Parker-Hannifin (PH) 10-K risk factor changes: FY2025 vs FY2024
The 2025-06-30 10-K against the 2024-06-30 one, compared heading by heading and sentence by sentence.
Item 1A17 rewritten5 added9 removed164 unchanged
All filing items689 rewritten819 added815 removed1,203 unchanged
Summary
counted, not written
- Item 1A lists 22 risk factor headings: 1 new, 0 reworded and 21 unchanged since FY2024. 0 headings from FY2024 no longer appear.
- Sentence by sentence, 819 added, 815 removed, 689 rewritten and 1,203 unchanged across 24 items that differ.
- New this year: Item 1. . Business; Item 3. . Legal Proceedings; Item 2. . Properties; Item 9A. Controls and Procedures; Item 9B. Other Information; Item 10. . Directors, Executive Officers and Corporate Governance; Item 11. Executive Compensation; Item 12. . Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.; Item 13. . Certain Relationships and Related Transactions, and Director Independence; Item 14. Principal Accountant Fees and Services.
New Item 1A headings (1)
- Company or that the Company currently believes are immaterial also may impair the Company’s business, financial condition, results of operations and cash flows.
Removed Item 1A headings (0)
Every FY2024 risk factor heading is still here, word for word or reworded.
A heading is new when no FY2024 heading matches it after ignoring case and punctuation, and reworded when it shares at least 60 percent of its words with one that went away. All current risk factor headings.
Sentences by item
24 items, with every count and a link to each item that changed
Underlined words on a shaded ground are new in FY2025; struck-through words were in FY2024. Sentences that are wholly new or wholly gone are labelled rather than marked.
Item 1A. . Risk Factors
17 rewritten, 5 added, 9 removed, 164 unchanged
Additional risks not [removed: currently*][added: currently known to the*]
[removed: *known to the Company] [added: *Company] or that the Company currently believes are immaterial also may impair the Company’s business, financial condition, results of operations and cash flows.*
Our net sales attributable to selling locations outside of the United States were approximately 36 percent in [removed: 2024, 37] [added: 2025, 36] percent in [removed: 2023] [added: 2024] and [removed: 39] [added: 37] percent in [removed: 2022.][added: 2023.]
- political, social and economic instability and disruptions, including armed [removed: conflicts such as the current conflict between Russia and Ukraine;][added: conflicts;]
For example, the global nature of our business and our operations exposes us to political, economic, and other conditions in foreign countries and regions, [removed: including geopolitical risks] such as the [removed: current conflict] [added: uncertainty about the future relationship] between [removed: Russia] [added: the U.S.] and [removed: Ukraine.][added: China, including with respect to trade policies, treaties, government regulations and tariffs.]
As a result, we may not be able to increase our prices [added: commensurately with our increased costs.]
In addition, [removed: increased] worldwide focus on climate change issues has led to legislative and regulatory efforts to limit greenhouse gas [removed: emissions.][added: emissions in the United States and in other countries in which we operate.]
[removed: Although] [added: Further, although] we are working towards and intend to meet our goal of [removed: making] [added: achieving near-total decarbonization (scope 1 and 2 emissions) within] our [removed: own] operations [removed: carbon neutral] by 2040, we may be required to expend significant resources to do so, which could increase our operational costs.
[removed: Further, there] [added: There] can be no assurance of the extent to which any of our climate-related goals will be achieved, if at all, including on the timeline expected by customers or investors, or that any future investments we make in furtherance of achieving our goals will meet customer expectations and needs, investor expectations or market standards regarding sustainability, including reducing greenhouse gas emissions.
In addition, we may be unable to [added: consummate announced pending transactions, including the Curtis Instruments, Inc. acquisition, due to an inability to] obtain necessary regulatory approvals or support for otherwise suitable business targets or joint venture [removed: opportunities,] [added: opportunities or otherwise,] and we may be unable to obtain such regulatory approvals or support [added: or otherwise consummate transactions] on the timeline or terms that we anticipate, if at all.
Our recent acquisitions have [removed: greatly expanded] [added: expanded, and further acquisitions and joint ventures may expand, significantly] the size and complexity [added: and reduce costs] of our business.
We regularly execute organizational changes such as [removed: acquisitions,] divestitures and realignments to support our growth and cost management strategies.
Our future financial condition and cash flow could be adversely affected by changes in effective tax rate as a result of changes in tax laws and judicial or regulatory interpretation [removed: thereof,] [added: thereof (including regulations and other guidance promulgated under] the [added: One Big Beautiful Bill Act), the] mix of earnings in countries with differing statutory tax rates, changes in overall profitability, changes in U.S. generally accepted accounting principles ("GAAP"), or changes in the valuation of deferred tax assets.
We have incurred significant indebtedness, and [removed: may] [added: expect to] incur additional debt for acquisitions, operations, research and development and capital expenditures, or for other reasons related to our overall capital deployment strategy.
Goodwill is not amortized, but is tested for impairment annually as of [removed: December 31,] [added: January 1,] in the third quarter or more often if events or changes in circumstances indicate a potential impairment may exist.
[removed: Declines in our stock price, lower] operating results and any decline in industry conditions in the future could increase the risk of impairment.
We own a number of patents, trade secrets, copyrights, trademarks, trade names and other forms of intellectual property related to our products and services throughout the world and [removed: in the operation of our business.]
In addition, our responses to mitigate the impact of these conditions, such as potential price increases, could negatively impact our market share or relationships with distributors or customers.
- potentially adverse tax consequences, including any consequences from the One Big Beautiful Bill Act; and
Climate change could also present risks to our operations.
Declines in our stock price, lower
in the operation of our business.
[Table of](#i6dcd8e54a7544ed4827ca47e2ae65d0b_7) [Contents](#i6dcd8e54a7544ed4827ca47e2ae65d0b_7)
- potentially adverse tax consequences; and
The broader consequences of this conflict, which may include further sanctions, embargoes, regional instability, and geopolitical shifts; potential retaliatory action by the Russian government against companies, including possible nationalization of foreign businesses in Russia; increased tensions between the United States and countries in which we operate; and the extent of the conflict’s effect on our business and results of operations as well as the global economy, cannot be predicted.
To the extent the current conflict between Russia and Ukraine adversely affects our business, it may also have the effect of heightening many other risks, any of which could materially and adversely affect our business and results of operations.
Such risks include, but are not limited to, adverse effects on macroeconomic conditions, including inflation, particularly with regard to raw material, transportation and labor price fluctuations; disruptions to our information technology environment, including through cyberattack, ransom attack, or cyber-intrusion; adverse changes in international trade policies and relations; disruptions in global supply chains; and our exposure to foreign currency exchange rate changes.
In addition, there continues to be uncertainty about the future relationship between the U.S. and China, including with respect to trade policies, treaties, government regulations and tariffs.
commensurately with our increased costs.
Further, climate change resulting from increased concentrations of carbon dioxide and other greenhouse gases in the atmosphere could present risks to our operations.
The successful integration of new businesses and the success of joint ventures also depend on our ability to manage these new businesses and cut excess costs.
Item 7. . Management’s Discussion and Analysis of Financial Condition and Results of Operations.
126 rewritten, 59 added, 69 removed, 195 unchanged
Often but not always, these statements may be identified from the use of forward-looking terminology such as "anticipates," "believes," "may," "should," "could," "expects," "targets," "is likely," "will," or the negative of these terms and similar expressions, and [removed: may also] include [added: all] statements regarding future performance, orders, earnings projections, events or developments.
It is possible that the future performance may differ materially from [removed: expectations, including those based on] past [removed: performance.][added: performance or current expectations.]
Among other factors [removed: that] [added: which] may affect future performance are:
- uncertainties surrounding timing, successful completion or integration of acquisitions and similar [removed: transactions;][added: transactions, including the acquisition of Curtis Instruments, Inc.;]
- legal and regulatory developments and other government actions, including related to environmental protection, and associated compliance costs; supply chain and labor disruptions, including as a result of [added: tariffs and] labor shortages;
The Company makes these statements as of the date of the filing of this Annual Report on Form 10-K for the year ended June 30, [removed: 2024] [added: 2025] and undertakes no obligation to update them unless otherwise required by law.
Over the long term, the extent to which our business and results of operations will be impacted by [added: global] economic and political uncertainty, geopolitical risks and public health crises depends on future developments that remain uncertain.
Dollars are presented in millions, except per share amounts or as otherwise [removed: noted, and totals may not sum due to rounding.][added: noted.]
Discussion of the [removed: 2022] [added: 2023] financial statements is included in Part II, Item 7 of the Company's [removed: 2023] [added: 2024] Annual Report on Form 10-K.
The discussion below compares the operating performance in [removed: 2024] [added: 2025] and [removed: 2023.][added: 2024.]
| (dollars in millions) | | | | | | [removed: 2024] [added: 2025] | | | | | | [removed: 2023] [added: 2024] | | | | | | | | |
| Net sales | | | | | | $ | [removed: 19,930] [added: 19,850] | | | | | $ | [removed: 19,065] [added: 19,930] | | | | | | | |
| Gross profit margin | | | | | | [removed: 35.8] [added: 36.9] | | % | | | | [removed: 33.7] [added: 35.8] | | % | | | | | | |
| Selling, general and administrative expenses | | | | | | $ | [removed: 3,315] [added: 3,255] | | | | | $ | [removed: 3,354] [added: 3,315] | | | | | | | |
| Selling, general and administrative expenses, as a percent of sales | | | | | | [removed: 16.6] [added: 16.4] | | % | | | | [removed: 17.6] [added: 16.6] | | % | | | | | | |
| Interest expense | | | | | | $ | [removed: 506] [added: 409] | | | | | $ | [removed: 574] [added: 506] | | | | | | | |
| Other (income) expense, net | | | | | | [removed: (277)] [added: (183)] | | | | | | [removed: 184] [added: (276)] | | | | | | | | |
| Gain on sale of businesses and assets, net | | | | | | $ | [removed: (12)] [added: (273)] | | | | | $ | [removed: (363)] [added: (12)] | | | | | | | |
| Effective tax rate | | | | | | [removed: 20.9] [added: 14.0] | | % | | | | [removed: 22.2] [added: 20.9] | | % | | | | | | |
| Net income attributable to common shareholders | | | | | | $ | [removed: 2,844] [added: 3,531] | | | | | $ | [removed: 2,083] [added: 2,844] | | | | | | | |
Net sales in [removed: 2024 increased] [added: 2025 decreased] from the [removed: 2023] [added: 2024] amount due to [added: lower sales in the Diversified Industrial Segment, partially offset by] higher sales in the Aerospace Systems Segment resulting from strength across commercial and defense [removed: markets, partially offset by lower sales in the Diversified Industrial Segment.][added: markets.]
The effect of currency exchange rates decreased net sales in [removed: 2024] [added: 2025] by approximately [removed: $10] [added: $41] million, which is [added: primarily] attributable to the Diversified Industrial [removed: Segment, partially offset by an increase in net sales due to the effect of currency exchange rates in the Aerospace Systems] Segment.
The impact of divestiture activity decreased sales by approximately [removed: $62 million in 2024.][added: $295 million.]
Gross profit margin (calculated as net sales less cost of sales, divided by net sales) increased in [removed: 2024] [added: 2025] primarily due to higher margins in both segments resulting from price increases, favorable product mix, [removed: moderating material and freight costs] [added: cost containment] and [removed: operational efficiencies.][added: continued execution of the Win Strategy.]
Cost of sales also included business realignment and acquisition integration charges of [removed: $34] [added: $31] million [removed: in 2024 compared to $29] [added: and $34] million in [removed: 2023.][added: 2025 and 2024, respectively.]
Selling, general and administrative expenses [removed: ("SG&A")] decreased in [removed: 2024] [added: 2025] compared to [removed: 2023] [added: 2024] primarily due to [removed: the absence of acquisition-related transaction costs in 2023 totaling $115 million and] benefits from prior-year [removed: acquisition integration] [added: restructuring] and [removed: business realignment activities.][added: acquisition-integration activities, lower research and development expenses and cost containment initiatives.]
[removed: SG&A] [added: Selling, general and administrative expenses] also included business realignment and acquisition integration charges of [removed: $55] [added: $45] million and [removed: $94] [added: $55] million in [removed: 2024] [added: 2025] and [removed: 2023,] [added: 2024,] respectively.
Interest expense in [removed: 2024] [added: 2025] decreased compared to [removed: 2023] [added: 2024] primarily due to [removed: the repayment of debt.][added: lower average debt outstanding.]
| Foreign currency transaction [removed: (gain)] loss [added: (gain)(1)] | | | | | | $ | [removed: (38)] [added: 46] | | | | | $ | [removed: 46] [added: (38)] | | | | | | | |
| Income related to equity method investments | | | | | | [removed: (152)] [added: (178)] | | | | | | [removed: (124)] [added: (152)] | | | | | | | | |
| Non-service components of retirement benefit cost | | | | | | [removed: (73)] [added: (51)] | | | | | | [removed: (67)] [added: (73)] | | | | | | | | |
| Interest income | | | | | | [removed: (15)] [added: (11)] | | | | | | [removed: (46)] [added: (15)] | | | | | | | | |
| Other items, net | | | | | | [removed: 1] [added: 3] | | | | | | [removed: (15)] [added: 2] | | | | | | | | |
[added: | (1)] Foreign currency transaction [removed: (gain)] loss [added: (gain)] primarily relates to the impact of exchange rates on cash, forward [removed: contracts, certain cross-currency swap] contracts and intercompany transactions. [added: | | | | | | | | | | | | | | | | | | | | |]
Refer to Note [removed: 17] [added: 5] to the Consolidated Financial Statements in Part II, Item 8 of this Annual Report on Form 10-K for [added: a] further [removed: discussion.][added: reconciliation of the U.S. federal statutory tax rate to our effective tax rate.]
| North America businesses | | | | | | $ | [removed: 8,800] [added: 17] | | | | | $ | [removed: 8,916] [added: 22] | | | | | | | |
| International businesses | | | | | | [removed: 5,657] [added: 5,531] | | | | | | [removed: 5,789] [added: 5,657] | | | | | | | | |
| Diversified Industrial Segment | | | | | | [removed: 14,457] [added: $] | [added: 56] | | | | | [removed: 14,706] [added: $] | [added: 55] | | | | | | | |
| North America businesses | | | | | | [removed: 1,964] [added: $] | [added: 8,134] | | | | | [removed: 1,853] [added: $] | [added: 8,801] | | | | | | | |
| International businesses | | | | | | [removed: 1,213] [added: 1,229] | | | | | | [removed: 1,218] [added: 1,213] | | | | | | | | |
Neither Parker nor any of its respective associates or directors, officers or advisers provides any representation, assurance or guarantee that the occurrence of the events expressed or implied in any forward-looking statements will actually occur.
A change in the economic conditions in individual markets may have a particularly volatile effect on segment performance.
We actively monitor global trade policies and inflation, managing their impact through a variety of cost and pricing measures.
In addition, continuous improvement and lean initiatives, along with disciplined workforce and discretionary spending management, further enhance our ability to mitigate these impacts.
The Company has changed its presentation on the Consolidated Financial Statements from thousands to millions and, as a result, any necessary rounding adjustments have been made to prior period disclosed amounts within Item 7.
Management's Discussion and Analysis of Financial Condition and Results of Operations.
| (dollars in millions) | | | | | | 2025 | | | | | | 2024 | | | | | | | | |
| Saegertown incident(2) | | | | | | 8 | | | | | | — | | | | | | | | |
| Total other (income) expense, net | | | | | | $ | (183) | | | | | $ | (276) | | | | | | | |
| (2) On February 9, 2025, a fire damaged a portion of our Saegertown, Pennsylvania facility, causing a pause in production. Some production and operations were re-established within days of the event. Global available capacity has been utilized to restore production, substantially fulfill demand and minimize customer disruption. There was no material impact as a result of this disruption during fiscal 2025 and none is expected during future periods. We maintain third-party insurance coverage for property damage, clean-up, replacement and business interruption, subject to an $8 million deductible and liability retention for the event, which was recorded in the third quarter of 2025. While we expect to be reimbursed for a significant portion of our business interruption impacts by our third-party insurance coverage, we will not record any associated gain until realized. | | | | | | | | | | | | | | | | | | | | |
Gain on sale of businesses and assets, net in 2025 primarily relates to the divestiture of the composites and fuel containment ("CFC") business.
Effective tax rate in 2025, was lower than the U.S. Federal statutory rate of 21 percent due to tax benefits from the release of a foreign valuation allowance, share-based compensation, foreign-derived intangible income and a tax benefit from a lower taxable gain on divestitures than gain under GAAP, which were partially offset by U.S. state and local taxes and taxes related to international activities.
The effective tax rate in 2024, was lower than the U.S. Federal statutory rate of 21 percent due to share-based compensation and foreign-derived intangible income, which were partially offset by U.S. state and local taxes and taxes related to international activities.
| (dollars in millions) | | | | | | 2025 | | | | | | 2024 | | | | | | | | |
| | | | | | | 2025 | | | | | | | | |
| Divestitures | | | | | | (3.4) | | % | | | | | | |
| Currency | | | | | | (0.5) | | % | | | | | | |
| | | | | | | | | | | | | | | |
| International businesses – without currency(1) | | | | | | (1.9) | | % | | | | | | |
| | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
| Divestitures | | | | | | (2.0) | | % | | | | | | |
| Currency | | | | | | (0.5) | | % | | | | | | |
| | | | | | | | | | | | | | | |
| (dollars in millions) | | | | | | 2025 | | | | | | 2024 | | | | | | | | |
Within the International businesses, the increase in backlog was primarily attributable to Europe, partially offset by the Asia Pacific region and Latin America.
| (dollars in millions) | | | | | | 2025 | | | | | | 2024 | | | | | | | | |
We do not expect to incur significant business realignment and acquisition integration charges in 2026.
| (dollars in millions) | | | | | | 2025 | | | | | | 2024 | | | | | | | | |
| (dollars in millions) | | | | | | 2025 | | | | | | 2024 | | | | | | | | |
| Foreign currency transaction loss (gain)(1) | | | | | | $ | 46 | | | | | $ | (38) | | | | | | | |
| Non-service components of retirement benefit cost | | | | | | (51) | | | | | | (73) | | | | | | | | |
| Interest income | | | | | | (11) | | | | | | (15) | | | | | | | | |
| Saegertown incident(3) | | | | | | 8 | | | | | | — | | | | | | | | |
| Total other (income) expense, net | | | | | | $ | (169) | | | | | $ | (32) | | | | | | | |
| (2) Gain on sale of businesses and assets, net primarily relates to the divestiture of the CFC business. Refer to Note 3 to the Consolidated Financial Statements for further discussion. | | | | | | | | | | | | | | | | | | | | |
| (3) The Saegertown incident represents the deductible and retained liability expense associated with a fire at our plant in Saegertown, Pennsylvania in February 2025. | | | | | | | | | | | | | | | | | | | | |
- Share repurchases, including repurchases under the 10b5-1 share repurchase program
| (dollars in millions) | | | | | | 2025 | | | | | | 2024 | | | | | | | | |
| Investing activities | | | | | | 224 | | | | | | (298) | | | | | | | | |
[Table of](#i6dcd8e54a7544ed4827ca47e2ae65d0b_7) [Contents](#i6dcd8e54a7544ed4827ca47e2ae65d0b_7)
Our order rates provide a near-term perspective of the Company's outlook particularly when viewed in the context of prior and future order rates.
The Company publishes its order rates on a quarterly basis.
The lead time between the time an order is received and revenue is realized generally ranges from one day to 12 weeks for mobile and industrial orders and from one day to 18 months for aerospace orders.
We are monitoring inflation and manage its impact through a variety of cost and pricing measures, including continuous improvement and lean initiatives.
Additionally, we strategically manage our workforce and discretionary spending.
| | | | | | | | | | | | | | | | | | | | | |
The acquisition (the "Acquisition") of Meggitt plc ("Meggitt") increased sales by approximately $501 million during the current year.
In addition, cost of sales in 2023 included $110 million of amortization expense related to the step-up in inventory to fair value resulting from the Acquisition.
The decrease was partially offset by an increase in intangible asset amortization and share-based compensation expense, as well as an increase in general and administrative expenses resulting from the Acquisition.
| Expense (income) | | | | | | | | | | | | | | | | | | | | |
| Loss on deal-contingent forward contracts | | | | | | — | | | | | | 390 | | | | | | | | |
| | | | | | | $ | (277) | | | | | $ | 184 | | | | | | | |
During 2023, it also includes foreign currency transaction loss associated with completing the Acquisition.
Loss on deal-contingent forward contracts includes a loss on the deal-contingent forward contracts related to the Acquisition.
Gain on sale of businesses and assets, net in 2023 includes a gain on the sale of the aircraft wheel and brake business within the Aerospace Systems Segment of $374 million.
Refer to Note 3 to the Consolidated Financial Statements in Part II, Item 8 of this Annual Report on Form 10-K for further discussion.
Effective tax rate in 2024 was lower than 2023, due to an overall increase in discrete tax benefits along with a change in U.S. state and local income taxes and non-recurring acquisition expenses.
Refer to Note 5 to the Consolidated Financial Statements in Part II, Item 8 of this Annual Report on Form 10-K for a reconciliation of the U.S. federal statutory tax rate to our effective tax rate.
| | | | | | | 2024 | | | | | | | | |
| Acquisitions | | | | | | 0.9 | | % | | | | | | |
| Divestitures | | | | | | (0.3) | | % | | | | | | |
| Acquisitions | | | | | | 0.7 | | % | | | | | | |
| Currency | | | | | | (1.0) | | % | | | | | | |
| International businesses – without acquisitions and currency1 | | | | | | (2.0) | | % | | | | | | |
| Acquisitions | | | | | | 0.8 | | % | | | | | | |
| Divestitures | | | | | | (0.2) | | % | | | | | | |
| Currency | | | | | | (0.2) | | % | | | | | | |
The effects of acquisitions, divestitures and changes in currency exchange rates are removed to allow investors and the Company to meaningfully evaluate the percentage changes in net sales on a comparable basis from period to period.
The Acquisition increased sales by approximately $115 million.
The effect of the Acquisition increased sales by approximately $77 million.
The decrease in sales was partially offset by an increase in demand within the aerospace and defense and energy markets.
The effect of the Acquisition increased sales by approximately $38 million.
These benefits were partially offset by higher business realignment charges in the current year.
The decrease in backlog was split evenly between both businesses.
Within the International businesses, Europe, the Asia Pacific region and Latin America accounted for approximately 70 percent, 25 percent, and five percent of the decrease, respectively.
Aerospace Systems Segment sales increased $1.1 billion in 2024.
The Acquisition increased sales by $386 million.
The effect of currency exchange rates increased sales by approximately $19 million.
Excluding the effects of the Acquisition, changes in currency exchange rates and divestiture activity, sales in 2024 increased $748 million from prior-year levels.
An excerpt. Shown here: 40 of 126 rewritten, 40 of 59 added and 40 of 69 removed. The counts are complete. For every sentence, read Item 7. . Management’s Discussion and Analysis of Financial Condition and Results of Operations. in the FY2025 filing and the FY2024 filing.
Item 7A. . Quantitative and Qualitative Disclosures About Market Risk.
7 rewritten, 3 added, 2 removed, 9 unchanged
Foreign currency exposures arise from translation of [removed: foreign-denominated] [added: foreign currency-denominated] assets and liabilities into U.S. dollars and from transactions denominated in a currency other than the subsidiary’s functional currency.
We continue to manage the associated foreign currency transaction and translation [removed: risk.][added: risk using existing processes.]
The Company manages foreign currency transaction and translation risk by utilizing derivative and non-derivative financial instruments, including forward exchange contracts, [removed: deal-contingent forward contracts, costless collar contracts,] cross-currency swap contracts and certain foreign currency denominated debt designated as net investment hedges.
Derivatives that are designated as hedges are adjusted to fair value by recording gains and losses through accumulated other comprehensive [removed: (loss)] [added: loss] in the Consolidated Balance Sheet until the hedged item is recognized in earnings.
The translation of the foreign currency denominated debt that has been designated as a net investment hedge is recorded in accumulated other comprehensive [removed: (loss)] [added: loss] and remains there until the underlying net investment is sold or substantially liquidated.
The Company's debt portfolio contains variable rate debt, [added: consisting of commercial paper,] inherently exposing the Company to interest rate risk.
A 100 basis point increase in near-term interest rates would increase annual interest expense on variable rate debt, [removed: including weighted-average] [added: consisting of] commercial paper borrowings [removed: during 2024,] [added: as of June 30, 2025,] by approximately $18 million.
A 10 percent change in foreign exchange rates related to our forward exchange contracts as of June 30, 2025, would affect earnings by approximately $80 million.
A majority of the impact would be offset by changes in value from the remeasurement of the underlying items being hedged.
Collectively, the forward exchange contracts and their associated hedged items do not create material market risk.
At June 30, 2024, our debt portfolio included $490 million of variable rate debt, exclusive of commercial paper borrowings.
[Table of](#i6dcd8e54a7544ed4827ca47e2ae65d0b_7) [Contents](#i6dcd8e54a7544ed4827ca47e2ae65d0b_7)
Item 1. . Business
0 rewritten, 251 added, 0 removed, 0 unchanged
New section this year
Parker-Hannifin Corporation was incorporated in Ohio in 1938.
As used in this Annual Report on Form 10-K, unless the context otherwise requires, the terms "Company", "Parker", "we" or "us" refer to Parker-Hannifin Corporation and its subsidiaries, and the term "year" and references to specific years refer to the applicable fiscal year.
Parker is a global leader in motion and control technologies.
Leveraging a unique combination of interconnected technologies, we design, manufacture, and provide aftermarket support for highly engineered solutions that create value for customers primarily in aerospace & defense, in-plant & industrial equipment, transportation, off-highway, energy, and HVAC & refrigeration markets around the world.
Parker values having a decentralized operating structure that fosters deeper connections with our customers and greater engagement among our team members.
To align our operations and achieve our goal of top quartile performance, we deploy our business system, The Win StrategyTM, which establishes goals and strategies for engaged people, customer experience, profitable growth and financial performance.
Underpinning this business system is our culture of safety, collaboration, continuous improvement, and team-based problem solving.
Together our goals, strategies, and culture help us to fulfill our purpose: Enabling Engineering Breakthroughs that Lead to a Better Tomorrow.
We credit the Win Strategy with leading Parker through a period of sustained operational excellence and transformation and believe it is the foundation for achieving our future goals.
Our investor relations website address is investors.parker.com.
We make available free of charge on or through our website our annual report on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K, and any amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as soon as reasonably practicable after filing or furnishing those reports electronically with the Securities and Exchange Commission.
The information contained on or accessible through our website is not part of this Annual Report on Form 10-K.
Our Board of Directors has adopted a written charter for each of its committees.
These charters, as well as our Global Code of Business Conduct, Corporate Governance Guidelines and Independence Standards for Directors, are posted and available on our investor relations website under the Governance page.
Shareholders may request copies of these corporate governance documents, free of charge, by writing to our principal executive offices located at Parker-Hannifin Corporation, 6035 Parkland Boulevard, Cleveland, Ohio 44124-4141, Attention: Secretary, or by calling (216) 896-3000.
Markets
Our interconnected technologies and solutions provide value for customers across our market verticals including aerospace & defense, in-plant & industrial equipment, transportation, off-highway, energy, and HVAC and refrigeration.
We serve several hundred thousand OEM and distribution customer locations.
Reportable Segments
We have two reportable segments: Diversified Industrial and Aerospace Systems.
Of the Company's $19.9 billion in net sales for fiscal year 2025, Diversified Industrial Segment products accounted for 69 percent and Aerospace Systems Segment products accounted for 31 percent.
Diversified Industrial Segment. Our Diversified Industrial Segment, which is an aggregation of several business units, sells highly engineered differentiated products to both original equipment manufacturers ("OEMs") and distributors who serve the aftermarket replacement markets.
The major market verticals served by our Diversified Industrial Segment are listed below:
| | | | | | |
| --- | --- | --- | --- | --- | --- |
| •Aerospace & Defense | | | •Off-highway | | |
| •In-plant & Industrial Equipment | | | •Energy | | |
| •Transportation | | | •HVAC & Refrigeration | | |
Aerospace Systems Segment. Our Aerospace Systems Segment sells highly engineered, differentiated airframe and engine components and systems to OEMs and aftermarket parts and maintenance directly to end users primarily in the commercial aerospace and defense market verticals.
The major market platforms served by our Aerospace Systems Segment are listed below:
| | | | | | |
| --- | --- | --- | --- | --- | --- |
| •Commercial Transport | | | •Regional Transport | | |
| •Defense Fixed Wing | | | •Helicopters | | |
| •Business Jets | | | •Energy | | |
Principal Products and Methods of Distribution
We offer hundreds of thousands of individual part numbers, and no single product contributed more than one percent to our total net sales for the year ended June 30, 2025.
Listed below are some of our principal products.
Diversified Industrial Segment. Our Diversified Industrial Segment products consist of a broad range of motion-control systems and components, which are described below:
| | | | | | |
An excerpt. Shown here: all 0 rewritten, 40 of 251 added and all 0 removed. The counts are complete. For every sentence, read Item 1. . Business in the FY2025 filing.
Item 3. . Legal Proceedings
0 rewritten, 3 added, 0 removed, 0 unchanged
New section this year
None.
From time to time we are involved in matters that involve governmental authorities as a party under federal, state and local laws that have been enacted or adopted regulating the discharge of materials into the environment or primarily for the purpose of protecting the environment.
We will report such matters that exceed, or that we reasonably believe may exceed, $1.0 million or more in monetary sanctions.
Cover and table of contents
33 rewritten, 1 added, 245 removed, 60 unchanged
For the fiscal year ended June 30, [removed: 2024][added: 2025]
| [removed: (State] [added: (State] or other jurisdiction of Incorporation or [removed: Organization)] [added: Organization)] | | | | | | | | | [removed: (I.R.S.] [added: (I.R.S.] Employer Identification [removed: No.)] [added: No.)] | | |
| [removed: (Address] [added: (Address] of Principal Executive [removed: Offices)] [added: Offices)] | | | | | | | | | [removed: (Zip Code)] [added: (Zip Code)] | | |
[removed: Registrant’s] [added: Registrant’s] telephone number, including area code [removed: (216)] [added: (216)] 896-3000
| [removed: Title] [added: Title] of Each [removed: Class] [added: Class] | | | | | | [removed: Trading Symbol] [added: Trading Symbol] | | | | | | [removed: Name] [added: Name] of Each Exchange on which [removed: Registered] [added: Registered] | | |
See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting [removed: company,"] [added: company"] and "emerging growth company" in Rule 12b-2 of the Exchange Act.
The aggregate market value of the outstanding common stock held by non-affiliates of the Registrant as of December 31, [removed: 2023: $58,849,817,164.][added: 2024:$81,765,915,350.]
The number of Common Shares outstanding on July 31, [removed: 2024] [added: 2025] was [removed: 128,595,729.][added: 126,682,154.]
Portions of the Definitive Proxy Statement for the Company’s [removed: 2024] [added: 2025] Annual Meeting of Shareholders, to be held on October [removed: 23, 2024,] [added: 22, 2025,] are incorporated by reference into Part III of this Annual Report on Form 10-K.
| Item 1. | | | [removed: [Business](#i6dcd8e54a7544ed4827ca47e2ae65d0b_13)] [added: [Business](#i495ebbf7ea7c4d72afd93f58cca82cd7_13)] | | | [removed: [2](#i6dcd8e54a7544ed4827ca47e2ae65d0b_13)] [added: [2](#i495ebbf7ea7c4d72afd93f58cca82cd7_13)] | | |
| Item 1A. | | | [Risk [removed: Factors](#i6dcd8e54a7544ed4827ca47e2ae65d0b_16)] [added: Factors](#i495ebbf7ea7c4d72afd93f58cca82cd7_19)] | | | [removed: [8](#i6dcd8e54a7544ed4827ca47e2ae65d0b_16)] [added: [8](#i495ebbf7ea7c4d72afd93f58cca82cd7_19)] | | |
| Item 1B. | | | [Unresolved Staff [removed: Comments](#i6dcd8e54a7544ed4827ca47e2ae65d0b_19)] [added: Comments](#i495ebbf7ea7c4d72afd93f58cca82cd7_22)] | | | [removed: [15](#i6dcd8e54a7544ed4827ca47e2ae65d0b_19)] [added: [15](#i495ebbf7ea7c4d72afd93f58cca82cd7_22)] | | |
| Item 1C. | | | [removed: [Cybersecurity](#i6dcd8e54a7544ed4827ca47e2ae65d0b_22)] [added: [Cybersecurity](#i495ebbf7ea7c4d72afd93f58cca82cd7_25)] | | | [removed: [15](#i6dcd8e54a7544ed4827ca47e2ae65d0b_22)] [added: [15](#i495ebbf7ea7c4d72afd93f58cca82cd7_25)] | | |
| Item 2. | | | [removed: [Properties](#i6dcd8e54a7544ed4827ca47e2ae65d0b_25)] [added: [Properties](#i495ebbf7ea7c4d72afd93f58cca82cd7_28)] | | | [removed: [17](#i6dcd8e54a7544ed4827ca47e2ae65d0b_25)] [added: [16](#i495ebbf7ea7c4d72afd93f58cca82cd7_28)] | | |
| Item 3. | | | [Legal [removed: Proceedings](#i6dcd8e54a7544ed4827ca47e2ae65d0b_28)] [added: Proceedings](#i495ebbf7ea7c4d72afd93f58cca82cd7_31)] | | | [removed: [17](#i6dcd8e54a7544ed4827ca47e2ae65d0b_28)] [added: [16](#i495ebbf7ea7c4d72afd93f58cca82cd7_31)] | | |
| Item 4. | | | [Mine Safety [removed: Disclosures](#i6dcd8e54a7544ed4827ca47e2ae65d0b_31)] [added: Disclosures](#i495ebbf7ea7c4d72afd93f58cca82cd7_34)] | | | [removed: [17](#i6dcd8e54a7544ed4827ca47e2ae65d0b_31)] [added: [16](#i495ebbf7ea7c4d72afd93f58cca82cd7_34)] | | |
| Item 5. | | | [Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity [removed: Securities](#i6dcd8e54a7544ed4827ca47e2ae65d0b_37)] [added: Securities](#i495ebbf7ea7c4d72afd93f58cca82cd7_40)] | | | [removed: [17](#i6dcd8e54a7544ed4827ca47e2ae65d0b_37)] [added: [17](#i495ebbf7ea7c4d72afd93f58cca82cd7_40)] | | |
| Item 6. | | | [removed: [\[Reserved\]](#i6dcd8e54a7544ed4827ca47e2ae65d0b_40)] [added: [\[Reserved\]](#i495ebbf7ea7c4d72afd93f58cca82cd7_43)] | | | [removed: [17](#i6dcd8e54a7544ed4827ca47e2ae65d0b_40)] [added: [17](#i495ebbf7ea7c4d72afd93f58cca82cd7_43)] | | |
| Item 7. | | | [Management’s Discussion and Analysis of Financial Condition and Results of [removed: Operations](#i6dcd8e54a7544ed4827ca47e2ae65d0b_43)] [added: Operations](#i495ebbf7ea7c4d72afd93f58cca82cd7_46)] | | | [removed: [18](#i6dcd8e54a7544ed4827ca47e2ae65d0b_43)] [added: [18](#i495ebbf7ea7c4d72afd93f58cca82cd7_46)] | | |
| Item 7A. | | | [Quantitative and Qualitative Disclosures About Market [removed: Risk](#i6dcd8e54a7544ed4827ca47e2ae65d0b_73)] [added: Risk](#i495ebbf7ea7c4d72afd93f58cca82cd7_70)] | | | [removed: [30](#i6dcd8e54a7544ed4827ca47e2ae65d0b_73)] [added: [29](#i495ebbf7ea7c4d72afd93f58cca82cd7_70)] | | |
| Item 8. | | | [Financial Statements and Supplementary [removed: Data](#i6dcd8e54a7544ed4827ca47e2ae65d0b_76)] [added: Data](#i495ebbf7ea7c4d72afd93f58cca82cd7_73)] | | | [removed: [31](#i6dcd8e54a7544ed4827ca47e2ae65d0b_76)] [added: [30](#i495ebbf7ea7c4d72afd93f58cca82cd7_73)] | | |
| Item 9. | | | [Changes in and Disagreements with Accountants on Accounting and Financial [removed: Disclosure](#i6dcd8e54a7544ed4827ca47e2ae65d0b_163)] [added: Disclosure](#i495ebbf7ea7c4d72afd93f58cca82cd7_160)] | | | [removed: [69](#i6dcd8e54a7544ed4827ca47e2ae65d0b_163)] [added: [66](#i495ebbf7ea7c4d72afd93f58cca82cd7_160)] | | |
| Item 9A. | | | [Controls and [removed: Procedures](#i6dcd8e54a7544ed4827ca47e2ae65d0b_166)] [added: Procedures](#i495ebbf7ea7c4d72afd93f58cca82cd7_163)] | | | [removed: [69](#i6dcd8e54a7544ed4827ca47e2ae65d0b_166)] [added: [66](#i495ebbf7ea7c4d72afd93f58cca82cd7_163)] | | |
| Item 9B. | | | [Other [removed: Information](#i6dcd8e54a7544ed4827ca47e2ae65d0b_169)] [added: Information](#i495ebbf7ea7c4d72afd93f58cca82cd7_166)] | | | [removed: [69](#i6dcd8e54a7544ed4827ca47e2ae65d0b_169)] [added: [66](#i495ebbf7ea7c4d72afd93f58cca82cd7_166)] | | |
| Item 9C. | | | [Disclosure Regarding Foreign Jurisdictions that Prevent [removed: Inspections](#i6dcd8e54a7544ed4827ca47e2ae65d0b_172)] [added: Inspections](#i495ebbf7ea7c4d72afd93f58cca82cd7_169)] | | | [removed: [69](#i6dcd8e54a7544ed4827ca47e2ae65d0b_172)] [added: [66](#i495ebbf7ea7c4d72afd93f58cca82cd7_169)] | | |
| Item 10. | | | [Directors, Executive Officers and Corporate [removed: Governance](#i6dcd8e54a7544ed4827ca47e2ae65d0b_178)] [added: Governance](#i495ebbf7ea7c4d72afd93f58cca82cd7_175)] | | | [removed: [69](#i6dcd8e54a7544ed4827ca47e2ae65d0b_178)] [added: [66](#i495ebbf7ea7c4d72afd93f58cca82cd7_175)] | | |
| Item 11. | | | [Executive [removed: Compensation](#i6dcd8e54a7544ed4827ca47e2ae65d0b_181)] [added: Compensation](#i495ebbf7ea7c4d72afd93f58cca82cd7_178)] | | | [removed: [69](#i6dcd8e54a7544ed4827ca47e2ae65d0b_181)] [added: [67](#i495ebbf7ea7c4d72afd93f58cca82cd7_178)] | | |
| Item 12. | | | [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder [removed: Matters](#i6dcd8e54a7544ed4827ca47e2ae65d0b_184)] [added: Matters](#i495ebbf7ea7c4d72afd93f58cca82cd7_181)] | | | [removed: [70](#i6dcd8e54a7544ed4827ca47e2ae65d0b_184)] [added: [67](#i495ebbf7ea7c4d72afd93f58cca82cd7_181)] | | |
| Item 13. | | | [Certain Relationships and Related Transactions, and Director [removed: Independence](#i6dcd8e54a7544ed4827ca47e2ae65d0b_187)] [added: Independence](#i495ebbf7ea7c4d72afd93f58cca82cd7_184)] | | | [removed: [70](#i6dcd8e54a7544ed4827ca47e2ae65d0b_187)] [added: [67](#i495ebbf7ea7c4d72afd93f58cca82cd7_184)] | | |
| Item 14. | | | [Principal Accountant Fees and [removed: Services](#i6dcd8e54a7544ed4827ca47e2ae65d0b_190)] [added: Services](#i495ebbf7ea7c4d72afd93f58cca82cd7_187)] | | | [removed: [70](#i6dcd8e54a7544ed4827ca47e2ae65d0b_190)] [added: [67](#i495ebbf7ea7c4d72afd93f58cca82cd7_187)] | | |
| Item 15. | | | [Exhibits and Financial Statement [removed: Schedules](#i6dcd8e54a7544ed4827ca47e2ae65d0b_196)] [added: Schedules](#i495ebbf7ea7c4d72afd93f58cca82cd7_193)] | | | [removed: [71](#i6dcd8e54a7544ed4827ca47e2ae65d0b_196)] [added: [68](#i495ebbf7ea7c4d72afd93f58cca82cd7_193)] | | |
| [removed: [Signatures](#i6dcd8e54a7544ed4827ca47e2ae65d0b_199)] [added: [Signatures](#i495ebbf7ea7c4d72afd93f58cca82cd7_199)] | | | | | | [removed: [77](#i6dcd8e54a7544ed4827ca47e2ae65d0b_199)] [added: [74](#i495ebbf7ea7c4d72afd93f58cca82cd7_199)] | | |
Fiscal Year Ended June 30, [removed: 2024][added: 2025]

| | | | | | |
| --- | --- | --- | --- | --- | --- |
[Table of](#i6dcd8e54a7544ed4827ca47e2ae65d0b_7) [Contents](#i6dcd8e54a7544ed4827ca47e2ae65d0b_7)
ITEM 1. Business. Parker-Hannifin Corporation was incorporated in Ohio in 1938.
As used in this Annual Report on Form 10-K, unless the context otherwise requires, the terms "Company", "Parker", "we" or "us" refer to Parker-Hannifin Corporation and its subsidiaries, and the term "year" and references to specific years refer to the applicable fiscal year.
Parker is a global leader in motion and control technologies.
Leveraging a unique combination of interconnected technologies, we design, manufacture, and provide aftermarket support for highly engineered solutions that create value for customers primarily in aerospace & defense, in-plant & industrial equipment, transportation, off-highway, energy, and HVAC & refrigeration markets around the world.
Parker values having a decentralized operating structure that fosters deeper connections with our customers and greater engagement among our team members.
To align our operations and achieve our goal of top quartile performance, we deploy our business system, The Win StrategyTM, which establishes goals and strategies for engaged people, customer experience, profitable growth and financial performance.
Underpinning this business system is our culture of safety, collaboration, continuous improvement, and team-based problem solving.
Together our goals, strategies, and culture help us to fulfill our purpose: Enabling Engineering Breakthroughs that Lead to a Better Tomorrow.
We credit the Win Strategy with leading Parker through a period of sustained operational excellence and transformation and believe it is the foundation for achieving our future goals.
Our investor relations website address is investors.parker.com.
We make available free of charge on or through our website our annual report on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K, and any amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as soon as reasonably practicable after filing or furnishing those reports electronically with the Securities and Exchange Commission.
The information contained on or accessible through our website is not part of this Annual Report on Form 10-K.
Our Board of Directors has adopted a written charter for each of its committees.
These charters, as well as our Global Code of Business Conduct, Corporate Governance Guidelines and Independence Standards for Directors, are posted and available on our investor relations website under the Governance page.
Shareholders may request copies of these corporate governance documents, free of charge, by writing to our principal executive offices located at Parker-Hannifin Corporation, 6035 Parkland Boulevard, Cleveland, Ohio 44124-4141, Attention: Secretary, or by calling (216) 896-3000.
Markets
Our interconnected technologies and solutions provide value for customers across our market verticals including aerospace & defense, in-plant & industrial equipment, transportation, off-highway, energy, and HVAC and refrigeration.
We serve several hundred thousand OEM and distribution customer locations.
No single customer accounted for more than four percent of our total net sales for the year ended June 30, 2024.
Reportable Segments
We have two reportable segments: Diversified Industrial and Aerospace Systems.
Of the Company's $19.9 billion in net sales for fiscal year 2024, Diversified Industrial Segment products accounted for 73 percent and Aerospace Systems Segment products accounted for 27 percent.
Diversified Industrial Segment. Our Diversified Industrial Segment, which is an aggregation of several business units, sells highly engineered differentiated products to both original equipment manufacturers ("OEMs") and distributors who serve the aftermarket replacement markets.
The major market verticals served by our Diversified Industrial Segment are listed below:
| •Aerospace & Defense | | | •Off-highway | | |
| •In-plant & Industrial Equipment | | | •Energy | | |
| •Transportation | | | •HVAC & Refrigeration | | |
Aerospace Systems Segment. Our Aerospace Systems Segment sells highly engineered, differentiated airframe and engine components and systems to OEMs and aftermarket parts and maintenance directly to end users primarily in the commercial aerospace and defense market verticals.
The major market platforms served by our Aerospace Systems Segment are listed below:
| •Commercial Transport | | | •Regional Transport | | |
| •Defense Fixed Wing | | | •Helicopters | | |
| •Business Jets | | | •Energy | | |
Principal Products and Methods of Distribution
We offer hundreds of thousands of individual part numbers, and no single product contributed more than one percent to our total net sales for the year ended June 30, 2024.
Listed below are some of our principal products.
Diversified Industrial Segment. Our Diversified Industrial Segment products consist of a broad range of motion-control systems and components, which are described below:
| •Active & Passive Vibration Control | | | •High Purity Sealing | | |
An excerpt. Shown here: all 33 rewritten, all 1 added and 40 of 245 removed. The counts are complete. For every sentence, read Cover and table of contents in the FY2025 filing and the FY2024 filing.
Item 1B. Unresolved Staff Comments
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None.
Item 1C. Cybersecurity
6 rewritten, 1 added, 15 removed, 27 unchanged
Parker’s dedicated Cyber Security team utilizes the National Institute of Standards and Technology [removed: (NIST)] [added: ("NIST")] Cyber Security Framework as its primary resource for identifying areas of risk and benchmarking and implementing continuous improvements.
We employ enhanced security measures for operational technologies and secure account management, including [removed: recently adding] a secondary anti-malware solution to our existing software to bolster our company-wide defenses.
We also maintain a third-party risk management [removed: program] [added: program, which includes formally evaluating new vendors at onboarding and monitoring existing vendors on an ongoing basis,] designed to oversee, identify, and reduce the potential impact to Parker and our customers of a security incident at a third-party vendor, supplier or other provider.
Management is responsible for assessing and managing material risks from cybersecurity threats with leadership from the Company’s Vice President – Chief Digital and Information Officer [removed: (CDIO),] [added: ("CDIO"),] who is responsible for the Company’s global Digital, Information Technology and Cyber Security organization.
Our CDIO has served in various roles in information technology and information security for [removed: over 18] [added: approximately 20] years with Fortune 500 companies.
Parker’s cybersecurity program is led by our Digital & IT VP – Infrastructure and Security, who functions as our chief information security officer [removed: (CISO)] [added: ("CISO")] and has over [removed: 23] [added: 25] years of experience in cybersecurity operations, cybersecurity governance and compliance, risk management, operational technology [removed: (OT)] [added: ("OT")] and connected products [removed: (IoT)] [added: ("IoT")] with global Fortune 200 and Fortune 500 companies across diverse industries, such as retail, consumer goods, entertainment and manufacturing.
Within the last three years, Parker has only experienced immaterial information security breaches for which the total expenses were immaterial.
[Table of](#i6dcd8e54a7544ed4827ca47e2ae65d0b_7) [Contents](#i6dcd8e54a7544ed4827ca47e2ae65d0b_7)
ITEM 2. Properties.
Our corporate headquarters is located in Cleveland, Ohio, and, at June 30, 2024, the Company maintained approximately 335 manufacturing plants.
We also maintain various sales and administrative offices and distribution centers throughout the world.
None of these manufacturing plants, administrative offices or distribution centers are individually material to our operations.
The facilities are situated in 36 states within the United States and in 42 other countries.
We own the majority of our manufacturing plants.
Our leased properties consist of sales and administrative offices and distribution centers as well as manufacturing plants.
We believe that our properties have been adequately maintained, are in good condition generally and are suitable and adequate for our business as presently conducted.
The extent to which we utilize our properties varies by property and from time to time.
We believe that our restructuring efforts have brought capacity levels closer to present and anticipated needs.
Most of our manufacturing facilities remain capable of handling volume increases.
ITEM 3. Legal Proceedings. None.
From time to time we are involved in matters that involve governmental authorities as a party under federal, state and local laws that have been enacted or adopted regulating the discharge of materials into the environment or primarily for the purpose of protecting the environment.
We will report such matters that exceed, or that we reasonably believe may exceed, $1.0 million or more in monetary sanctions.
Item 2. . Properties
0 rewritten, 10 added, 0 removed, 0 unchanged
New section this year
Our corporate headquarters is located in Cleveland, Ohio, and, at June 30, 2025, the Company maintained approximately 322 manufacturing plants.
We also maintain various sales and administrative offices and distribution centers throughout the world.
None of these manufacturing plants, administrative offices or distribution centers are individually material to our operations.
The facilities are situated in 35 states within the United States and in 42 other countries.
We own the majority of our manufacturing plants.
Our leased properties consist of sales and administrative offices and distribution centers as well as manufacturing plants.
We believe that our properties have been adequately maintained, are in good condition generally and are suitable and adequate for our business as presently conducted.
The extent to which we utilize our properties varies by property and from time to time.
We believe that our restructuring efforts have brought capacity levels closer to present and anticipated needs.
Most of our manufacturing facilities remain capable of handling volume increases.
Item 4. . Mine Safety Disclosures
0 rewritten, 1 added, 0 removed, 1 unchanged
Not applicable.
Item 5. . Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
2 rewritten, 6 added, 7 removed, 6 unchanged
As of July 31, [removed: 2024,] [added: 2025,] the number of shareholders of record of the Company was [removed: 3,003.][added: 2,898.]
| Period | | | | | | (a) Total Number of Shares Purchased | | | | | | (b) Average Price Paid Per Share | | | | | | (c) Total Number of Shares Purchased as Part of Publicly Announced Plans or [removed: Programs (1)] [added: Programs(1)] | | | | | | (d) Maximum Number (or Approximate Dollar Value) of Shares that May Yet Be Purchased Under the Plans or Programs | | |
| April 1, 2025 through April 30, 2025 | | | | | | 30,600 | | | | | | $ | 569.23 | | | | | 30,600 | | | | | | 6,074,002 | | |
| May 1, 2025 through May 31, 2025 | | | | | | 761,760 | | | | | | $ | 656.32 | | | | | 761,760 | | | | | | 5,312,242 | | |
| June 1, 2025 through June 30, 2025 | | | | | | 502,719 | | | | | | $ | 663.31 | | | | | 502,719 | | | | | | 4,809,523 | | |
| Total | | | | | | 1,295,079 | | | | | | | | | | | | 1,295,079 | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | |
| (1)On October 22, 2014, the Board of Directors approved a share repurchase program authorizing the repurchase of up to 35.0 million of the Company's common shares. On August 21, 2025, the Board of Directors approved an update to the number of shares available under the Company's existing share repurchase authorization so that the aggregate number of shares available for repurchase as of such date was 20.0 million. There is no limitation on the number of shares that can be repurchased in a year and there is no expiration date for the program. | | | | | | | | | | | | | | | | | | | | | | | | | | |
| April 1, 2024 through April 30, 2024 | | | | | | 32,207 | | | | | | $ | 551.08 | | | | | 32,207 | | | | | | 7,375,817 | | |
| May 1, 2024 through May 31, 2024 | | | | | | 33,100 | | | | | | $ | 544.07 | | | | | 33,100 | | | | | | 7,342,717 | | |
| June 1, 2024 through June 30, 2024 | | | | | | 29,383 | | | | | | $ | 513.01 | | | | | 29,383 | | | | | | 7,313,334 | | |
| Total | | | | | | 94,690 | | | | | | | | | | | | 94,690 | | | | | | | | |
(1)On October 22, 2014, the Company publicly announced that the Board of Directors increased the overall maximum number of shares authorized for repurchase under the Company's share repurchase program, first announced on August 16, 1990, so that, beginning on October 22, 2014, the maximum aggregate number of shares authorized for repurchase was 35 million shares.
There is no limitation on the amount of shares that can be repurchased in a fiscal year.
There is no expiration date for this program.
Item 6. . [Reserved]
0 rewritten, 0 added, 1 removed, 0 unchanged
[Table of](#i6dcd8e54a7544ed4827ca47e2ae65d0b_7) [Contents](#i6dcd8e54a7544ed4827ca47e2ae65d0b_7)
Item 8. . Financial Statements and Supplementary Data.
436 rewritten, 426 added, 402 removed, 557 unchanged
| [Report of Independent Registered Public Accounting Firm (PCAOB ID [removed: No.](#i6dcd8e54a7544ed4827ca47e2ae65d0b_79)] [added: No.](#i495ebbf7ea7c4d72afd93f58cca82cd7_76)] 34) | | | | | | [removed: [32](#i6dcd8e54a7544ed4827ca47e2ae65d0b_79)] [added: [31](#i495ebbf7ea7c4d72afd93f58cca82cd7_76)] | | |
| | | | [Consolidated Statement of [removed: Income](#i6dcd8e54a7544ed4827ca47e2ae65d0b_82)] [added: Income](#i495ebbf7ea7c4d72afd93f58cca82cd7_79)] | | | [removed: [34](#i6dcd8e54a7544ed4827ca47e2ae65d0b_82)] [added: [33](#i495ebbf7ea7c4d72afd93f58cca82cd7_79)] | | |
| | | | [Consolidated Statement of Comprehensive [removed: Income](#i6dcd8e54a7544ed4827ca47e2ae65d0b_88)] [added: Income](#i495ebbf7ea7c4d72afd93f58cca82cd7_82)] | | | [removed: [35](#i6dcd8e54a7544ed4827ca47e2ae65d0b_88)] [added: [34](#i495ebbf7ea7c4d72afd93f58cca82cd7_82)] | | |
| | | | [Consolidated Balance [removed: Sheet](#i6dcd8e54a7544ed4827ca47e2ae65d0b_91)] [added: Sheet](#i495ebbf7ea7c4d72afd93f58cca82cd7_85)] | | | [removed: [36](#i6dcd8e54a7544ed4827ca47e2ae65d0b_91)] [added: [35](#i495ebbf7ea7c4d72afd93f58cca82cd7_85)] | | |
| | | | [Consolidated Statement of Cash [removed: Flows](#i6dcd8e54a7544ed4827ca47e2ae65d0b_94)] [added: Flows](#i495ebbf7ea7c4d72afd93f58cca82cd7_88)] | | | [removed: [37](#i6dcd8e54a7544ed4827ca47e2ae65d0b_94)] [added: [36](#i495ebbf7ea7c4d72afd93f58cca82cd7_88)] | | |
| | | | [Consolidated Statement of [removed: Equity](#i6dcd8e54a7544ed4827ca47e2ae65d0b_97)] [added: Equity](#i495ebbf7ea7c4d72afd93f58cca82cd7_91)] | | | [removed: [38](#i6dcd8e54a7544ed4827ca47e2ae65d0b_97)] [added: [37](#i495ebbf7ea7c4d72afd93f58cca82cd7_91)] | | |
| | | | [Notes to Consolidated Financial [removed: Statements](#i6dcd8e54a7544ed4827ca47e2ae65d0b_100)] [added: Statements](#i495ebbf7ea7c4d72afd93f58cca82cd7_94)] | | | [removed: [39](#i6dcd8e54a7544ed4827ca47e2ae65d0b_100)] [added: [38](#i495ebbf7ea7c4d72afd93f58cca82cd7_94)] | | |
We have audited the accompanying consolidated balance sheets of Parker-Hannifin Corporation and subsidiaries (the [removed: "Company")] [added: “Company”)] as of June 30, [removed: 2024] [added: 2025] and [removed: 2023,] [added: 2024,] the related consolidated statements of income, comprehensive income, cash flows, and equity, for each of the three years in the period ended June [removed: 30, 2024,] [added: 30 2025,] and the related notes [removed: and the schedule listed in the Index at Item 15] (collectively referred to as the [removed: "financial statements").][added: “financial statements”).]
We also have audited the Company’s internal control over financial reporting as of June 30, [removed: 2024,] [added: 2025,] 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 June 30, [removed: 2024] [added: 2025] and [removed: 2023,] [added: 2024,] and the results of its operations and its cash flows for each of the three years in the period ended June 30, [removed: 2024,] [added: 2025,] 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 June 30, [removed: 2024,] [added: 2025,] based on criteria established in Internal Control — Integrated Framework (2013) issued by COSO.
The critical audit matter communicated below is a matter arising from the current-period audit of the financial statements that was communicated or required to be communicated to the audit committee and that (1) relates to accounts or disclosures that are material to the financial statements and (2) involved [added: our] especially challenging, subjective, or complex judgments.
The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a [removed: whole,]
[added: whole,] and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.
[removed: | (Dollars] [added: (Dollars] in [removed: thousands,] [added: millions,] except per share [removed: amounts) | | | | | | 2024 | | | | | | 2023 | | | | | | 2022 | | |][added: amounts or as otherwise noted)]
| Selling, general and administrative expenses | | | | | | [removed: 3,315,177] [added: 3,255] | | | | | | [removed: 3,354,103] [added: 3,315] | | | | | | [removed: 2,504,061] [added: 3,354] | | |
| Other (income) expense, net | | | | | | [removed: (276,888)] [added: (183)] | | | | | | [removed: 184,167] [added: (276)] | | | | | | [removed: 944,881] [added: 184] | | |
| Gain on sale of businesses and assets, net | | | [removed: | | | (11,597)] [added: 2] | | | | | | [removed: (362,526)] [added: 2] | | | | | | [removed: (7,121)] [added: —] | | |
| Less: Noncontrolling interest in subsidiaries' earnings | | | | | | [removed: 721] [added: 1] | | | | | | [removed: 600] [added: 1] | | | | | | [removed: 581] [added: 1] | | |
| Net Income Attributable to Common Shareholders | | | | | | $ | [removed: 2,844,215] [added: 3,531] | | | | | $ | [removed: 2,082,936] [added: 2,844] | | | | | $ | [removed: 1,315,605] [added: 2,083] | |
| Earnings per Share Attributable to Common [removed: Shareholders] [added: Shareholders:] | | | | | | | | | | | | | | | | | | | | |
| Basic earnings per [removed: share | | |] [added: share(1)] | | | $ | [removed: 22.13] [added: 27.52] | | | | | $ | [removed: 16.23] [added: 22.13] | | | | | $ | [removed: 10.24] [added: 16.23] | |
| Diluted earnings per [removed: share | | |] [added: share(1)] | | | $ | [removed: 21.84] [added: 27.12] | | | | | $ | [removed: 16.04] [added: 21.84] | | | | | $ | [removed: 10.09] [added: 16.04] | |
| Less: Noncontrolling interests in subsidiaries' earnings | | | | | | [removed: 721] [added: 1] | | | | | | [removed: 600] [added: 1] | | | | | | [removed: 581] [added: 1] | | |
| Net income attributable to common shareholders | | | | | | [removed: 2,844,215] [added: 3,531] | | | | | | [removed: 2,082,936] [added: 2,844] | | | | | | [removed: 1,315,605] [added: 2,083] | | |
| Other comprehensive [removed: (loss) income,] [added: income (loss),] net of tax | | | | | | | | | | | | | | | | | | | | |
| Other comprehensive [removed: (loss)] income | | | | | | [removed: (144,971)] [added: —] | | | | | | [removed: 250,020] [added: —] | | | | | | [removed: 22,003] [added: —] | | | [added: | | | 250 | | | | | | — | | | | | | — | | | | | | 250 | | | | | |]
| Other comprehensive [removed: (loss)] income [added: (loss)] attributable to common shareholders | | | | | | [removed: (145,140)] [added: 555] | | | | | | [removed: 250,326] [added: (145)] | | | | | | [removed: 23,529] [added: 250] | | |
| Total Comprehensive Income Attributable to Common Shareholders | | | | | | $ | [removed: 2,699,075] [added: 4,086] | | | | | $ | [removed: 2,333,262] [added: 2,699] | | | | | $ | [removed: 1,339,134] [added: 2,333] | |
| June 30, | | | | | | [removed: 2024] [added: 2025] | | | | | | [removed: 2023] [added: 2024] | | |
| Cash and cash equivalents | | | | | | $ | [removed: 422,027] [added: 467] | | | | | $ | [removed: 475,182] [added: 422] | |
| Trade accounts receivable, net | | | | | | [removed: 2,865,546] [added: 2,910] | | | | | | [removed: 2,827,297] [added: 2,866] | | |
| Non-trade and notes receivable | | | | | | [removed: 331,429] [added: 318] | | | | | | [removed: 309,167] [added: 331] | | |
| Prepaid expenses and other | | | [added: 102] | | | [removed: 392,822] | | | [added: 21] | | | [removed: 314,704] | | | [added: 123 | | |]
| Property, plant and equipment | | | | | | [removed: 7,074,574] [added: 7,417] | | | | | | [removed: 6,865,545] [added: 7,075] | | |
| Property, plant and equipment, net | | | | | | [removed: 2,875,668] [added: 2,937] | | | | | | [removed: 2,865,030] [added: 2,876] | | |
| Deferred income taxes | | | [added: 34] | | | [removed: 92,704] | | | [added: (19)] | | | [removed: 81,429] | | | [added: 15 | | |]
| Intangible assets, net | | | | | | [removed: 7,816,181] [added: 7,374] | | | | | | [removed: 8,450,614] [added: 7,816] | | |
| Notes payable and long-term debt payable within one year | | | | | | $ | [removed: 3,403,065] [added: 1,791] | | | | | $ | [removed: 3,763,175] [added: 3,403] | |
| Accrued payrolls and other compensation | | | | | | [removed: 581,251] [added: 587] | | | | | | [removed: 651,319] [added: 581] | | |
August 22, 2025
| (In millions, except per share data) | | | | | | 2025 | | | | | | 2024 | | | | | | 2023 | | |
| Cost of sales | | | | | | 12,535 | | | | | | 12,802 | | | | | | 12,636 | | |
| Interest expense | | | | | | 409 | | | | | | 506 | | | | | | 574 | | |
| Income before income taxes | | | | | | 4,107 | | | | | | 3,595 | | | | | | 2,680 | | |
| Income taxes | | | | | | 575 | | | | | | 750 | | | | | | 596 | | |
| Net Income | | | | | | 3,532 | | | | | | 2,845 | | | | | | 2,084 | | |
| Basic | | | | | | $ | 27.52 | | | | | $ | 22.13 | | | | | $ | 16.23 | |
| Diluted | | | | | | $ | 27.12 | | | | | $ | 21.84 | | | | | $ | 16.04 | |
| (In millions) | | | | | | 2025 | | | | | | 2024 | | | | | | 2023 | | |
| Net Income | | | | | | $ | 3,532 | | | | | $ | 2,845 | | | | | $ | 2,084 | |
| Retirement benefits plan activity | | | | | | 142 | | | | | | 23 | | | | | | 63 | | |
| | | | | | | June 30, | | | | | | | | |
| (In millions, except par value) | | | | | | 2025 | | | | | | 2024 | | |
| Inventories | | | | | | 2,839 | | | | | | 2,787 | | |
| Prepaid expenses | | | | | | 263 | | | | | | 253 | | |
| Other current assets | | | | | | 153 | | | | | | 140 | | |
| Total Current Assets | | | | | | 6,950 | | | | | | 6,799 | | |
| Less: Accumulated depreciation | | | | | | 4,480 | | | | | | 4,199 | | |
| Other assets | | | | | | 1,269 | | | | | | 1,207 | | |
| Goodwill | | | | | | 10,694 | | | | | | 10,507 | | |
| Total Assets | | | | | | $ | 29,494 | | | | | $ | 29,298 | |
| Accounts payable, trade | | | | | | 2,126 | | | | | | 1,992 | | |
| Deferred income taxes | | | | | | 1,490 | | | | | | 1,584 | | |
| Other liabilities | | | | | | 733 | | | | | | 726 | | |
| Total Liabilities | | | | | | 15,803 | | | | | | 17,217 | | |
| Retained earnings | | | | | | 21,775 | | | | | | 19,105 | | |
| Treasury shares at cost: 54.4 shares in 2025 and 52.4 shares in 2024 | | | | | | (7,495) | | | | | | (5,950) | | |
| Total Shareholders' Equity | | | | | | 13,682 | | | | | | 12,072 | | |
| Total Equity | | | | | | 13,691 | | | | | | 12,081 | | |
| (In millions) | | | | | | 2025 | | | | | | 2024 | | | | | | 2023 | | |
| Net income | | | | | | $ | 3,532 | | | | | $ | 2,845 | | | | | $ | 2,084 | |
| Depreciation | | | | | | 354 | | | | | | 349 | | | | | | 317 | | |
| Amortization | | | | | | 553 | | | | | | 578 | | | | | | 501 | | |
| Deferred income taxes | | | | | | (304) | | | | | | 32 | | | | | | 92 | | |
| Inventories | | | | | | (94) | | | | | | 101 | | | | | | 53 | | |
| Prepaid expenses | | | | | | (9) | | | | | | (49) | | | | | | 32 | | |
| Other current assets | | | | | | (11) | | | | | | (15) | | | | | | (30) | | |
| Accounts payable, trade | | | | | | 119 | | | | | | (44) | | | | | | 92 | | |
| Capital expenditures | | | | | | (435) | | | | | | (400) | | | | | | (381) | | |
[Table of](#i6dcd8e54a7544ed4827ca47e2ae65d0b_7) [Contents](#i6dcd8e54a7544ed4827ca47e2ae65d0b_7)
August 22, 2024
| Net Sales | | | | | | $ | 19,929,606 | | | | | $ | 19,065,194 | | | | | $ | 15,861,608 | |
| Cost of sales | | | | | | 12,801,816 | | | | | | 12,635,892 | | | | | | 10,550,309 | | |
| Interest expense | | | | | | 506,495 | | | | | | 573,894 | | | | | | 255,252 | | |
| Income before income taxes | | | | | | 3,594,603 | | | | | | 2,679,664 | | | | | | 1,614,226 | | |
| Income taxes | | | | | | 749,667 | | | | | | 596,128 | | | | | | 298,040 | | |
| Net Income | | | | | | 2,844,936 | | | | | | 2,083,536 | | | | | | 1,316,186 | | |
| (Dollars in thousands) | | | | | | 2024 | | | | | | 2023 | | | | | | 2022 | | |
| Net Income | | | | | | $ | 2,844,936 | | | | | $ | 2,083,536 | | | | | $ | 1,316,186 | |
| Foreign currency translation adjustment and other (net of tax of $(15,443), $(38,322) and $(3,236) in 2024, 2023 and 2022, respectively) | | | | | | (167,784) | | | | | | 186,721 | | | | | | (284,732) | | |
| Retirement benefits plan activity (net of tax of $(8,071), $(26,019) and $(95,574) in 2024, 2023 and 2022, respectively) | | | | | | 22,813 | | | | | | 63,299 | | | | | | 306,735 | | |
| Less: Other comprehensive income (loss) for noncontrolling interests | | | | | | 169 | | | | | | (306) | | | | | | (1,526) | | |
| | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| (Dollars in thousands) | | | | | | | | | | | | | | |
| Inventories | | | | | | 2,786,800 | | | | | | 2,907,879 | | |
| Total Current Assets | | | | | | 6,798,624 | | | | | | 6,834,229 | | |
| Less: Accumulated depreciation | | | | | | 4,198,906 | | | | | | 4,000,515 | | |
| Investments and other assets | | | | | | 1,207,232 | | | | | | 1,104,576 | | |
| Goodwill | | | | | | 10,507,433 | | | | | | 10,628,594 | | |
| Total Assets | | | | | | $ | 29,297,842 | | | | | $ | 29,964,472 | |
| Accounts payable, trade | | | | | | 1,991,639 | | | | | | 2,050,934 | | |
| Deferred income taxes | | | | | | 1,583,923 | | | | | | 1,649,674 | | |
| Other liabilities | | | | | | 725,193 | | | | | | 893,355 | | |
| Total Liabilities | | | | | | 17,216,949 | | | | | | 19,626,193 | | |
| Retained earnings | | | | | | 19,104,599 | | | | | | 17,041,502 | | |
| Treasury shares at cost: 52,442,162 in 2024 and 52,613,046 in 2023 | | | | | | (5,949,646) | | | | | | (5,817,787) | | |
| Total Shareholders' Equity | | | | | | 12,071,972 | | | | | | 10,326,888 | | |
| Total Equity | | | | | | 12,080,893 | | | | | | 10,338,279 | | |
| Net income | | | | | | $ | 2,844,936 | | | | | $ | 2,083,536 | | | | | $ | 1,316,186 | |
| Depreciation | | | | | | 349,136 | | | | | | 317,416 | | | | | | 257,314 | | |
| Amortization | | | | | | 577,995 | | | | | | 500,713 | | | | | | 314,450 | | |
| Deferred income taxes | | | | | | 32,476 | | | | | | 91,865 | | | | | | (351,201) | | |
| (Gain) loss on marketable securities and other investments | | | | | | (5,708) | | | | | | (6,176) | | | | | | 1,159 | | |
| Inventories | | | | | | 101,385 | | | | | | 53,124 | | | | | | (212,134) | | |
| Prepaid expenses and other | | | | | | (63,512) | | | | | | 1,550 | | | | | | 37,630 | | |
| Accounts payable, trade | | | | | | (44,429) | | | | | | 91,551 | | | | | | 131,384 | | |
| Other accrued liabilities | | | | | | (72,596) | | | | | | 112,822 | | | | | | 999,831 | | |
| Capital expenditures | | | | | | (400,112) | | | | | | (380,747) | | | | | | (230,044) | | |
An excerpt. Shown here: 40 of 436 rewritten, 40 of 426 added and 40 of 402 removed. The counts are complete. For every sentence, read Item 8. . Financial Statements and Supplementary Data. in the FY2025 filing and the FY2024 filing.
Item 9. . Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
0 rewritten, 1 added, 10 removed, 0 unchanged
None.
ITEM 9A. Controls and Procedures. The Company carried out an evaluation, under the supervision and with the participation of the Company’s management, including the Company’s principal executive officer and principal financial officer, of the effectiveness of the Company’s disclosure controls and procedures as of June 30, 2024.
Based on this evaluation, the Company’s principal executive officer and principal financial officer concluded that, as of June 30, 2024, the Company’s disclosure controls and procedures were effective.
Changes in Internal Control over Financial Reporting
There was no change to our internal control over financial reporting during the fourth quarter of 2024 that materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.
Management's Report On Internal Control Over Financial Reporting
Our management, including the principal executive officer and the principal financial officer, is responsible for establishing and maintaining adequate internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)).
We assessed the effectiveness of our internal control over financial reporting as of June 30, 2024.
In making this assessment, we used the criteria established by the Committee of Sponsoring Organizations of the Treadway Commission in “Internal Control-Integrated Framework (2013).” We concluded that based on our assessment, the Company's internal control over financial reporting was effective as of June 30, 2024.
Deloitte & Touche LLP, the independent registered public accounting firm that audited the Company's consolidated financial statements, has issued an attestation report on the Company's internal control over financial reporting as of June 30, 2024, which is included in Part II, Item 8 of this Annual Report on Form 10-K.
ITEM 9B. Other Information. None of the Company's directors or officers adopted, modified or terminated a Rule 10b5-1 trading arrangement or a non-Rule 10b5-1 trading arrangement during the Company's fiscal quarter ended June 30, 2024.
Item 9A. Controls and Procedures
0 rewritten, 9 added, 0 removed, 0 unchanged
New section this year
The Company carried out an evaluation, under the supervision and with the participation of the Company’s management, including the Company’s principal executive officer and principal financial officer, of the effectiveness of the Company’s disclosure controls and procedures as of June 30, 2025.
Based on this evaluation, the Company’s principal executive officer and principal financial officer concluded that, as of June 30, 2025, the Company’s disclosure controls and procedures were effective.
Changes in Internal Control over Financial Reporting
There was no change to our internal control over financial reporting during the fourth quarter of 2025 that materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.
Management's Report On Internal Control Over Financial Reporting
Our management, including the principal executive officer and the principal financial officer, is responsible for establishing and maintaining adequate internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)).
We assessed the effectiveness of our internal control over financial reporting as of June 30, 2025.
In making this assessment, we used the criteria established by the Committee of Sponsoring Organizations of the Treadway Commission in “Internal Control-Integrated Framework (2013).” We concluded that based on our assessment, the Company's internal control over financial reporting was effective as of June 30, 2025.
Deloitte & Touche LLP, the independent registered public accounting firm that audited the Company's consolidated financial statements, has issued an attestation report on the Company's internal control over financial reporting as of June 30, 2025, which is included in Part II, Item 8 of this Annual Report on Form 10-K.
Item 9B. Other Information
0 rewritten, 1 added, 0 removed, 0 unchanged
New section this year
None of the Company's directors or officers adopted, modified or terminated a Rule 10b5-1 trading arrangement or a non-Rule 10b5-1 trading arrangement during the Company's fiscal quarter ended June 30, 2025.
Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections
0 rewritten, 1 added, 28 removed, 1 unchanged
Not Applicable.
ITEM 10. Directors, Executive Officers and Corporate Governance. Information required with respect to the Directors of the Company is set forth under the caption "Item I – Election of Directors" in the definitive Proxy Statement for the Company’s 2024 Annual Meeting of Shareholders, to be held October 23, 2024 (the "2024 Proxy Statement"), and is incorporated herein by reference.
Information with respect to the executive officers of the Company is included in Part I, Item 1 of this Annual Report on Form 10-K under the caption "Information about our Executive Officers."
The information set forth under the caption "Insider Trading and Prohibited Transactions in Company Securities" in the 2024 Proxy Statement is incorporated herein by reference.
The Company has adopted a Global Code of Business Conduct that applies to its Chief Executive Officer, Chief Financial Officer and Controller.
The Global Code of Business Conduct is posted on the Company’s investor relations internet website at investors.parker.com under the Governance page.
Any amendment to, or waiver from, a provision of the Company’s Global Code of Business Conduct that applies to its Chief Executive Officer, Chief Financial Officer or Controller will also be posted at investors.parker.com under the Corporate Governance page.
The information set forth under the captions "Board Committees; Committee Charters - Audit Committee" and "Board and Committee Structure - Board Committees; Committee Charters" in the 2024 Proxy Statement is incorporated herein by reference.
ITEM 11. Executive Compensation. The information set forth under the captions "Compensation Discussion and Analysis," "Compensation Committee Report," "Pay Versus Performance Disclosure" and "Compensation Tables" in the 2024 Proxy Statement is incorporated herein by reference.
[Table of](#i6dcd8e54a7544ed4827ca47e2ae65d0b_7) [Contents](#i6dcd8e54a7544ed4827ca47e2ae65d0b_7)
ITEM 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters. The information set forth under the caption "Principal Shareholders" in the 2024 Proxy Statement is incorporated herein by reference.
Equity Compensation Plan Information.
The following table sets forth certain information regarding the Company's equity compensation plans as of June 30, 2024, unless otherwise indicated.
| | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Plan Category | | | Number of securities to be issued upon exercise of outstanding options, warrants and rights | | | Weighted-average exercise price of outstanding options, warrants and rights | | | Number of securities remaining available for future issuance under Equity compensation plans | | |
| Equity compensation plans approved by security holders | | | 4,372,395(1) | | | $238.15 | | | 18,466,794(2) | | |
| Equity compensation plans not approved by security holders | | | — | | | — | | | — | | |
| Total | | | 4,372,395 | | | $238.15 | | | 18,466,794 | | |
(1)Includes the maximum future payouts of common stock that may be issued under the calendar year 2022-23-24, 2023-24-25 and 2024-25-26 long term incentive performance awards ("LTIP awards").
For these LTIP awards, payouts will be determined based on achieving an average return on average equity of four percent or an average free cash flow margin of four percent.
If these performance measures are achieved, the participants will be eligible to receive the maximum payout of 200 percent.
The Human Resources and Compensation Committee will then compare our performance to that of a group of our peers and, if appropriate, apply its discretion to reduce the final payouts based on any performance measures that the Committee determines to be appropriate.
(2)The maximum number of shares of our common stock that may be issued under the 2023 Omnibus Stock Incentive Plan is 11.3 million shares, of which approximately 8.5 million shares are available for future issuance.
Effective as of October 25, 2023, no further awards may be granted under the Amended and Restated 2016 Omnibus Stock Incentive Plan.
The maximum number of shares that may be issued under the Global Employee Stock Purchase Plan is 10 million shares, of which approximately 9.9 million shares are still available for future issuance.
ITEM 13. Certain Relationships and Related Transactions, and Director Independence. The information set forth under the captions "Other Governance Matters - Review and Approval of Transactions with Related Persons" and "Item 1 - Election of Directors - Director Independence" in the 2024 Proxy Statement is incorporated herein by reference.
ITEM 14. Principal Accountant Fees and Services. The information set forth under the captions "Audit Fees and All Other Fees" and "Audit Committee Pre-Approval Policies and Procedures" in the 2024 Proxy Statement is incorporated herein by reference.
PART IV
Item 10. . Directors, Executive Officers and Corporate Governance
0 rewritten, 7 added, 0 removed, 0 unchanged
New section this year
Information required with respect to the Directors of the Company is set forth under the caption "Item I – Election of Directors" in the definitive Proxy Statement for the Company’s 2025 Annual Meeting of Shareholders, to be held October 22, 2025 (the "2025 Proxy Statement"), and is incorporated herein by reference.
Information with respect to the executive officers of the Company is included in Part I, Item 1 of this Annual Report on Form 10-K under the caption "Information about our Executive Officers."
The information set forth under the caption "Insider Trading and Prohibited Transactions in Company Securities" in the 2025 Proxy Statement is incorporated herein by reference.
The Company has adopted a Global Code of Business Conduct that applies to its Chief Executive Officer, Chief Financial Officer and Controller.
The Global Code of Business Conduct is posted on the Company’s investor relations internet website at investors.parker.com under the Governance page.
Any amendment to, or waiver from, a provision of the Company’s Global Code of Business Conduct that applies to its Chief Executive Officer, Chief Financial Officer or Controller will also be posted at investors.parker.com under the Corporate Governance page.
The information set forth under the captions "Board Committees; Committee Charters - Audit Committee" and "Board and Committee Structure - Board Committees; Committee Charters" in the 2025 Proxy Statement is incorporated herein by reference.
Item 11. Executive Compensation
0 rewritten, 1 added, 0 removed, 0 unchanged
New section this year
The information set forth under the captions "Compensation Discussion and Analysis," "Compensation Committee Report," "Pay Versus Performance Disclosure" and "Compensation Tables" in the 2025 Proxy Statement is incorporated herein by reference.
Item 12. . Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.
0 rewritten, 12 added, 0 removed, 0 unchanged
New section this year
The information set forth under the caption "Principal Shareholders" in the 2025 Proxy Statement is incorporated herein by reference.
Equity Compensation Plan Information.
The following table sets forth certain information regarding the Company's equity compensation plans as of June 30, 2025, unless otherwise indicated.
| | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Plan Category | | | Number of securities to be issued upon exercise of outstanding options, warrants and rights | | | Weighted-average exercise price of outstanding options, warrants and rights | | | Number of securities remaining available for future issuance under Equity compensation plans | | |
| Equity compensation plans approved by security holders | | | 3,783,595(1) | | | $288.60 | | | 17,153,703(2) | | |
| Equity compensation plans not approved by security holders | | | — | | | — | | | — | | |
| Total | | | 3,783,595 | | | $288.60 | | | 17,153,703 | | |
| | | | | | | | | | | | |
| (1)Includes the maximum future payouts of common stock that may be issued under the calendar year 2023-24-25, 2024-25-26 and 2025-26-27 long term incentive performance awards ("LTIP awards"). For these LTIP awards, payouts will be determined based on achieving an average return on average equity of four percent or an average free cash flow margin of four percent. If these performance measures are achieved, the participants will be eligible to receive the maximum payout of 200 percent. The Human Resources and Compensation Committee will then compare our performance to that of a group of our peers and, if appropriate, apply its discretion to reduce the final payouts based on any performance measures that the Committee determines to be appropriate. | | | | | | | | | | | |
| (2)The maximum number of shares of our common stock that may be issued under the 2023 Omnibus Stock Incentive Plan is 11.3 million shares, of which approximately 7.2 million shares are available for future issuance. The maximum number of shares that may be issued under the Global Employee Stock Purchase Plan is 10.0 million shares, of which approximately 9.9 million shares are still available for future issuance. | | | | | | | | | | | |
Item 13. . Certain Relationships and Related Transactions, and Director Independence
0 rewritten, 1 added, 0 removed, 0 unchanged
New section this year
The information set forth under the captions "Other Governance Matters - Review and Approval of Transactions with Related Persons" and "Item 1 - Election of Directors - Director Independence" in the 2025 Proxy Statement is incorporated herein by reference.
Item 14. Principal Accountant Fees and Services
0 rewritten, 2 added, 0 removed, 0 unchanged
New section this year
The information set forth under the captions "Audit Fees and All Other Fees" and "Audit Committee Pre-Approval Policies and Procedures" in the 2025 Proxy Statement is incorporated herein by reference.
PART IV
Item 15. . Exhibits and Financial Statement Schedules.
59 rewritten, 16 added, 6 removed, 159 unchanged
| | | | Consolidated Statement of Income | | | [removed: [34](#i6dcd8e54a7544ed4827ca47e2ae65d0b_82)] [added: [33](#i495ebbf7ea7c4d72afd93f58cca82cd7_79)] | | | | | |
| | | | Consolidated Statement of Comprehensive Income | | | [removed: [35](#i6dcd8e54a7544ed4827ca47e2ae65d0b_88)] [added: [34](#i495ebbf7ea7c4d72afd93f58cca82cd7_82)] | | | | | |
| | | | Consolidated Balance Sheet | | | [removed: [36](#i6dcd8e54a7544ed4827ca47e2ae65d0b_91)] [added: [35](#i495ebbf7ea7c4d72afd93f58cca82cd7_85)] | | | | | |
| | | | Consolidated Statement of Cash Flows | | | [removed: [37](#i6dcd8e54a7544ed4827ca47e2ae65d0b_94)] [added: [36](#i495ebbf7ea7c4d72afd93f58cca82cd7_88)] | | | | | |
| | | | Consolidated Statement of Equity | | | [removed: [38](#i6dcd8e54a7544ed4827ca47e2ae65d0b_97)] [added: [37](#i495ebbf7ea7c4d72afd93f58cca82cd7_91)] | | | | | |
| | | | Notes to Consolidated Financial Statements | | | [removed: [39](#i6dcd8e54a7544ed4827ca47e2ae65d0b_100)] [added: [38](#i495ebbf7ea7c4d72afd93f58cca82cd7_94)] | | | | | |
| [removed: 3.] [added: 2.] Exhibits | | | | | | | | | | | |
| [removed: Exhibit No.] | | | | | | Description of Exhibit | | |
| (10)(k) | | | | | | [Parker-Hannifin Corporation Amended and Restated 2009 Omnibus Stock Incentive Plan, incorporated by reference to Appendix A to Registrant’s Definitive Proxy Statement filed with the Commission on September 24, [removed: 2012](https://www.sec.gov/Archives/edgar/data/76334/000119312512401634/d394759ddef14a.htm)] [added: 2012](https://www.sec.gov/Archives/edgar/data/76334/000119312512401634/d394759ddef14a.htm#toc394759_68)] (Commission File No. 1-4982). | | |
| (10)(l) | | | | | | [Parker-Hannifin Corporation 2016 Omnibus Stock Incentive Plan, incorporated by reference to Annex B to Registrant's Definitive Proxy Statement on Schedule 14A, filed with the SEC on September 26, [removed: 2016](https://www.sec.gov/Archives/edgar/data/76334/000119312516719682/d233270ddef14a.htm)] [added: 2016](https://www.sec.gov/Archives/edgar/data/76334/000119312516719682/d233270ddef14a.htm#toc233270_66)] (Commission File No. 1-4982). | | |
| (10)(o) | | | | | | [Parker-Hannifin Corporation 2015 Performance Bonus Plan, incorporated by reference to Appendix B to Registrant’s Definitive Proxy Statement filed with the Commission on September 28, [removed: 2015](https://www.sec.gov/Archives/edgar/data/76334/000119312510216901/ddef14a.htm)] [added: 2015](https://www.sec.gov/Archives/edgar/data/76334/000119312515329828/d18974ddef14a.htm#toc18974_69)] (Commission File No. 1-4982). | | |
| [removed: (10)(w)] [added: (10)(y)] | | | | | | [Parker-Hannifin Corporation Target Incentive Plan, incorporated by reference to Exhibit 10(d) to Registrant’s Report on Form 10-Q for the quarterly period ended September 30, 2010](https://www.sec.gov/Archives/edgar/data/76334/000119312510251281/dex10d.htm) (Commission File No. 1-4982). | | |
| [removed: (10)(x)] [added: (10)(z)] | | | | | | [Parker-Hannifin Corporation Target Incentive Plan Subject to Performance Bonus Plan, incorporated by reference to Exhibit 10(e) to Registrant’s Report on Form 10-Q for the quarterly period ended September 30, 2010](https://www.sec.gov/Archives/edgar/data/76334/000119312510251281/dex10e.htm) (Commission File No. 1-4982). | | |
| [removed: (10)(y)] [added: (10)(aa)] | | | | | | [Parker-Hannifin Corporation Long-Term Incentive Performance Plan Under the Performance Bonus Plan, as amended and restated, effective January 20, 2016, incorporated by reference to Exhibit 10(aa) to Registrant's Annual Report on Form 10-K for the fiscal year ended June 30, 2016](https://www.sec.gov/Archives/edgar/data/76334/000007633416000196/ph6302016ex10aa.htm) (Commission file No. 1-4982). | | |
| [removed: (10)(z)] [added: (10)(bb)] | | | | | | [Form of Notice of Award under the Parker-Hannifin Corporation Long-Term Incentive Performance Plan Under the Performance Bonus Plan (as Amended and Restated), incorporated by reference to Exhibit 10(bb) to the Registrant's Annual Report on Form 10-K for the fiscal year ended June 30, 2016](https://www.sec.gov/Archives/edgar/data/76334/000007633416000196/ph6302016ex10bb.htm) (Commission file No. 1-4982). | | |
| [removed: (10)(aa)] [added: (10)(cc)] | | | | | | [Form of Notice of Award under the Parker-Hannifin Corporation Long-Term Incentive Plan Under the Performance Bonus Plan (as Amended and Restated), effective as of January 23, 2019, incorporated by reference to Exhibit 10(f) to the Registrant's Annual Report on Form 10-Q for the quarterly period ended December 31, 2018](https://www.sec.gov/Archives/edgar/data/76334/000007633419000018/ph10q12312018ex10f.htm) (Commission file No. 1-4982). | | |
| [removed: (10)(bb)] [added: (10)(dd)] | | | | | | [Parker-Hannifin Corporation Long-Term Incentive Performance Plan Under the Performance Bonus Plan (as Amended and Restated), effective as of January 23, 2019, incorporated by reference to Exhibit 10(g) to the Registrant's Report on Form 10-Q for the quarterly period ended December 31, 2018](https://www.sec.gov/Archives/edgar/data/76334/000007633419000018/phc10q2q12312018ex10g3.htm) (Commission File No. 1-4982). | | |
| [removed: (10)(cc)] [added: (10)(ee)] | | | | | | [Form of Award Under the Parker-Hannifin Corporation Long-Term Incentive Plan Under the Performance Bonus Plan (as Amended and Restated) effective as of January 27, 2021, incorporated by reference to Exhibit 10(a) to the Registrant's Report on Form 10-Q for the quarterly period ended March 31, 2021](https://www.sec.gov/Archives/edgar/data/76334/000007633421000111/phcex10a3q2021.htm) (Commission File No. 1-4982). | | |
| [removed: (10)(dd)] [added: (10)(ff)] | | | | | | [Parker-Hannifin Corporation Long-Term Incentive Performance Plan Under the Performance Bonus Plan, as Amended and Restated, effective as of January 27, 2022, incorporated by reference to Exhibit 10(a) to the Registrant's Report on Form 10-Q for the quarterly period ended March 31, 2022](https://www.sec.gov/Archives/edgar/data/76334/000007633421000225/exhibit-10a.htm) (Commission File No. 1-4982). | | |
| [removed: (10)(ee)] [added: (10)(gg)] | | | | | | [Form of Notice of Award under the Parker-Hannifin Corporation Long-Term Incentive Plan Under the Performance Bonus Plan, as Amended and Restated, effective as of January 27, 2022, incorporated by reference to Exhibit 10(a) to the Registrant's Report on Form 10-Q for the quarterly period ended March [removed: 31, 2022](https://www.sec.gov/Archives/edgar/data/76334/000007633418000119/ph9302018ex10c.htm)] [added: 31,](https://www.sec.gov/Archives/edgar/data/76334/000007633422000018/ex10a2022ltipplanamended.htm) [2022](https://www.sec.gov/Archives/edgar/data/76334/000007633422000018/ex10a2022ltipplanamended.htm)] (Commission File No. 1-4982). | | |
| [removed: (10)(ff)] [added: (10)(ii)] | | | | | | [Parker-Hannifin Corporation 2022 Performance Bonus Plan, effective as of July 1, 2021, incorporated by reference to Exhibit 10(a) to the Registrant's Report on Form 10-Q for the quarterly period ended September 30, 2021](https://www.sec.gov/Archives/edgar/data/76334/000007633421000225/exhibit-10a.htm) (Commission File No. 1-4982). | | |
| [removed: (10)(gg)] [added: (10)(jj)] | | | | | | [Form of Parker-Hannifin Corporation Restricted Stock Unit Award Agreement, incorporated by reference to Exhibit 10(a) to Registrant's Report on Form 10-Q for the quarterly period ended December 31, 2018](https://www.sec.gov/Archives/edgar/data/76334/000007633419000018/phc-10qx12312018exhibit10a.htm) (Commission file No. 1-4982). | | |
| [removed: (10)(hh)] [added: (10)(kk)] | | | | | | [Form of Parker-Hannifin Corporation Restricted Stock Unit Award Agreement, incorporated by reference to Exhibit 10(b) to Registrant's Report on Form 10-Q for the quarterly period ended December 31, 2018](https://www.sec.gov/Archives/edgar/data/76334/000007633419000018/ph10q12312018ex10b.htm) (Commission File No. 1-4982). | | |
| [removed: (10)(ii)] [added: (10)(ll)] | | | | | | [Form of Parker-Hannifin Corporation Restricted Stock Unit Terms and Conditions for Awards Granted, incorporated by reference to Exhibit 10(c) to Registrant's Report on Form 10-Q for the quarterly period ended December 31, 2018](https://www.sec.gov/Archives/edgar/data/76334/000007633419000018/ph10q12312018ex10c.htm) (Commission File No. 1-4982). | | |
| [removed: (10)(jj)] [added: (10)(mm)] | | | | | | [Form of 2018 Parker-Hannifin Corporation Restricted Stock Unit Award Agreement to Certain Executive Officers, incorporated by reference to Exhibit 10(b) to Registrant's Report on Form 10-Q for the quarterly period ended September 30, [removed: 2018](https://www.sec.gov/Archives/edgar/data/76334/000007633418000119/ph9302018ex10c.htm)] [added: 2018](https://www.sec.gov/Archives/edgar/data/76334/000007633418000119/ph9302018ex10b.htm)] (Commission File No. 1-4982). | | |
| [removed: (10)(kk)] [added: (10)(nn)] | | | | | | [Parker-Hannifin Corporation 2018 Restricted Stock Unit Terms and Conditions for Certain Executive Officers, incorporated by reference to Exhibit 10(c) to Registrant's Report on Form 10-Q for the quarterly period ended September 30, 2018](https://www.sec.gov/Archives/edgar/data/76334/000007633418000119/ph9302018ex10c.htm) (Commission File No. 1-4982). | | |
| [removed: (10)(ll)] [added: (10)(ss)] | | | | | | [Parker-Hannifin Corporation Profitable Growth Incentive Plan, incorporated by reference to Exhibit 10(c) to Registrant's Report on Form 10-Q for the quarterly period ended September 30, 2014](https://www.sec.gov/Archives/edgar/data/76334/000007633414000136/ph9302014ex10c.htm) (Commission File No. 1-4982). | | |
| [removed: (10)(mm)] [added: (10)(tt)] | | | | | | [Form of Notice of RONA Bonus Award Under the Parker-Hannifin Corporation Performance Bonus Plan, incorporated by reference to Exhibit 10(h) to Registrant’s Report on Form 10-Q for the quarterly period ended September 30, 2009](https://www.sec.gov/Archives/edgar/data/76334/000119312509221583/dex10h.htm) (Commission File No. 1-4982). | | |
| [removed: (10)(nn)] [added: (10)(uu)] | | | | | | [Parker-Hannifin Corporation RONA Plan Subject to Performance Bonus Plan, incorporated by reference to Exhibit 10(f) to Registrant’s Report on Form 10-Q for the quarterly period ended September 30, 2010](https://www.sec.gov/Archives/edgar/data/76334/000119312510251281/dex10f.htm) (Commission File No. 1-4982). | | |
| [removed: (10)(oo)] [added: (10)(vv)] | | | | | | [Parker-Hannifin Corporation Summary of RONA Bonus Awards in Lieu of Certain Executive Perquisites, incorporated by reference to Exhibit 10(h) to Registrant’s Report on Form 10-Q for the quarterly period ended September 30, 2008](https://www.sec.gov/Archives/edgar/data/76334/000119312508227100/dex10h.htm) (Commission File No. 1-4982). | | |
| [removed: (10)(pp)] [added: (10)(ww)] | | | | | | [Parker-Hannifin Corporation Savings Restoration Plan, restated as of September 1, 2004, incorporated by reference to Exhibit 10(t) to Registrant’s Report on Form 10-K for the fiscal year ended June 30, 2004](https://www.sec.gov/Archives/edgar/data/76334/000119312504151808/dex10t.htm) (Commission File No. 1-4982). | | |
| [removed: (10)(qq)] [added: (10)(xx)] | | | | | | [Parker-Hannifin Corporation Amended and Restated Savings Restoration Plan, effective January 1, 2016, incorporated by reference to Exhibit 10(b) to Registrant’s Report on Form 10-Q for the quarterly period ended December 31, 2016](https://www.sec.gov/Archives/edgar/data/76334/000007633417000012/ph12312016ex10b.htm) (Commission File No. 1-4982). | | |
| [removed: (10)(rr)] [added: (10)(yy)] | | | | | | [Parker-Hannifin Corporation Amended and Restated Pension Restoration Plan, effective July 1, 2016, incorporated by reference to Exhibit 10(mm) to Registrant's Report on Form 10-K for the fiscal year ended June 30, 2016 (](https://www.sec.gov/Archives/edgar/data/76334/000007633416000196/ph6302016ex10mm.htm)Commission File No. 1-4982). | | |
| [removed: (10)(ss)] [added: (10)(zz)] | | | | | | [Parker-Hannifin Corporation Executive Deferral Plan, restated as of September 1, 2004, incorporated by reference to Exhibit 10(v) to Registrant’s Report on Form 10-K for the fiscal year ended June 30, 2004](https://www.sec.gov/Archives/edgar/data/76334/000119312504151808/dex10v.htm) (Commission File No. 1-4982). | | |
| [removed: (10)(tt)] [added: (10)(aaa)] | | | | | | [Parker-Hannifin Corporation Amended and Restated Executive Deferral Plan, effective September 2, 2015, incorporated by reference to Exhibit 10(pp) to Registrant's Report on Form 10-K for the fiscal year ended June 30, 2016](https://www.sec.gov/Archives/edgar/data/76334/000007633416000196/ph6302016ex10pp.htm) (Commission File No. 1-4982). | | |
| [removed: (10)(uu)] [added: (10)(bbb)] | | | | | | [Amendment Two to the Parker-Hannifin Corporation Amended and Restated Executive Deferral Plan (effective September 2, 2015), dated and effective October 14, 2019, incorporated by reference to Exhibit 10.1 to Registrant's Report on Form 10-Q filed with the SEC on February 5, 2020](https://www.sec.gov/Archives/edgar/data/76334/000007633420000009/ph123119ex101.htm) (Commission File No. 1-4982). | | |
| [removed: (10)(vv)] [added: (10)(ccc)] | | | | | | [Parker-Hannifin Corporation Global Employee Stock Purchase Plan, incorporated by reference to Appendix A to Registrant's Definitive Proxy Statement filed with the SEC on September 22, 2014](https://www.sec.gov/Archives/edgar/data/76334/000119312514347866/d765538ddef14a.htm#toc765538_66) (Commission File No. 1-4982). | | |
| [removed: (10)(ww)] [added: (10)(ddd)] | | | | | | [Parker-Hannifin Corporation Global Employee Stock Purchase Plan (As Amended and Restated August 7, 2023), incorporated by reference to Exhibit B to Registrant's Definitive Proxy Statement on Schedule 14A filed with the SEC on September 22, [removed: 2023](https://www.sec.gov/ix?doc=/Archives/edgar/data/76334/000130817923000993/ph4203071-def14a.htm)] [added: 2023](https://www.sec.gov/Archives/edgar/data/76334/000130817923000993/ph4203071-def14a.htm#exhibitb)] (Commission File No. 1-4982). | | |
| [removed: (10)(xx)] [added: (10)(eee)] | | | | | | [Parker-Hannifin Corporation Claw-back Policy, incorporated by reference to Exhibit 10.2 to Registrant’s Report on Form 8-K filed with the SEC on August 18, 2009](https://www.sec.gov/Archives/edgar/data/76334/000119312509177187/dex102.htm) (Commission File No. 1-4982). | | |
| [removed: (10)(yy)] [added: (10)(fff)] | | | | | | [Amended and Restated Deferred Compensation Plan for Directors of Parker-Hannifin Corporation, effective January 22, 2015, incorporated by reference to Exhibit 10(i) to Registrant's Report on Form 10-Q for the quarterly period ended December 31, 2015](https://www.sec.gov/Archives/edgar/data/76334/000007633416000116/ph12312015ex10i.htm) (Commission File No. 1-4982). | | |
| | | | | | | | | | | | |
| | | | | | | | | | | | |
| (10)(w) | | | | | | [Form of 2024 Parker-Hannifin Corporation Stock Appreciation Rights Award Agreement, incorporated by reference to Exhibit 10(a) to Registrant's Report on Form 10-Q for the quarterly period ended September 30, 2024](https://www.sec.gov/Archives/edgar/data/76334/000007633424000067/ph93024ex10a.htm) (Commission File No. 1-4982). | | |
| (10)(x) | | | | | | [2024 Parker-Hannifin Corporation Stock Appreciation Rights Terms and Conditions, incorporated by reference to Exhibit 10(a) to Registrant's Report on Form 10-Q for the quarterly period ended September 30, 2024](https://www.sec.gov/Archives/edgar/data/76334/000007633424000067/ph9302024ex10b.htm) (Commission File No. 1-4982). | | |
| (10)(hh) | | | | | | [Form of Notice of Award under the Parker-Hannifin Corporation Long-Term Incentive Performance Plan, as Amended and Restated, effective as of January 22, 2025](https://www.sec.gov/Archives/edgar/data/76334/000007633425000035/exhibit10hhphcltipofficera.htm). | | |
| (10)(oo) | | | | | | [Form of 2023 Parker-Hannifin Corporation Restricted Stock Unit Award Agreement and Terms and Conditions for Certain Executive Officers (Amended and Restated 2016 Plan)](https://www.sec.gov/Archives/edgar/data/76334/000007633425000035/exhibit10oophcrsubodawarda.htm). | | |
| (10)(pp) | | | | | | [Form of 2023 Parker-Hannifin Corporation Restricted Stock Unit Award Agreement and Terms and Conditions for Certain Executive Officers (2023 Plan)](https://www.sec.gov/Archives/edgar/data/76334/000007633425000035/exhibit10ppphcrsubodawarda.htm). | | |
| (10)(qq) | | | | | | [Form of Parker-Hannifin Corporation 2024 Non-Employee Directors' Restricted Stock Unit Award Agreement](https://www.sec.gov/Archives/edgar/data/76334/000007633425000035/exhibitqrsudirectorawardag.htm). | | |
| (10)(rr) | | | | | | [Form of Parker-Hannifin Corporation 2024 Non-Employee Directors' Restricted Stock Unit Terms and Conditions](https://www.sec.gov/Archives/edgar/data/76334/000007633425000035/exhibit10rrphcrsudirectort.htm)[.](https://www.sec.gov/Archives/edgar/data/76334/000007633425000035/exhibit10rrphcrsudirectort.htm) | | |
| (19) | | | | | | [Insider Trading Policy, incorporated by reference to Exhibit 19 to Registrant's Annual Report on Form 10-K for the fiscal year ended June 30,](https://www.sec.gov/Archives/edgar/data/76334/000007633424000044/ph6302024ex1910-k.htm) [2024](https://www.sec.gov/Archives/edgar/data/76334/000007633424000044/ph6302024ex1910-k.htm) [](https://www.sec.gov/Archives/edgar/data/76334/000007633424000044/ph6302024ex1910-k.htm) (Commission File No. 1-4982).* | | |
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| 2. Schedule | | | | | | | | | | | |
| | | | II - Valuation and Qualifying Accounts | | | [78](#i6dcd8e54a7544ed4827ca47e2ae65d0b_202) | | | | | |
[Table of](#i6dcd8e54a7544ed4827ca47e2ae65d0b_7) [Contents](#i6dcd8e54a7544ed4827ca47e2ae65d0b_7)
| (10)(aaa) | | | | | | [Term Loan Agreement, dated August 27, 2021, by and among Parker-Hannifin Corporation, Key Bank National Association, as administrative agent, and the lenders party thereto, incorporated by reference to Exhibit 10.1 to Registrants Report on Form 8-K filed with the SEC on August 27, 2021](https://www.sec.gov/Archives/edgar/data/76334/000119312521259374/d203465dex101.htm) (Commission File No. 1-4982). | | |
| (24) | | | | | | [Power of Attorney.](https://www.sec.gov/Archives/edgar/data/76334/000007633424000044/ph6302024ex2410-k.htm)* | | |
Balance Sheet at June 30, 2024 and 2023, (iv) Consolidated Statement of Cash Flows for the years ended June 30, 2024, 2023 and 2022, (v) Consolidated Statement of Equity for the years ended June 30, 2024, 2023 and 2022, and (vi) Notes to Consolidated Financial Statements.
An excerpt. Shown here: 40 of 59 rewritten, all 16 added and all 6 removed. The counts are complete. For every sentence, read Item 15. . Exhibits and Financial Statement Schedules. in the FY2025 filing and the FY2024 filing.
Item 16. . Form 10-K Summary. Not applicable.
3 rewritten, 1 added, 21 removed, 24 unchanged
IVES, Principal Accounting [removed: Officer; JILLIAN C.][added: Officer, Director; DENISE RUSSELL FLEMING, Director; LANCE M.]
JEAN SAVAGE, Director; JOSEPH SCAMINACE, Director; [removed: ÅKE SVENSSON, Director;] LAURA K.
Date: August 22, [removed: 2024][added: 2025]
August 22, 2025
[Table of](#i6dcd8e54a7544ed4827ca47e2ae65d0b_7) [Contents](#i6dcd8e54a7544ed4827ca47e2ae65d0b_7)
August 22, 2024
EVANKO, Director; DENISE RUSSELL FLEMING, Director; LANCE M.
PARKER-HANNIFIN CORPORATION
SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS
FOR THE YEARS ENDED JUNE 30, 2022, 2023 AND 2024
(Dollars in Thousands)
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| Column A | | | | | | Column B | | | | | | Column C | | | | | | Column D | | | | | | Column E | | |
| Description | | | | | | Balance at Beginning of Period | | | | | | Additions Charged to Costs and Expenses | | | | | | Other (Deductions)/ Additions (A) | | | | | | Balance at End of Period | | |
| Allowance for credit losses: | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Year ended June 30, 2022 | | | | | | $ | 12,078 | | | | | $ | 1,719 | | | | | $ | (3,855) | | | | | $ | 9,942 | |
| Year ended June 30, 2023 | | | | | | $ | 9,942 | | | | | $ | 7,379 | | | | | $ | 15,129 | | | | | $ | 32,450 | |
| Year ended June 30, 2024 | | | | | | $ | 32,450 | | | | | $ | 5,405 | | | | | $ | (17,342) | | | | | $ | 20,513 | |
| Deferred tax asset valuation allowance: | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Year ended June 30, 2022 | | | | | | $ | 865,764 | | | | | $ | 36,111 | | | | | $ | — | | | | | $ | 901,875 | |
| Year ended June 30, 2023 | | | | | | $ | 901,875 | | | | | $ | 163,178 | | | | | $ | 13,301 | | | | | $ | 1,078,354 | |
| Year ended June 30, 2024 | | | | | | $ | 1,078,354 | | | | | $ | (10,154) | | | | | $ | 1,310 | | | | | $ | 1,069,510 | |
(A)For allowance for credit losses, net balance is comprised of deductions due to divestitures or uncollectible accounts charged off, additions due to acquisitions or recoveries, and currency translation adjustments.
For deferred tax asset valuation allowance, the balance primarily represents adjustments due to acquisitions.