830c4_253)] [added: [118](#i3e0489144d384b6fb24d98993cd45ebe_253)] | | |

| ITEM 14. | | | [PRINCIPAL ACCOUNTANT FEES AND [removed: SERVICES](#i8a533bac4083415496e38063318830c4_256)] [added: SERVICES](#i3e0489144d384b6fb24d98993cd45ebe_256)] | | | [removed: [112](#i8a533bac4083415496e38063318830c4_256)] [added: [118](#i3e0489144d384b6fb24d98993cd45ebe_256)] | | |

| ITEM 15. | | | [EXHIBITS AND FINANCIAL STATEMENT [removed: SCHEDULES](#i8a533bac4083415496e38063318830c4_262)] [added: SCHEDULES](#i3e0489144d384b6fb24d98993cd45ebe_262)] | | | [removed: [113](#i8a533bac4083415496e38063318830c4_262)] [added: [119](#i3e0489144d384b6fb24d98993cd45ebe_262)] | | |

| ITEM 16. | | | [FORM 10-K [removed: SUMMARY](#i8a533bac4083415496e38063318830c4_265)] [added: SUMMARY](#i3e0489144d384b6fb24d98993cd45ebe_265)] | | | [removed: [113](#i8a533bac4083415496e38063318830c4_265)] [added: [119](#i3e0489144d384b6fb24d98993cd45ebe_265)] | | |

| [INDEX TO [removed: EXHIBITS](#i8a533bac4083415496e38063318830c4_268)] [added: EXHIBITS](#i3e0489144d384b6fb24d98993cd45ebe_268)] | | | | | | [removed: [114](#i8a533bac4083415496e38063318830c4_268)] [added: [120](#i3e0489144d384b6fb24d98993cd45ebe_268)] | | |

- changes in [removed: global or regional economic conditions, inflation, and supply and demand dynamics in] the [removed: market segments we serve, or in the] financial markets that may affect the availability and terms on which we may obtain financing;

- our ability to [added: safely] develop, operate, and manage costs of large-scale and technically complex [removed: projects, including gasification and hydrogen] projects;

- our ability to develop, implement, and operate new [added: technologies and to market products produced utilizing new] technologies;

- the impact of environmental, tax, [added: safety,] or other legislation, as well as regulations and other public policy initiatives affecting our business and the business of our affiliates and related compliance requirements, including legislation, regulations, or policies intended to address global climate change;

- catastrophic events, such as natural disasters and extreme weather events, public health crises, acts of war, [added: including Russia's invasion of Ukraine and the ongoing civil war in Yemen,] or terrorism;

- availability and cost of electric power, natural gas, and other raw materials; [removed: and]

| [SIGNATURES](#i3e0489144d384b6fb24d98993cd45ebe_271) | | | | | | [123](#i3e0489144d384b6fb24d98993cd45ebe_271) | | |

- changes in global or regional economic conditions, inflation, and supply and demand dynamics in the market segments we serve, including demand for technologies and projects to limit the impact of global climate change;

- safety incidents relating to our operations;

| [SIGNATURES](#i8a533bac4083415496e38063318830c4_271) | | | | | | [117](#i8a533bac4083415496e38063318830c4_271) | | |

[Table of](#i8a533bac4083415496e38063318830c4_10) [Contents](#i8a533bac4083415496e38063318830c4_10)

Air Products and Chemicals, Inc. owns its principal administrative offices [removed: in Trexlertown, Pennsylvania, and] [added: located at] the Company's new global headquarters and co-located research and development facility in Allentown, Pennsylvania, as well as regional offices in Hersham, England; Medellin, Colombia; and Santiago, Chile.

We lease administrative offices in the United States, Canada, Spain, Malaysia, and China [added: primarily] for our [removed: Global] [added: Finance and] Business [removed: Support] [added: Services] organization.

This business segment currently operates from over [removed: 425] [added: 450] production and distribution facilities in North and South America.

Management and sales support is based in our [removed: Trexlertown,] [added: Allentown,] Medellin, and Santiago offices referred to above, and at 12 leased properties located throughout North and South America.

This business segment currently operates from over 200 production and distribution facilities in Europe, [removed: the Middle East, India, and Africa,] approximately one-third of which are on owned property.

Management and sales support for this business segment is based in Hersham, England, referred to above; Barcelona, Spain; and at [removed: 16] [added: 15] leased regional office sites and [removed: 15] [added: 10] leased local office sites, located throughout the region.

This business segment currently operates from over [removed: 200] [added: 250] production and distribution facilities within Asia, approximately 25% of which are on owned property or long-duration term grants.

[removed: Management, sales,] [added: Our Corporate] and [removed: engineering support for this business] [added: other] segment [removed: is] [added: also has management, sales, engineering support, and corporate administrative functions that are] based in our [removed: principal] administrative offices [removed: noted] [added: referred to] above.

[removed: Equipment] [added: This business segment includes our sale of equipment businesses for which equipment] is manufactured in Missouri in the United States and Shanghai, China.

The LNG business operates a manufacturing facility in Florida in the United States with management, engineering, and sales support based in the [removed: Trexlertown] [added: Allentown] offices referred to above.

The Rotoflow business operates manufacturing and service facilities in Texas and Pennsylvania in the United States with management, engineering, and sales support based in the [removed: Trexlertown] [added: Allentown] offices referred to above and a nearby leased office.

Americas

Asia

Europe

Middle East and India

This business segment currently operates from over 15 production and distribution facilities in the Middle East and India, all of which are leasehold properties.

Management and sales support for this business segment are based in Dharan, Saudi Arabia; Dubai, United Arab Emirates; and Pune, India; as well as nine leased local office sites located throughout the region.

Industrial Gases – Americas

Industrial Gases – EMEA

Industrial Gases – Asia

[Table of](#i8a533bac4083415496e38063318830c4_10) [Contents](#i8a533bac4083415496e38063318830c4_10)

Industrial Gases – Global

Corporate administrative functions are based in our administrative offices referred to above.

[Table of](#i8a533bac4083415496e38063318830c4_10) [Contents](#i8a533bac4083415496e38063318830c4_10)

Our common stock is listed on the New York Stock Exchange under the symbol "APD." As of 31 October [removed: 2021,] [added: 2022,] there were [removed: 4,722] [added: 4,599] record holders of our common stock.

Dividend information for each quarter of fiscal years [removed: 2021] [added: 2022] and [removed: 2020] [added: 2021] is summarized below:

| Fourth quarter | | | [removed: $1.50] [added: $1.62] | | | [removed: $1.34] [added: $1.50] | | |

| Third quarter | | | [removed: $1.50] [added: $1.62] | | | [removed: $1.34] [added: $1.50] | | |

| Second quarter | | | [removed: $1.50] [added: $1.62] | | | [removed: $1.34] [added: $1.50] | | |

| First quarter | | | [removed: $1.34] [added: $1.50] | | | [removed: $1.16] [added: $1.34] | | |

| Total | | | [removed: $5.84] [added: $6.36] | | | [removed: $5.18] [added: $5.84] | | |

There were no purchases of stock during fiscal year [removed: 2021.][added: 2022.]

[removed: At] [added: As of] 30 September [removed: 2021,] [added: 2022,] $485.3 million in share repurchase authorization remained.

[removed: Additional] [added: Any future] purchases will be completed at our discretion while maintaining sufficient funds for investing in our business and pursuing growth opportunities.

[removed: ][added: ]

| | | | Sept [removed: 2016 | | | Sept] 2017 | | | Sept 2018 | | | Sept 2019 | | | Sept 2020 | | | Sept 2021 | | | [added: Sept 2022 | | |]

| | | | 2022 | | | 2021 | | |

| Air Products & Chemicals, Inc. | | | 100 | | | 114 | | | 155 | | | 213 | | | 187 | | | 174 | | |

| S&P 500 Index | | | 100 | | | 118 | | | 123 | | | 141 | | | 184 | | | 155 | | |

| S&P 500 Materials Index | | | 100 | | | 104 | | | 107 | | | 120 | | | 152 | | | 133 | | |

| | | | 2021 | | | 2020 | | |

[Table of](#i8a533bac4083415496e38063318830c4_10) [Contents](#i8a533bac4083415496e38063318830c4_10)

| Air Products & Chemicals, Inc. | | | 100 | | | 112 | | | 127 | | | 173 | | | 238 | | | 209 | | |

| S&P 500 Index | | | 100 | | | 119 | | | 140 | | | 146 | | | 168 | | | 218 | | |

| S&P 500 Materials Index | | | 100 | | | 121 | | | 126 | | | 130 | | | 145 | | | 184 | | |

[Table of](#i8a533bac4083415496e38063318830c4_10) [Contents](#i8a533bac4083415496e38063318830c4_10)

| [Management's Report on Internal Control Over Financial [removed: Reporting](#i8a533bac4083415496e38063318830c4_118)] [added: Reporting](#i3e0489144d384b6fb24d98993cd45ebe_121)] | | | [removed: [49](#i8a533bac4083415496e38063318830c4_118)] [added: [54](#i3e0489144d384b6fb24d98993cd45ebe_121)] | | |

| [Report of Deloitte & Touche LLP, Independent Registered Public Accounting [removed: Firm](#i8a533bac4083415496e38063318830c4_121)] [added: Firm](#i3e0489144d384b6fb24d98993cd45ebe_124) (PCAOB ID No. 34)] | | | [removed: [50](#i8a533bac4083415496e38063318830c4_121)] [added: [55](#i3e0489144d384b6fb24d98993cd45ebe_124)] | | |

| [Consolidated Income Statements – Fiscal Years Ended 30 September [added: 2022,] 2021, [removed: 2020,] and [removed: 2019](#i8a533bac4083415496e38063318830c4_127)] [added: 2020](#i3e0489144d384b6fb24d98993cd45ebe_127)] | | | [removed: [53](#i8a533bac4083415496e38063318830c4_127)] [added: [58](#i3e0489144d384b6fb24d98993cd45ebe_127)] | | |

| [Consolidated Comprehensive Income Statements – Fiscal Years Ended 30 September [added: 2022,] 2021, [removed: 2020,] and [removed: 2019](#i8a533bac4083415496e38063318830c4_130)] [added: 2020](#i3e0489144d384b6fb24d98993cd45ebe_130)] | | | [removed: [54](#i8a533bac4083415496e38063318830c4_130)] [added: [59](#i3e0489144d384b6fb24d98993cd45ebe_130)] | | |

| [Consolidated Balance Sheets – 30 September [removed: 2021] [added: 2022] and [removed: 2020](#i8a533bac4083415496e38063318830c4_133)] [added: 2021](#i3e0489144d384b6fb24d98993cd45ebe_133)] | | | [removed: [55](#i8a533bac4083415496e38063318830c4_133)] [added: [60](#i3e0489144d384b6fb24d98993cd45ebe_133)] | | |

| [Consolidated Statements of Cash Flows – Fiscal Years Ended 30 September [added: 2022,] 2021, [removed: 2020,] and [removed: 2019](#i8a533bac4083415496e38063318830c4_136)] [added: 2020](#i3e0489144d384b6fb24d98993cd45ebe_136)] | | | [removed: [56](#i8a533bac4083415496e38063318830c4_136)] [added: [61](#i3e0489144d384b6fb24d98993cd45ebe_136)] | | |

| [Consolidated Statements of Equity – Fiscal Years Ended 30 September [added: 2022,] 2021, [removed: 2020,] and [removed: 2019](#i8a533bac4083415496e38063318830c4_139)] [added: 2020](#i3e0489144d384b6fb24d98993cd45ebe_139)] | | | [removed: [57](#i8a533bac4083415496e38063318830c4_139)] [added: [62](#i3e0489144d384b6fb24d98993cd45ebe_139)] | | |

| [Notes to Consolidated Financial [removed: Statements](#i8a533bac4083415496e38063318830c4_142)] [added: Statements](#i3e0489144d384b6fb24d98993cd45ebe_142)] | | | [removed: [58](#i8a533bac4083415496e38063318830c4_142)] [added: [63](#i3e0489144d384b6fb24d98993cd45ebe_142)] | | |

(ii)provide reasonable assurance that [removed: the] transactions are recorded as necessary to permit preparation of financial statements in accordance with U.S. generally accepted accounting principles, and that receipts and expenditures of the Company are being made only in accordance with authorizations of management and directors of the Company; and

Based on this evaluation, management concluded that, as of 30 September [removed: 2021,] [added: 2022,] the Company’s internal control over financial reporting was effective.

Deloitte & Touche LLP, an independent registered public accounting firm, has issued its opinion on the Company’s internal control over financial reporting as of 30 September [removed: 2021] [added: 2022] as stated in its report which appears herein.

We have audited the accompanying consolidated balance sheets of Air Products and Chemicals, Inc. and subsidiaries (the "Company") as of September 30, [removed: 2021] [added: 2022] and [removed: 2020,] [added: 2021,] the related consolidated income statements, comprehensive income statements, statements of equity, and statements of cash flows, for each of the three years in the period ended September 30, [removed: 2021,] [added: 2022,] and the related notes (collectively referred to as the "financial statements").

We also have audited the Company’s internal control over financial reporting as of September 30, [removed: 2021,] [added: 2022,] based on criteria established in Internal Control — Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of the Company as of September 30, [removed: 2021] [added: 2022] and [removed: 2020,] [added: 2021,] and the results of its operations and its cash flows for each of the three years in the period ended September 30, [removed: 2021,] [added: 2022,] in conformity with accounting principles generally accepted in the United States of America.

Also, in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of September 30, [removed: 2021,] [added: 2022,] based on criteria established in Internal Control — Integrated Framework (2013) issued by COSO.

[removed: Critical] [added: Critical] Audit Matter [removed: Description][added: Description]

We identified revenue recognition for certain on-site industrial gas customer contracts with complex terms and provisions as a critical audit matter because of the judgments necessary for management to evaluate these contract terms, including amendments, [removed: when determining] [added: in order to determine] the amount of revenue to be recognized.

This required a high degree of auditor judgment when performing procedures to audit management’s [removed: identification and assessment] [added: determination] of [removed: contract terms when determining] the amount and timing of revenue recognition and evaluating the results of those procedures.

[removed: How] [added: How] the Critical Audit Matter Was Addressed in the [removed: Audit][added: Audit]

Our audit procedures related to [removed: complex contracts with customers for sales] [added: the application] of [removed: equipment] [added: the VIE accounting model for certain joint ventures] included the following, among others:

[removed: (Millions] [added: | *(Millions] of [removed: dollars,] [added: U.S. Dollars,] except for share and per share [removed: data)][added: data)* | | | 2022 | | | 2021 | | |]

| [removed: Fiscal] [added: Fiscal] Year Ended 30 [removed: September] [added: September] | | | [removed: 2021] | | | [removed: 2020] [added: 2022] | | | [removed: 2019] | | | [added: 2021 | | | | | | 2020 | | |]

| Sales | | | [removed: $10,323.0] [added: $12,698.6] | | | [removed: $8,856.3] [added: $10,323.0] | | | [removed: $8,918.9] [added: $8,856.3] | | |

| Cost of sales | | | [removed: 7,186.1] [added: 9,338.5] | | | [removed: 5,858.1] [added: 7,186.1] | | | [removed: 5,975.5] [added: 5,858.1] | | |

| Facility closure | | | [removed: 23.2] [added: —] | | | [removed: —] [added: 23.2] | | | [removed: 29.0] [added: —] | | |

| Selling and administrative | | | [removed: 828.4] [added: 900.6] | | | [removed: 775.9] [added: 828.4] | | | [removed: 750.0] [added: 775.9] | | |

| Research and development | | | [removed: 93.5] [added: 102.9] | | | [removed: 83.9] [added: 93.5] | | | [removed: 72.9] [added: 83.9] | | |

| Gain on exchange with joint venture partner | | | [removed: 36.8] [added: —] | | | [removed: —] [added: 36.8] | | | [removed: 29.1] [added: —] | | |

| Company headquarters relocation income (expense) | | | — | | | [removed: 33.8] [added: —] | | | [removed: —] [added: 33.8] | | |

| Other income (expense), net | | | [removed: 52.8] [added: 55.9] | | | [removed: 65.4] [added: 52.8] | | | [removed: 49.3] [added: 65.4] | | |

| Operating Income | | | [removed: 2,281.4] [added: 2,338.8] | | | [removed: 2,237.6] [added: 2,281.4] | | | [removed: 2,144.4] [added: 2,237.6] | | |

| Equity affiliates' income | | | [removed: 294.1] [added: 481.5] | | | [removed: 264.8] [added: 294.1] | | | [removed: 215.4] [added: 264.8] | | |

| Interest expense | | | [removed: 141.8] [added: 128.0] | | | [removed: 109.3] [added: 141.8] | | | [removed: 137.0] [added: 109.3] | | |

| Other non-operating income (expense), net | | | [removed: 73.7] [added: 62.4] | | | [removed: 30.7] [added: 73.7] | | | [removed: 66.7] [added: 30.7] | | |

| Income From Continuing Operations Before Taxes | | | [removed: 2,507.4] [added: 2,754.7] | | | [removed: 2,423.8] [added: 2,507.4] | | | [removed: 2,289.5] [added: 2,423.8] | | |

| Income tax provision | | | [removed: 462.8] [added: 500.8] | | | [removed: 478.4] [added: 462.8] | | | [removed: 480.1] [added: 478.4] | | |

| Income From Continuing Operations | | | [removed: 2,044.6] [added: 2,253.9] | | | [removed: 1,945.4] [added: 2,044.6] | | | [removed: 1,809.4] [added: 1,945.4] | | |

| Income (Loss) from discontinued operations, net of tax | | | [removed: 70.3] [added: 12.6] | | | [removed: (14.3)] [added: 70.3] | | | [removed: —] [added: (14.3)] | | |

| Net Income | | | [removed: 2,114.9] [added: 2,266.5] | | | [removed: 1,931.1] [added: 2,114.9] | | | [removed: 1,809.4] [added: 1,931.1] | | |

| Net income attributable to noncontrolling interests of continuing operations | | | [removed: 15.8] [added: 10.4] | | | [removed: 44.4] [added: 15.8] | | | [removed: 49.4] [added: 44.4] | | |

| 22 November 2022 | | | | | | | | | | | | 22 November 2022 | | |

Investments in Joint Ventures – Consolidation Accounting – Refer to Notes 1, 7, and 22 to the Financial Statements

Critical Audit Matter Description

In 2022, the Company entered into two significant joint ventures, the Jazan Integrated Gasification and Power Company ("JIGPC") joint venture and the NEOM Green Hydrogen Company (“NGHC”) joint venture, which required assessments to determine if the respective investments should be consolidated by the Company.

The consolidation assessments include an evaluation to determine whether the joint venture investments are variable interest entities (“VIE”).

Application of the VIE accounting model requires the Company to identify whether it is the primary beneficiary of a joint venture when voting interests may not indicate which party maintains a controlling financial interest in the joint venture.

We identified the VIE analysis and primary beneficiary assessment as a critical audit matter.

The application of the VIE accounting model requires a high degree of auditor judgment and additional effort when performing audit procedures to evaluate the reasonableness of management’s judgments related to the VIE analysis and control over the investment, including the need to use professionals in our firm with expertise in accounting for consolidations.

How the Critical Audit Matter Was Addressed in the Audit

- We tested the effectiveness of the Company’s controls over the initial accounting assessment of joint ventures, including controls over the accuracy and completeness of information the Company used to evaluate the VIE analysis and accounting control criteria.

- We read the joint ventures shareholders’ agreements and related contracts, which govern the formation and activities of the investment, and evaluated the appropriateness of the Company’s accounting conclusion related to the VIE analysis and control of the joint venture.

- We analyzed other qualitative factors, such as the nature of the other investors in the joint venture and relationships with lenders and other counterparties as well as the nature and relative significance of the activities conducted by the shareholders under the various arrangements, to identify factors that may suggest a different conclusion related to management’s assessment of the primary beneficiary.

- We used professionals in our firm having expertise in accounting for consolidations when evaluating the provisions of the joint venture shareholders’ agreement and related contracts.

November 22, 2022

For the Fiscal Years Ended 30 September

| Business and asset actions | | | 73.7 | | | — | | | — | | |

For the Fiscal Years Ended 30 September

| *(Millions of U.S. Dollars)* | | | | | | 2022 | | | | | | 2021 | | | | | | 2020 | | |

As of the Fiscal Years Ended 30 September

For the Fiscal Years Ended 30 September

| *(Millions of U.S. Dollars)* | | | 2022 | | | 2021 | | | 2020 | | |

| Business and asset actions | | | 73.7 | | | — | | | — | | |

For the Fiscal Years Ended 30 September

| Net income | | | — | | | — | | | 2,256.1 | | | — | | | — | | | 2,256.1 | | | 10.4 | | | 2,266.5 | | |

| Investments by noncontrolling interests | | | — | | | — | | | — | | | — | | | — | | | — | | | 33.0 | | | 33.0 | | |

| Purchase of noncontrolling interests | | | — | | | — | | | — | | | — | | | — | | | — | | | (1.9) | | | (1.9) | | |

| Other equity transactions | | | — | | | 0.5 | | | (3.5) | | | — | | | — | | | (3.0) | | | 2.7 | | | (0.3) | | |

| Balance as of 30 September 2022 | | | $249.4 | | | $1,141.4 | | | $16,520.3 | | | ($2,786.1) | | | ($1,981.0) | | | $13,144.0 | | | $558.4 | | | $13,702.4 | | |

| 7. | | | [Equity Affiliates](#i3e0489144d384b6fb24d98993cd45ebe_169) | | | [78](#i3e0489144d384b6fb24d98993cd45ebe_169) | | |

| 9. | | | [Goodwill](#i3e0489144d384b6fb24d98993cd45ebe_175) | | | [80](#i3e0489144d384b6fb24d98993cd45ebe_175) | | |

| 11. | | | [Leases](#i3e0489144d384b6fb24d98993cd45ebe_181) | | | [82](#i3e0489144d384b6fb24d98993cd45ebe_181) | | |

| 14. | | | [Debt](#i3e0489144d384b6fb24d98993cd45ebe_190) | | | [90](#i3e0489144d384b6fb24d98993cd45ebe_190) | | |

| 17. | | | [Capital Stock](#i3e0489144d384b6fb24d98993cd45ebe_199) | | | [102](#i3e0489144d384b6fb24d98993cd45ebe_199) | | |

| 21. | | | [Income Taxes](#i3e0489144d384b6fb24d98993cd45ebe_211) | | | [107](#i3e0489144d384b6fb24d98993cd45ebe_211) | | |

| 22. | | | [Supplemental Information](#i3e0489144d384b6fb24d98993cd45ebe_214) | | | [112](#i3e0489144d384b6fb24d98993cd45ebe_214) | | |

About Air Products

Air Products, a Delaware corporation originally founded in 1940, is a world-leading industrial gases company.

Focused on energy, environmental, and emerging markets, Air Products' core business provides a unique portfolio of products, services, and solutions that include atmospheric gases, process and specialty gases, equipment, and related services to customers in dozens of industries.

Air Products also develops, engineers, builds, owns, and operates some of the world's largest industrial gas and carbon-capture projects, supplying world-scale clean hydrogen for global transportation, industrial markets, and the broader energy transition.

Air Products trades on the New York Stock Exchange under the symbol "APD."

[Table of](#i8a533bac4083415496e38063318830c4_10) [Contents](#i8a533bac4083415496e38063318830c4_10)

| 18 November 2021 | | | | | | | | | | | | 18 November 2021 | | |

- We considered customer payment history, subsequent events, write-offs of customer receivables, collectability, modification of contract terms, and other factors that could impact the amount and timing of revenue recognition.

Revenue Recognition – Cost Incurred Input Method – Refer to Notes 1 and 4 to the Financial Statements

The Company enters into sale of equipment contracts with customers for which the promised goods or services contained within the contracts are integrated with or dependent upon other goods or services for a single output to the customer.

Revenue from the sale of equipment contracts is generally recognized over time as the Company has an enforceable right to payment for performance, as completed, and performance under the contract terms does not create an asset with an alternative use.

The Company uses a cost incurred input method to recognize revenue by which costs incurred to date relative to total estimated costs at completion are used to measure progress toward satisfying performance obligations.

Accounting for contracts using the cost incurred input method requires a high degree of judgment to estimate total costs used to recognize revenue.

Changes in estimated costs could have a significant impact on the timing of revenue recognition.

Auditing these estimates requires extensive audit effort due to the complexity around the cost estimation process which involves multiple inputs and variables for sale of equipment contracts and a high degree of auditor judgment when evaluating the results of those procedures.

- We tested the effectiveness of the Company’s controls related to the amount and timing of revenue recognition for sale of equipment contracts, including controls over developing the estimated costs at completion and the evaluation of changes in estimated total costs for sale of equipment contracts.

- We evaluated the appropriateness and consistency of the methods and assumptions used by management to evaluate estimated total costs and changes in estimated costs to determine if the estimated total costs at completion for sale of equipment contracts were reasonable.

- With the assistance of our professionals having expertise in accounting for sale of equipment contracts, we performed the following:

◦Evaluated management’s ability to estimate total costs at completion for each selected contract by performing corroborating inquiries with the Company’s project managers and personnel involved with the selected contracts, including inquiries related to the timeline for completion and estimates of future costs to complete the contract.

◦Selected a sample of estimates of future costs to complete and evaluated management’s estimates of total costs at completion by performing one of the following:

▪Comparing management’s estimates to documents such as work plans, customer purchase orders, third-party supplier invoices, and subcontractor agreements, or

▪Developing independent estimates of total costs to completion and comparing our estimates to management’s estimates.

Our independent estimates were based on information such as work plans, customer purchase orders, third-party supplier invoices, subcontractor agreements, and similar historical project experience.

◦We compared the gross margin on sale of equipment contracts to that of historical periods in order to evaluate the Company's ability to accurately estimate costs at completion.

November 18, 2021

| Cost reduction actions | | | — | | | — | | | 25.5 | | |

(Millions of dollars)

| | | | | | | | | |

| Tax reform repatriation | | | — | | | — | | | 49.4 | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Balance 30 September 2018 | | | $249.4 | | | $1,029.3 | | | $13,409.9 | | | ($1,741.9) | | | ($2,089.2) | | | $10,857.5 | | | $318.8 | | | $11,176.3 | | |

| Net income | | | — | | | — | | | 1,760.0 | | | — | | | — | | | 1,760.0 | | | 49.4 | | | 1,809.4 | | |

| Cumulative change in accounting principle | | | — | | | — | | | (17.1) | | | — | | | — | | | (17.1) | | | — | | | (17.1) | | |

| Other equity transactions | | | — | | | (1.3) | | | (6.1) | | | — | | | — | | | (7.4) | | | (1.4) | | | (8.8) | | |

| 9. | | | [Goodwill](#i8a533bac4083415496e38063318830c4_178) | | | [73](#i8a533bac4083415496e38063318830c4_178) | | |

| 11. | | | [Leases](#i8a533bac4083415496e38063318830c4_184) | | | [75](#i8a533bac4083415496e38063318830c4_184) | | |

| 17. | | | [Capital Stock](#i8a533bac4083415496e38063318830c4_202) | | | [96](#i8a533bac4083415496e38063318830c4_202) | | |

| 21. | | | [Income Taxes](#i8a533bac4083415496e38063318830c4_214) | | | [100](#i8a533bac4083415496e38063318830c4_214) | | |

| 22. | | | [Supplemental Information](#i8a533bac4083415496e38063318830c4_220) | | | [104](#i8a533bac4083415496e38063318830c4_220) | | |

| 24. | | | [Subsequent Events](#i8a533bac4083415496e38063318830c4_2226) | | | [109](#i8a533bac4083415496e38063318830c4_2226) | | |

We consolidate all entities that we control.

The general condition for control is ownership of a majority of the voting interests of an entity.

Control may also exist in arrangements where we are the primary beneficiary of a variable interest entity ("VIE").

Certain prior year information has been reclassified to conform to the fiscal year 2021 presentation.

Under the supervision of the Chief Executive Officer and Chief Financial Officer, our management conducted an evaluation of the effectiveness of our disclosure controls and procedures as of 30 September [removed: 2021.][added: 2022.]

Based on that evaluation, the Chief Executive Officer and Chief Financial Officer concluded that, as of 30 September [removed: 2021,] [added: 2022,] the disclosure controls and procedures were effective.

Management has evaluated the effectiveness of our internal control over financial reporting as of 30 September [removed: 2021] [added: 2022] based on criteria established in Internal Control—Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission ("COSO").

Based on that evaluation, management concluded that, as of 30 September [removed: 2021,] [added: 2022,] our internal control over financial reporting was effective.

There was no change in our internal control over financial reporting during the fourth quarter of fiscal year [removed: 2021] [added: 2022] that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

Deloitte & Touche LLP, our independent registered public accounting firm, has audited our internal control over financial reporting as of 30 September [removed: 2021.][added: 2022.]

Not applicable.

M.

Scott Crocco, the Company’s former Executive Vice President and Chief Financial Officer, retired from the Company effective 30 September 2021.

In connection with Mr. Crocco’s retirement, the Company and Mr. Crocco entered into a project bonus and release agreement (the “Agreement”) on 18 November 2021.

Pursuant to the Agreement, Mr. Crocco will receive a lump sum payment of $1,775,000 in recognition of his significant contributions toward achieving the October 2021 financial closing of the Jazan gasification project.

The Agreement also contains a customary release of claims arising from or relating to Mr. Crocco’s service with the Company.

[Table of](#i8a533bac4083415496e38063318830c4_10) [Contents](#i8a533bac4083415496e38063318830c4_10)

The information required by this item relating to our directors and nominees is incorporated herein by reference to the section captioned “The Board of Directors” in the Proxy Statement for the Annual Meeting of Shareholders to be held on [removed: 3 February 2022.][added: 26 January 2023.]

The information required by this item relating to our Audit and Finance Committee and our Audit and Finance Committee Financial Expert is incorporated herein by reference to the sections captioned “Board Structure–Standing Committees of the Board” in the Proxy Statement for the Annual Meeting of Shareholders to be held on [removed: 3 February 2022.][added: 26 January 2023.]

The information required by this item relating to our procedures regarding the consideration of candidates recommended by shareholders and a procedure for submission of such candidates is incorporated herein by reference to the section captioned “The Board of Directors–Selection of Directors” in the Proxy Statement for the Annual Meeting of Shareholders to be held on [removed: 3 February 2022.][added: 26 January 2023.]

The information required by this item relating to Section 16(a) Beneficial Ownership Reporting Compliance is incorporated herein by reference to the section captioned “Section 16(a) Beneficial Ownership Reporting” in the Proxy Statement for the Annual Meeting of Shareholders to be held on [removed: 3 February 2022.][added: 26 January 2023.]

The information required by this item is incorporated herein by reference to the sections captioned “Executive Compensation” and “Compensation of Directors” in the Proxy Statement for the Annual Meeting of Shareholders to be held on [removed: 3 February 2022.][added: 26 January 2023.]

The information required by this item is incorporated herein by reference to the sections captioned "Information About Stock Ownership" and “Equity Compensation Plan Information” in the Proxy Statement for the Annual Meeting of Shareholders to be held on [removed: 3 February 2022.][added: 26 January 2023.]

The information required by this item is incorporated herein by reference to the sections captioned “The Board of Directors–Director Independence” and “Board Practices, Processes and Policies–Transactions with Related Persons” in the Proxy Statement for the Annual Meeting of Shareholders to be held on [removed: 3 February 2022.][added: 26 January 2023.]

The information required by this item is incorporated herein by reference to the section captioned “Fees of Independent Registered Public Accounting Firm” in the Proxy Statement for the Annual Meeting of Shareholders to be held on [removed: 3 February 2022.][added: 26 January 2023.]

[Table of](#i8a533bac4083415496e38063318830c4_10) [Contents](#i8a533bac4083415496e38063318830c4_10)

| [Report of Deloitte & Touche LLP, Independent Registered Public Accounting [removed: Firm](#i8a533bac4083415496e38063318830c4_121)] [added: Firm](#i3e0489144d384b6fb24d98993cd45ebe_124)] | | | [removed: [50](#i8a533bac4083415496e38063318830c4_121)] [added: [55](#i3e0489144d384b6fb24d98993cd45ebe_124)] | | |

| [Consolidated Income Statements – Fiscal Years Ended 30 September [added: 2022,] 2021, [removed: 2020,] and [removed: 2019](#i8a533bac4083415496e38063318830c4_127)] [added: 2020](#i3e0489144d384b6fb24d98993cd45ebe_127)] | | | [removed: [53](#i8a533bac4083415496e38063318830c4_127)] [added: [58](#i3e0489144d384b6fb24d98993cd45ebe_127)] | | |

| [Consolidated Comprehensive Income Statements – Fiscal Years Ended 30 September [added: 2022,] 2021, [removed: 2020,] and [removed: 2019](#i8a533bac4083415496e38063318830c4_130)] [added: 2020](#i3e0489144d384b6fb24d98993cd45ebe_130)] | | | [removed: [54](#i8a533bac4083415496e38063318830c4_130)] [added: [59](#i3e0489144d384b6fb24d98993cd45ebe_130)] | | |

| [Consolidated Balance Sheets – 30 September [removed: 2021] [added: 2022] and [removed: 2020](#i8a533bac4083415496e38063318830c4_133)] [added: 2021](#i3e0489144d384b6fb24d98993cd45ebe_133)] | | | [removed: [55](#i8a533bac4083415496e38063318830c4_133)] [added: [60](#i3e0489144d384b6fb24d98993cd45ebe_133)] | | |

| [Consolidated Statements of Cash Flows – Fiscal Years Ended 30 September [added: 2022,] 2021, [removed: 2020,] and [removed: 2019](#i8a533bac4083415496e38063318830c4_136)] [added: 2020](#i3e0489144d384b6fb24d98993cd45ebe_136)] | | | [removed: [56](#i8a533bac4083415496e38063318830c4_136)] [added: [61](#i3e0489144d384b6fb24d98993cd45ebe_136)] | | |

| [Consolidated Statements of Equity – Fiscal Years Ended 30 September [added: 2022,] 2021, [removed: 2020,] and [removed: 2019](#i8a533bac4083415496e38063318830c4_139)] [added: 2020](#i3e0489144d384b6fb24d98993cd45ebe_139)] | | | [removed: [57](#i8a533bac4083415496e38063318830c4_139)] [added: [62](#i3e0489144d384b6fb24d98993cd45ebe_139)] | | |

| (3) *Exhibits.* The exhibits filed as a part of this report as required by Item 601 of Regulation S-K are listed in the [Index to [removed: Exhibits](#i8a533bac4083415496e38063318830c4_268)] [added: Exhibits](#i3e0489144d384b6fb24d98993cd45ebe_268)] beginning on page [removed: [114](#i8a533bac4083415496e38063318830c4_268).] [added: [120](#i3e0489144d384b6fb24d98993cd45ebe_268).] | | | | | |

| 3.4 | | | | | | [Amended and Restated Bylaws of the Company. (Filed as Exhibit 3.1 to the Company’s Current Report on Form 8-K dated 26 November [removed: 2019.)*](https://www.sec.gov/Archives/edgar/data/2969/000119312519304452/d835433dex31.htm)] [added: 2019.)](https://www.sec.gov/Archives/edgar/data/2969/000119312519304452/d835433dex31.htm)*] | | |

| 4.3 | | | | | | [Description of [removed: Securities.](https://www.sec.gov/Archives/edgar/data/2969/000000296921000055/apd-exhibit43x30sep21.htm)] [added: Securities. (Filed as Exhibit 4.3 to the Company's Annual Report on Form 10-K for the fiscal year ended 30 September 2021.)](http://www.sec.gov/Archives/edgar/data/2969/000000296921000055/apd-exhibit43x30sep21.htm)*] | | |

| [removed: 10.1] [added: 10.11] | | | | | | [Deferred Compensation Program for Directors, effective 7 October 2019. (Filed as Exhibit 10.1 to the Company's Quarterly Report on Form 10-Q for quarter ended 31 December 2019.)](http://www.sec.gov/Archives/edgar/data/2969/000000296920000010/apd-exhibit101x31dec19.htm)*† | | |

| [removed: 10.2] [added: 10.1] | | | | | | [Amended and Restated Long-Term Incentive Plan of the Company effective 1 October 2014. (Filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on 23 September 2014.)](http://www.sec.gov/Archives/edgar/data/2969/000119312514350140/d793171dex101.htm)*† | | |

| 10.2(a) | | | | | | [Form of Restricted Stock Unit Award Agreement under the Long-Term Incentive Plan of the Company, used for [removed: FY2020] [added: FY2021] awards. (Filed as Exhibit 10.1 to the Company's Quarterly Report on Form 10-Q for the quarter ended 31 [removed: March 2020.)](http://www.sec.gov/Archives/edgar/data/2969/000000296920000019/apd-exhibit101x31mar20.htm)*†] [added: December 2020.)](http://www.sec.gov/Archives/edgar/data/2969/000000296921000012/apd-exhibit101x31dec20.htm)*†] | | |

| 10.2(b) | | | | | | [Form of Performance Share Award Agreement under the Long-Term Incentive Plan of the Company, used for [removed: FY2020] [added: FY2021] awards. (Filed as Exhibit 10.2 to the Company's Quarterly Report on Form 10-Q for the quarter ended 31 [removed: March 2020.)](http://www.sec.gov/Archives/edgar/data/2969/000000296920000019/apd-exhibit102x31mar20.htm)*†] [added: December 2020.)](http://www.sec.gov/Archives/edgar/data/2969/000000296921000012/apd-exhibit102x31dec20.htm)*†] | | |

| [removed: 10.3] [added: 10.2] | | | | | | [Air Products and Chemicals, Inc. 2021 Long-Term Incentive Plan. (Filed as Exhibit 4.5 to the Company’s Registration Statement on Form S-8 (File No. 333-252722) filed on 4 February 2021.)](http://www.sec.gov/Archives/edgar/data/2969/000119312521028500/d114338dex45.htm)*† | | |

| [removed: 10.3(a)] [added: 10.2(c)] | | | | | | [Form of Restricted Stock Unit Award Agreement under the Long-Term Incentive Plan of the Company, used for [removed: FY2021] [added: FY2022] awards. (Filed as Exhibit 10.1 to the Company's Quarterly Report on Form 10-Q for the quarter ended 31 December [removed: 2020.)](http://www.sec.gov/Archives/edgar/data/2969/000000296921000012/apd-exhibit101x31dec20.htm)*†] [added: 2021.)](http://www.sec.gov/Archives/edgar/data/2969/000000296922000010/apd-exhibit101x31dec21.htm)*†] | | |

| [removed: 10.3(b)] [added: 10.2(d)] | | | | | | [Form of Performance Share Award Agreement under the Long-Term Incentive Plan of the Company, used for [removed: FY2021] [added: FY2022] awards. (Filed as Exhibit 10.2 to the Company's Quarterly Report on Form 10-Q for the quarter ended 31 December [removed: 2020.)](http://www.sec.gov/Archives/edgar/data/2969/000000296921000012/apd-exhibit102x31dec20.htm)*†] [added: 2021.)](http://www.sec.gov/Archives/edgar/data/2969/000000296922000010/apd-exhibit102x31dec21.htm)*†] | | |

| [removed: 10.4] [added: 10.3] | | | | | | [Air Products and Chemicals, Inc. Retirement Savings Plan as amended and restated effective 1 [removed: November 2017 with provisions effective 1] January [removed: 2018.] [added: 2022.] (Filed as Exhibit [removed: 10.4] [added: 10.3] to the Company's Quarterly Report on Form 10-Q for the quarter ended 31 December [removed: 2017.)](http://www.sec.gov/Archives/edgar/data/2969/000000296918000014/apd-exhibit104x12312017.htm)*†] [added: 2021.)](http://www.sec.gov/Archives/edgar/data/2969/000000296922000010/apd-exhibit103x31dec21.htm)*†] | | |

| [removed: 10.4(a)] [added: 10.4(c)] | | | | | | [Amendment No. [removed: 1] [added: 3 dated as of 26 July 2017] to the [added: Supplementary Pension Plan of] Air Products and Chemicals, Inc. [removed: Retirement Savings Plan] as [removed: amended] [added: Amended] and [removed: restated effective 1 November 2017 with provisions] [added: Restated] effective 1 [removed: January 2018. (Filed] [added: August 2017.(Filed] as Exhibit [removed: 10.6(a)] [added: 10.7(c)] to the Company's Annual Report on Form 10-K for the fiscal year ended 30 September [removed: 2018](http://www.sec.gov/Archives/edgar/data/2969/000000296918000044/apd-exhibit106ax30sep2.htm)[.](http://www.sec.gov/Archives/edgar/data/2969/000000296918000044/apd-exhibit106ax30sep2.htm)[)](http://www.sec.gov/Archives/edgar/data/2969/000000296918000044/apd-exhibit106ax30sep2.htm)*†] [added: 2017.)](http://www.sec.gov/Archives/edgar/data/2969/000000296917000039/apd-exhibit107cx9302017.htm)*†] | | |

| [removed: 10.4(b)] [added: 10.3(a)] | | | | | | [Amendment No. [removed: 2] [added: 1] to the Air Products and Chemicals, Inc. Retirement Savings Plan as amended and restated effective 1 January [removed: 2019.] [added: 2022.] (Filed as Exhibit [removed: 10.4] [added: 10.1] to the Company's Quarterly Report on Form 10-Q for the quarter ended [removed: 31 December 2018.)](http://www.sec.gov/Archives/edgar/data/2969/000000296919000014/apd-exhibit104x31dec18.htm)*†] [added: 30 June 2022.)](http://www.sec.gov/Archives/edgar/data/2969/000000296922000038/apd-exhibit101x30jun22.htm)*†] | | |

| [removed: 10.4(c)] [added: 10.5] | | | | | | [removed: [Amendment No. 3 to the Air Products and Chemicals, Inc. Retirement Savings] [added: [Deferred Compensation] Plan as [removed: amended] [added: Amended] and [removed: restated] [added: Restated] effective 1 January [removed: 2019.] [added: 2018.] (Filed as Exhibit 10.5 to the Company's Quarterly Report on Form 10-Q for the quarter ended 31 December [removed: 2018.)](http://www.sec.gov/Archives/edgar/data/2969/000000296919000014/apd-exhibit105x31dec18.htm)*†] [added: 2017.)](http://www.sec.gov/Archives/edgar/data/2969/000000296918000014/apd-exhibit105x12312017.htm)*†] | | |

| [removed: 10.4(d)] [added: 10.4(a)] | | | | | | [Amendment No. [removed: 4] [added: 1 dated as of 30 September 2015] to the [added: Supplementary Pension Plan of] Air Products and Chemicals, Inc. [removed: Retirement Savings Plan] as [removed: amended] [added: Amended] and [removed: restated] [added: Restated] effective 1 August [removed: 2019.] [added: 2014.] (Filed as Exhibit [removed: 10.6D] [added: 10.10(a)] to the [removed: Company's] [added: Company’s] Annual Report on Form 10-K for the fiscal year ended 30 September [removed: 2019.)](http://www.sec.gov/Archives/edgar/data/2969/000000296919000051/apd-exhibit106dx30sep19.htm)*†] [added: 2015.)](http://www.sec.gov/Archives/edgar/data/2969/000119312515386399/d69855dex1010a.htm)*†] | | |

| [removed: 10.4(e)] [added: 10.4(b)] | | | | | | [Amendment No. [removed: 5] [added: 2 dated as of 30 September 2016] to the [added: Supplementary Pension Plan of] Air Products and Chemicals, Inc. [removed: Retirement Savings Plan] as [removed: amended] [added: Amended] and [removed: restated] [added: Restated] effective 1 August [removed: 2019.] [added: 2014.] (Filed as Exhibit [removed: 10.6E] [added: 10.7(b)] to the Company's Annual Report on Form 10-K for [removed: the] fiscal year ended 30 September [removed: 2019.)](http://www.sec.gov/Archives/edgar/data/2969/000000296919000051/apd-exhibit106ex30sep19.htm)*†] [added: 2016.)](http://www.sec.gov/Archives/edgar/data/2969/000119312516773346/d271291dex107b.htm)*†] | | |

| [removed: 10.4(f)] [added: 10.7] | | | | | | [removed: [Amendment No. 6 to the Air] [added: [Air] Products and Chemicals, Inc. [removed: Retirement Savings] [added: Senior Management Severance] Plan [removed: as amended] and [removed: restated] [added: Summary Plan Description] effective [removed: 28 January 2021.] [added: 1 August 2022.] (Filed as Exhibit 10.2 to the Company's Quarterly Report on Form 10-Q for the quarter ended [removed: 31 March 2021.)](http://www.sec.gov/Archives/edgar/data/2969/000000296921000025/apd-exhibit102x31mar21.htm)*†] [added: 30 June 2022.)](http://www.sec.gov/Archives/edgar/data/2969/000000296922000038/apd-exhibit102x30jun22.htm)*†] | | |

| [removed: 10.4(g)] [added: 10.4] | | | | | | [removed: [Amendment No. 7 to the] [added: [Supplementary Pension Plan of] Air Products and Chemicals, Inc. [removed: Retirement Savings Plan] as [removed: amended] [added: Amended] and [removed: restated] [added: Restated] effective 1 [removed: January 2020.] [added: August 2014.] (Filed as Exhibit [removed: 10.3] [added: 10.10] to the [removed: Company's] [added: Company’s] Annual Report on Form 10-K for the fiscal year ended [removed: 31 March 2021.)](http://www.sec.gov/Archives/edgar/data/2969/000000296921000025/apd-exhibit103x31mar21.htm)*†] [added: 30 September 2014.)](http://www.sec.gov/Archives/edgar/data/2969/000119312514423115/d805038dex1010.htm)*†] | | |

| [removed: 10.5(a)] [added: 10.12(a)] | | | | | | [Amendment [removed: No. 1] [added: to the Revolving Credit Agreement] dated as of [removed: 30] [added: 29] September [removed: 2015 to the Supplementary Pension Plan of Air Products and Chemicals, Inc. as Amended and Restated effective 1 August 2014.] [added: 2021.] (Filed as Exhibit [removed: 10.10(a)] [added: 10.13(a)] to the [removed: Company’s] [added: Company's] Annual Report on Form 10-K for the fiscal year ended 30 September [removed: 2015.)](http://www.sec.gov/Archives/edgar/data/2969/000119312515386399/d69855dex1010a.htm)*†] [added: 2021.)](http://www.sec.gov/Archives/edgar/data/2969/000000296921000055/apd-exhibit1013ax30sep21.htm)*] | | |

| [removed: 10.7] [added: 10.6] | | | | | | [Air Products and Chemicals, Inc. Executive Separation Program as amended effective as [removed: of 20 July 2018. (Filed as Exhibit 10.10 to the Company's Annual Report on Form 10-K for the fiscal year ended 30 September 2018.)](http://www.sec.gov/Archives/edgar/data/2969/000000296919000029/apd-exhibit101x31mar19.htm)*†] [added: of](https://www.sec.gov/Archives/edgar/data/2969/000000296922000054/apd-exhibit106x30sep22.htm) [1](https://www.sec.gov/Archives/edgar/data/2969/000000296922000054/apd-exhibit106x30sep22.htm) [](https://www.sec.gov/Archives/edgar/data/2969/000000296922000054/apd-exhibit106x30sep22.htm)[October](https://www.sec.gov/Archives/edgar/data/2969/000000296922000054/apd-exhibit106x30sep22.htm) [20](https://www.sec.gov/Archives/edgar/data/2969/000000296922000054/apd-exhibit106x30sep22.htm)[22](https://www.sec.gov/Archives/edgar/data/2969/000000296922000054/apd-exhibit106x30sep22.htm)[.](https://www.sec.gov/Archives/edgar/data/2969/000000296922000054/apd-exhibit106x30sep22.htm)†] | | |

| [removed: 10.11] [added: 10.12(b)] | | | | | | [removed: [Compensation Programs for Nonemployee Directors effective 26 November 2019.] [added: [Amendment No. 2 to the Revolving Credit Agreement dated as of 31 March 2022.] (Filed as Exhibit [removed: 10.2] [added: 10.1] to the Company's Quarterly Report on Form 10-Q for the quarter ended 31 [removed: December 2019.)](http://www.sec.gov/Archives/edgar/data/2969/000000296920000010/apd-exhibit102x31dec19.htm)*†] [added: March 2022.)](http://www.sec.gov/Archives/edgar/data/2969/000000296922000026/apd-exhibit101x31mar22.htm)*] | | |

| [removed: 10.13] [added: 10.12] | | | | | | [Revolving [removed: Credit](http://www.sec.gov/Archives/edgar/data/2969/000000296921000025/apd-exhibit101x31mar21.htm) [Agreement](http://www.sec.gov/Archives/edgar/data/2969/000000296921000025/apd-exhibit101x31mar21.htm) [](http://www.sec.gov/Archives/edgar/data/2969/000000296921000025/apd-exhibit101x31mar21.htm)[dated] [added: Credit Agreement dated] as of 31 [removed: March](http://www.sec.gov/Archives/edgar/data/2969/000000296921000025/apd-exhibit101x31mar21.htm) [2021](http://www.sec.gov/Archives/edgar/data/2969/000000296921000025/apd-exhibit101x31mar21.htm) [for] [added: March 2021 for] $2,500,000,000. (Filed as Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q for the quarter ended 31 [removed: March](http://www.sec.gov/Archives/edgar/data/2969/000000296921000025/apd-exhibit101x31mar21.htm) [2021.)](http://www.sec.gov/Archives/edgar/data/2969/000000296921000025/apd-exhibit101x31mar21.htm)*] [added: March 2021.)](http://www.sec.gov/Archives/edgar/data/2969/000000296921000025/apd-exhibit101x31mar21.htm)*] | | |

| 21.1 | | | | | | [Subsidiaries of the [removed: Registrant.](https://www.sec.gov/Archives/edgar/data/2969/000000296921000055/apd-exhibit211x30sep21.htm)] [added: Registrant.](https://www.sec.gov/Archives/edgar/data/2969/000000296922000054/apd-exhibit211x30sep22.htm)] | | |

| 23.1 | | | | | | [Consent of Independent Registered Public Accounting [removed: Firm.](https://www.sec.gov/Archives/edgar/data/2969/000000296921000055/apd-exhibit231x30sep21.htm)] [added: Firm.](https://www.sec.gov/Archives/edgar/data/2969/000000296922000054/apd-exhibit231x30sep22.htm)] | | |

| 24.1 | | | | | | [Power of [removed: Attorney.](https://www.sec.gov/Archives/edgar/data/2969/000000296921000055/apd-exhibit241x30sep21.htm)] [added: Attorney.](https://www.sec.gov/Archives/edgar/data/2969/000000296922000054/apd-exhibit241x30sep22.htm)] | | |

| 31.1 | | | | | | [Certification by the Principal Executive Officer pursuant to Rule 13a-14(a) or Rule 15d-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of [removed: 2002.](https://www.sec.gov/Archives/edgar/data/2969/000000296921000055/apd-exhibit311x30sep21.htm)] [added: 2002.](https://www.sec.gov/Archives/edgar/data/2969/000000296922000054/apd-exhibit311x30sep22.htm)] | | |

| 31.2 | | | | | | [Certification by the Principal Financial Officer pursuant to Rule 13a-14(a) or Rule 15d-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of [removed: 2002.](https://www.sec.gov/Archives/edgar/data/2969/000000296921000055/apd-exhibit312x30sep21.htm)] [added: 2002.](https://www.sec.gov/Archives/edgar/data/2969/000000296922000054/apd-exhibit312x30sep22.htm)] | | |

| 32.1 | | | | | | [Certification by the Principal Executive Officer and Principal Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of [removed: 2002.](https://www.sec.gov/Archives/edgar/data/2969/000000296921000055/apd-exhibit321x30sep21.htm)††] [added: 2002.](https://www.sec.gov/Archives/edgar/data/2969/000000296922000054/apd-exhibit321x30sep22.htm)††] | | |

| Date: | | | [removed: 18] [added: 22] November [removed: 2021] [added: 2022] | | |

| /s/ Seifi Ghasemi | | | | | | [removed: 18] [added: 22] November [removed: 2021] [added: 2022] | | |

| [removed: (Russell A. Flugel) Senior] [added: (Jeffrey J. Kutz)] Vice President, Corporate Controller, and Principal Accounting Officer | | | | | | | | |

| 10.10 | | | | | | [Compensation Programs for Nonemployee Directors effective 22 November 2022.](https://www.sec.gov/Archives/edgar/data/2969/000000296922000054/apd-exhibit1010x30sep22.htm) | | |

| /s/ Jeffrey J. Kutz | | | | | | 22 November 2022 | | |

| * | | | | | | 22 November 2022 | | |

| (Tonit M. Calaway) Director | | | | | | | | |

| * | | | | | | 22 November 2022 | | |

| * | | | | | | 22 November 2022 | | |

| * | | | | | | 22 November 2022 | | |

| * | | | | | | 22 November 2022 | | |

| * | | | | | | 22 November 2022 | | |

| | | | | | | | | |

| * | | | | | | 22 November 2022 | | |

| Date: | | | 22 November 2022 | | |

[Table of](#i8a533bac4083415496e38063318830c4_10) [Contents](#i8a533bac4083415496e38063318830c4_10)

| 10.5 | | | | | | [Supplementary Pension Plan of Air Products and Chemicals, Inc. as Amended and Restated effective 1 August 2014. (Filed as Exhibit 10.10 to the Company’s Annual Report on Form 10-K for the fiscal year ended 30 September 2014.)](http://www.sec.gov/Archives/edgar/data/2969/000119312514423115/d805038dex1010.htm)*† | | |

| 10.5(b) | | | | | | [Amendment No. 2 dated as of 30 September 2016 to the Supplementary Pension Plan of Air Products and Chemicals, Inc. as Amended and Restated effective 1 August 2014. (Filed as Exhibit 10.7(b) to the Company's Annual Report on Form 10-K for fiscal year ended 30 September 2016.)](http://www.sec.gov/Archives/edgar/data/2969/000119312516773346/d271291dex107b.htm)*† | | |

| 10.5(c) | | | | | | [Amendment No. 3 dated as of 26 July 2017 to the Supplementary Pension Plan of Air Products and Chemicals, Inc. as Amended and Restated effective 1 August 2017.(Filed as Exhibit 10.7(c) to the Company's Annual Report on Form 10-K for the fiscal year ended 30 September 2017.)](http://www.sec.gov/Archives/edgar/data/2969/000000296917000039/apd-exhibit107cx9302017.htm)*† | | |

| 10.6 | | | | | | [Deferred Compensation Plan as Amended and Restated effective 1 January 2018. (Filed as Exhibit 10.5 to the Company's Quarterly Report on Form 10-Q for the quarter ended 31 December 2017.)](http://www.sec.gov/Archives/edgar/data/2969/000000296918000014/apd-exhibit105x12312017.htm)*† | | |

| 10.10 | | | | | | [Senior Management Severance and Summary Plan Description effective as of 1 October 2017. (Filed as Exhibit 10.16 to the Company's Annual Report on Form 10-K for the fiscal year ended 30 September 2017.)](http://www.sec.gov/Archives/edgar/data/2969/000000296917000039/apd-exhibit1016x9302017.htm)*† | | |

| 10.12 | | | | | | [Project Bonus and Release Agreement, dated 18 November 2021, between the Company and M. Scott Crocco.](https://www.sec.gov/Archives/edgar/data/2969/000000296921000055/apd-exhibit1012x30sep21.htm)† | | |

| 10.13(a) | | | | | | [Amendment to the Revolving Credit Agreement dated as of 29 September 2021.](https://www.sec.gov/Archives/edgar/data/2969/000000296921000055/apd-exhibit1013ax30sep21.htm) | | |

| /s/ Russell A. Flugel | | | | | | 18 November 2021 | | |

| * | | | | | | 18 November 2021 | | |

| (Chad C. Deaton) Director | | | | | | | | |