Item 1. FINANCIAL STATEMENTS

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Item 1. FINANCIAL STATEMENTS

PARKER-HANNIFIN CORPORATION

CONSOLIDATED STATEMENT OF INCOME

(Dollars in thousands, except per share amounts)

(Unaudited)

Three Months EndedNine Months Ended
March 31,March 31,
2025202420252024
Net sales$4,960,349$5,074,356$14,606,926$14,742,791
Cost of sales3,129,9513,279,6509,249,8999,478,961
Selling, general and administrative expenses784,355816,3372,415,5652,496,830
Interest expense95,942123,732309,835387,229
Other income, net(44,713)(65,406)(404,230)(228,872)
Income before income taxes994,814920,0433,035,8572,608,643
Income taxes33,628193,309427,494548,780
Net income961,186726,7342,608,3632,059,863
Less: Noncontrolling interest in subsidiaries' earnings320160535611
Net income attributable to common shareholders$960,866$726,574$2,607,828$2,059,252
Earnings per share attributable to common shareholders:
Basic$7.48$5.65$20.28$16.03
Diluted$7.37$5.56$19.97$15.82

See accompanying notes to consolidated financial statements.

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PARKER-HANNIFIN CORPORATION

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

(Dollars in thousands)

(Unaudited)

Three Months EndedNine Months Ended
March 31,March 31,
2025202420252024
Net income$961,186$726,734$2,608,363$2,059,863
Less: Noncontrolling interests in subsidiaries' earnings320160535611
Net income attributable to common shareholders960,866726,5742,607,8282,059,252
Other comprehensive income (loss), net of tax
Foreign currency translation adjustment167,432(168,919)62,826(119,216)
Retirement benefits plan activity3,3361,36910,1974,098
Other comprehensive income (loss)170,768(167,550)73,023(115,118)
Less: Other comprehensive income (loss) for noncontrolling interests23(392)(605)384
Other comprehensive income (loss) attributable to common shareholders170,745(167,158)73,628(115,502)
Total comprehensive income attributable to common shareholders$1,131,611$559,416$2,681,456$1,943,750

See accompanying notes to consolidated financial statements.

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PARKER-HANNIFIN CORPORATION

CONSOLIDATED BALANCE SHEET

(Dollars in thousands)

(Unaudited)

March 31, 2025June 30, 2024
ASSETS
Current assets:
Cash and cash equivalents$408,735$422,027
Trade accounts receivable, net2,852,8332,865,546
Non-trade and notes receivable281,789331,429
Inventories2,822,5472,786,800
Prepaid expenses253,436252,618
Other current assets157,800140,204
Total current assets6,777,1406,798,624
Property, plant and equipment7,159,7837,074,574
Less: Accumulated depreciation4,338,2174,198,906
Property, plant and equipment, net2,821,5662,875,668
Deferred income taxes271,43192,704
Investments and other assets1,215,2011,207,232
Intangible assets, net7,370,5247,816,181
Goodwill10,461,94610,507,433
Total assets$28,917,808$29,297,842
LIABILITIES
Current liabilities:
Notes payable and long-term debt payable within one year$1,951,543$3,403,065
Accounts payable, trade1,980,9671,991,639
Accrued payrolls and other compensation473,725581,251
Accrued domestic and foreign taxes356,506354,659
Other accrued liabilities851,725982,695
Total current liabilities5,614,4667,313,309
Long-term debt7,421,3707,157,034
Pensions and other postretirement benefits389,891437,490
Deferred income taxes1,399,6121,583,923
Other liabilities692,644725,193
Total liabilities15,517,98317,216,949
EQUITY
Shareholders’ equity:
Serial preferred stock, $.50 par value; authorized 3,000,000 shares; none issued——
Common stock, $.50 par value; authorized 600,000,000 shares; issued 181,046,128 shares at March 31 and June 3090,52390,523
Additional paid-in capital243,658264,508
Retained earnings21,082,25919,104,599
Accumulated other comprehensive (loss)(1,364,384)(1,438,012)
Treasury shares, at cost; 53,268,124 shares at March 31 and 52,442,162 shares at June 30(6,661,082)(5,949,646)
Total shareholders’ equity13,390,97412,071,972
Noncontrolling interests8,8518,921
Total equity13,399,82512,080,893
Total liabilities and equity$28,917,808$29,297,842

See accompanying notes to consolidated financial statements.

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PARKER-HANNIFIN CORPORATION

CONSOLIDATED STATEMENT OF CASH FLOWS

(Dollars in thousands)

(Unaudited)

Nine Months Ended
March 31,
20252024
CASH FLOWS FROM OPERATING ACTIVITIES
Net income$2,608,363$2,059,863
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation263,454257,700
Amortization414,211438,763
Stock incentive plan compensation129,766128,682
Deferred income taxes(254,036)(37,682)
Foreign currency transaction loss (gain)14,616(27,034)
(Gain) loss on property, plant and equipment and intangible assets(8,531)5,847
Gain on sale of businesses(253,043)(23,667)
Other, net10,24916,382
Changes in assets and liabilities, net of effect of acquisitions and divestitures:
Accounts receivable, net14,867(96,390)
Inventories(129,619)(69,426)
Prepaid expenses(2,316)(669)
Other current assets(22,647)(10,029)
Other assets(7,387)(67,354)
Accounts payable, trade13,401(78,452)
Accrued payrolls and other compensation(97,813)(134,459)
Accrued domestic and foreign taxes(5,914)(13,123)
Other accrued liabilities(303,860)23,380
Pensions and other postretirement benefits(33,819)(87,911)
Other liabilities(41,181)(137,344)
Net cash provided by operating activities2,308,7612,147,077
CASH FLOWS FROM INVESTING ACTIVITIES
Capital expenditures(304,153)(283,328)
Proceeds from property, plant and equipment31,8718,905
Proceeds from sale of businesses622,69775,561
Other, net(5,745)4,561
Net cash provided by (used in) investing activities344,670(194,301)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from exercise of stock options2,9753,196
Payments for common shares(859,900)(240,885)
Acquisition of noncontrolling interests—(2,883)
Payments for notes payable, net(202,674)(941,135)
Proceeds from long-term borrowings739,23212,173
Payments for long-term borrowings(1,730,510)(264,411)
Dividends paid(630,168)(571,583)
Net cash used in financing activities(2,681,045)(2,005,528)
Effect of exchange rate changes on cash14,322(16,946)
Net decrease in cash and cash equivalents(13,292)(69,698)
Cash and cash equivalents at beginning of year422,027475,182
Cash and cash equivalents at end of period$408,735$405,484

See accompanying notes to consolidated financial statements.

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PARKER-HANNIFIN CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Dollars in thousands, except per share amounts or as otherwise noted)

As used in this Quarterly Report on Form 10-Q, unless the context otherwise requires, the terms "Company", "Parker", "we" or "us" refer to Parker-Hannifin Corporation and its subsidiaries.

1. Management representation

In the opinion of the management of the Company, the accompanying unaudited consolidated financial statements contain all adjustments (consisting of only normal recurring adjustments) necessary to present fairly the Company's financial position as of March 31, 2025, the results of operations for the three and nine months ended March 31, 2025 and 2024 and cash flows for the nine months then ended. These financial statements should be read in conjunction with the consolidated financial statements and related notes included in the Company’s 2024 Annual Report on Form 10-K.

Subsequent Events

The Company has evaluated subsequent events that occurred through the date these financial statements were issued. No subsequent events have occurred that required adjustment to or disclosure in these financial statements.

2. New accounting pronouncements

In November 2024, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2024-03, “Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses,” which requires expanded interim and annual disclosures of expense information, including the amounts of inventory purchases, employee compensation, depreciation, amortization and depletion within commonly presented expense captions during the period. The amendments are effective for annual reporting periods beginning after December 15, 2026, and interim reporting periods beginning after December 15, 2027. Early adoption is permitted. The amendments should be applied either (1) prospectively to financial statements issued for reporting periods after the effective date or (2) retrospectively to any or all prior periods presented in the financial statements. The Company is currently evaluating the ASU to determine its impact on the Company's disclosures.

In December 2023, the FASB issued ASU 2023-09, "Income Taxes (Topic 740): Improvements to Income Tax Disclosures," which enhances the disclosure requirements for income taxes primarily related to the rate reconciliation and income taxes paid information. The amendments are effective for fiscal years beginning after December 15, 2024. Early adoption is permitted. The amendment should be applied on a prospective basis. Retrospective application is permitted. The Company is currently evaluating the impact this guidance will have on the Company's disclosures.

In November 2023, the FASB issued ASU 2023-07, "Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures," which updates reportable segment disclosure requirements primarily through enhanced disclosures about significant segment expenses. The amendments in this ASU are effective for fiscal years beginning after December 15, 2023, and for interim periods within fiscal years beginning after December 15, 2024. The amendments should be applied retrospectively to all prior periods presented in the financial statements. We plan to adopt the standard beginning with our fiscal 2025 Form 10-K. We expect this ASU to result in expanded disclosure of segment financial information with no impact on our financial position and results of operations.

In September 2022, the FASB issued ASU 2022-04, "Liabilities—Supplier Finance Programs (Subtopic 405-50): Disclosure of Supplier Finance Program Obligations," which requires a buyer in a supplier finance program to disclose information about the program’s nature, activity during the period, changes from period to period, and potential magnitude. To achieve that objective, the buyer should disclose qualitative and quantitative information about its supplier finance programs, including the outstanding amount under the program, the balance sheet presentation of the outstanding amount, and a rollforward of the obligations in the program. This ASU should be adopted retrospectively for each balance sheet period presented; however, the rollforward information should be provided prospectively. The Company adopted the guidance on July 1, 2023, except for the annual rollforward requirement, which was adopted on July 1, 2024, and will be presented in the Company's Annual Report on Form 10-K for fiscal 2025. The adoption did not have a material impact on the Company's consolidated financial statements. Refer to Note 10 for further discussion.

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3. Revenue recognition

Revenue is derived primarily from the sale of products in the aerospace and defense, in-plant and industrial equipment, transportation, off-highway, energy and HVAC and refrigeration markets. A majority of the Company’s revenues are recognized at a point in time. However, a portion of the Company’s revenues are recognized over time.

Diversified Industrial Segment revenues by technology platform:

Three Months EndedNine Months Ended
March 31,March 31,
2025202420252024
Motion Systems$827,987$942,667$2,480,998$2,802,947
Flow and Process Control1,141,0721,185,6223,326,3203,489,483
Filtration and Engineered Materials1,419,7001,537,3544,290,4054,506,214
Total$3,388,759$3,665,643$10,097,723$10,798,644

Aerospace Systems Segment revenues by market segment:

Three Months EndedNine Months Ended
March 31,March 31,
2025202420252024
Commercial original equipment manufacturer ("OEM")$492,517$471,870$1,373,890$1,315,254
Commercial aftermarket568,217482,4771,619,8061,311,445
Defense OEM285,548260,818832,673787,196
Defense aftermarket225,308193,548682,834530,252
Total$1,571,590$1,408,713$4,509,203$3,944,147

Total Company revenues by geographic region based on the Company's selling operation's location:

Three Months EndedNine Months Ended
March 31,March 31,
2025202420252024
North America$3,369,139$3,438,587$9,900,550$9,965,836
Europe973,7091,026,0352,806,1212,915,334
Asia Pacific563,097554,9911,739,0151,693,316
Latin America54,40454,743161,240168,305
Total$4,960,349$5,074,356$14,606,926$14,742,791

The majority of revenues from the Aerospace Systems Segment are generated from sales within North America.

Contract balances

Contract assets and contract liabilities are reported on a contract-by-contract basis. Contract assets reflect revenue recognized and performance obligations satisfied in advance of customer billing. Contract liabilities relate to payments received in advance of the satisfaction of performance under the contract. Payments from customers are received based on the terms established in the contract with the customer.

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Total contract assets and contract liabilities are as follows:

March 31, 2025June 30, 2024
Contract assets, current (included within Other current assets)$157,314$136,814
Contract assets, noncurrent (included within Investments and other assets)14,35921,063
Total contract assets171,673157,877
Contract liabilities, current (included within Other accrued liabilities)(185,499)(183,868)
Contract liabilities, noncurrent (included within Other liabilities)(97,941)(77,957)
Total contract liabilities(283,440)(261,825)
Net contract liabilities$(111,767)$(103,948)

Net contract liabilities at March 31, 2025 increased from the June 30, 2024 amount primarily due to timing differences between when revenue was recognized and the receipt of advance payments. During the nine months ended March 31, 2025, approximately $164 million of revenue was recognized that was included in the contract liabilities at June 30, 2024.

Remaining performance obligations

Our backlog represents written firm orders from a customer to deliver products and, in the case of blanket purchase orders, only includes the portion of the order for which a schedule or release has been agreed to with the customer. We believe our backlog represents our unsatisfied or partially unsatisfied performance obligations. Backlog at March 31, 2025 was $11.0 billion, of which approximately 72 percent is expected to be recognized as revenue within the next 12 months and the balance thereafter.

4. Divestitures

We continually assess our existing businesses and may divest those that are not considered to be a good long-term strategic fit for the Company.

During November 2024, we divested our composites and fuel containment ("CFC") business within the North America businesses of the Diversified Industrial Segment, which was acquired in the acquisition of Meggitt plc ("Meggitt"), for net proceeds of $555 million. The resulting pre-tax gain of $238 million is included in other income, net in the Consolidated Statement of Income. The operating results and net assets of this business were immaterial to the Company's consolidated results of operations and financial position.

During November 2024, we divested a non-core filtration business within the North America businesses of the Diversified Industrial Segment for proceeds of $66 million. The resulting pre-tax gain of $11 million is included in other income, net in the Consolidated Statement of Income. The operating results and net assets of this business were immaterial to the Company's consolidated results of operations and financial position.

During December 2023, we divested our Filter Resources business, which was part of the Diversified Industrial Segment, for proceeds of $37 million. The resulting pre-tax gain of $12 million is included in other income, net in the Consolidated Statement of Income. The operating results and net assets of the Filter Resources business were immaterial to the Company's consolidated results of operations and financial position.

During September 2023, we divested the MicroStrain sensing systems business, which was part of the Diversified Industrial Segment, for proceeds of $37 million. The resulting pre-tax gain of $13 million is included in other income, net in the Consolidated Statement of Income. The operating results and net assets of the MicroStrain sensing systems business were immaterial to the Company's consolidated results of operations and financial position.

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5. Earnings per share

The following table presents a reconciliation of the numerator and denominator of basic and diluted earnings per share for the three and nine months ended March 31, 2025 and 2024.

Three Months EndedNine Months Ended
March 31,March 31,
2025202420252024
Numerator:
Net income attributable to common shareholders$960,866$726,574$2,607,828$2,059,252
Denominator:
Basic - weighted average common shares128,442,623128,502,829128,619,515128,467,209
Increase in weighted average common shares from dilutive effect of equity-based awards1,878,1792,090,1971,956,7101,702,122
Diluted - weighted average common shares, assuming exercise of equity-based awards130,320,802130,593,026130,576,225130,169,331
Basic earnings per share$7.48$5.65$20.28$16.03
Diluted earnings per share$7.37$5.56$19.97$15.82

For the three months ended March 31, 2025 and 2024, 199,230 and 113,956 common shares subject to equity-based awards, respectively, were excluded from the computation of diluted earnings per share because the effect of their exercise would be anti-dilutive.

For the nine months ended March 31, 2025 and 2024, 310,681 and 400,506 common shares subject to equity-based awards, respectively, were excluded from the computation of diluted earnings per share because the effect of their exercise would be anti-dilutive.

6. Share repurchase program

The Company has a program to repurchase its common shares. On October 22, 2014, the Board of Directors of the Company approved an increase in the overall number of shares authorized for repurchase under the program so that, beginning on such date, the aggregate number of shares authorized for repurchase was 35 million. There is no limitation on the number of shares that can be repurchased in a fiscal year. There is no expiration date for this program. Repurchases may be funded primarily from operating cash flows and commercial paper borrowings and the shares are initially held as treasury shares. During the three months ended March 31, 2025, we repurchased 1,044,147 shares at an average price, including commissions, of $622.54 per share. During the nine months ended March 31, 2025, we repurchased 1,208,732 shares at an average price, including commissions, of $620.50 per share.

7. Trade accounts receivable, net

Trade accounts receivable are initially recorded at their net collectible amount and are generally recorded at the time the revenue from the sales transaction is recorded. We evaluate the collectibility of our receivables based on historical experience and current and forecasted economic conditions based on management's judgment. Additionally, receivables are written off to bad debt when management makes a final determination of uncollectibility. Allowance for credit losses was $12 million and $21 million at March 31, 2025 and June 30, 2024, respectively.

8. Non-trade and notes receivable

The non-trade and notes receivable caption in the Consolidated Balance Sheet is comprised of the following components:

March 31, 2025June 30, 2024
Notes receivable$81,764$93,114
Accounts receivable, other200,025238,315
Total$281,789$331,429

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9. Inventories

The inventories caption in the Consolidated Balance Sheet is comprised of the following components:

March 31, 2025June 30, 2024
Finished products$760,669$777,775
Work in process1,501,3481,421,104
Raw materials560,530587,921
Total$2,822,547$2,786,800

10. Supply chain financing

We have supply chain financing ("SCF") programs with financial intermediaries, which provide certain suppliers the option to be paid by the financial intermediaries earlier than the due date on the applicable invoice. We are not a party to the agreements between the participating financial intermediaries and the suppliers in connection with the programs. The range of payment terms we negotiate with our suppliers is consistent, irrespective of whether a supplier participates in the SCF programs. We do not reimburse suppliers for any costs they incur for participation in the SCF programs and their participation is voluntary.

Amounts due to our suppliers that elected to participate in the SCF programs are included in accounts payable, trade on the Consolidated Balance Sheet and payments made under the SCF programs are included within operating activities on the Consolidated Statement of Cash Flows. Accounts payable, trade included approximately $143 million and $116 million payable to suppliers who have elected to participate in the SCF programs as of March 31, 2025 and June 30, 2024, respectively. The amounts settled through the SCF programs and paid to the participating financial intermediaries totaled $324 million and $221 million during the first nine months of fiscal 2025 and 2024, respectively.

11. Business realignment and acquisition integration charges

We incurred business realignment and acquisition integration charges in the first nine months of fiscal 2025 and 2024, which included severance costs related to actions taken under the Company's simplification initiative aimed at reducing organizational and process complexity, as well as plant closures. In both fiscal 2025 and 2024, a majority of the business realignment charges were incurred in Europe. We believe the realignment actions will positively impact future results of operations, but will not have a material effect on liquidity and sources and uses of capital.

Business realignment charges by business segment are as follows:

Three Months EndedNine Months Ended
March 31,March 31,
2025202420252024
Diversified Industrial$10,249$6,953$38,492$32,877
Aerospace Systems35(12)429318
Corporate general and administrative expenses(21)—554—
Other expense, net1161,5271,2652,719

Reductions to our workforce made in connection with such business realignment charges by business segment are as follows:

Three Months EndedNine Months Ended
March 31,March 31,
2025202420252024
Diversified Industrial156143876658
Aerospace Systems45(1)611
Corporate general and administrative expenses(1)—13—

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The business realignment charges are presented in the Consolidated Statement of Income as follows:

Three Months EndedNine Months Ended
March 31,March 31,
2025202420252024
Cost of sales$4,742$3,014$20,772$18,465
Selling, general and administrative expenses5,5213,92718,70314,730
Other income, net1161,5271,2652,719

During the first nine months of fiscal 2025, approximately $33 million in payments were made relating to business realignment charges. Remaining payments related to business realignment actions of approximately $22 million, a majority of which are expected to be paid by December 31, 2025, are primarily reflected within the accrued payrolls and other compensation and other accrued liabilities captions in the Consolidated Balance Sheet. Additional charges may be recognized in future periods related to the business realignment actions described above, the timing and amount of which are not known at this time.

We also incurred the following acquisition integration charges:

Three Months EndedNine Months Ended
March 31,March 31,
2025202420252024
Diversified Industrial$2,072$1,292$3,477$3,302
Aerospace Systems3,37511,96415,27426,374

Charges incurred in fiscal 2025 and 2024 relate to the acquisition of Meggitt. In both fiscal 2025 and 2024, these charges were primarily included in selling, general and administrative expenses ("SG&A") within the Consolidated Statement of Income.

12. Equity

Changes in equity for the three months ended March 31, 2025 and 2024 are as follows:

Common StockAdditional Paid-in CapitalRetained EarningsAccumulated Other Comprehensive (Loss)Treasury SharesNoncontrolling InterestsTotal Equity
Balance at December 31, 2024$90,523$244,191$20,331,500$(1,535,129)$(6,012,532)$8,508$13,127,061
Net income960,866320961,186
Other comprehensive income170,74523170,768
Dividends paid ($1.63 per share)(210,107)(210,107)
Stock incentive plan activity(533)6,5956,062
Shares purchased at cost, including excise tax(655,145)(655,145)
Balance at March 31, 2025$90,523$243,658$21,082,259$(1,364,384)$(6,661,082)$8,851$13,399,825
Common StockAdditional Paid-in CapitalRetained EarningsAccumulated Other Comprehensive (Loss)Treasury SharesNoncontrolling InterestsTotal Equity
Balance at December 31, 2023$90,523$352,817$17,993,453$(1,241,216)$(5,892,999)$9,801$11,312,379
Net income726,574160726,734
Other comprehensive loss(167,158)(392)(167,550)
Dividends paid ($1.48 per share)(190,468)(190,468)
Stock incentive plan activity(57,087)25,579(31,508)
Shares purchased at cost(49,166)(49,166)
Balance at March 31, 2024$90,523$295,730$18,529,559$(1,408,374)$(5,916,586)$9,569$11,600,421

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Changes in equity for the nine months ended March 31, 2025 and 2024 are as follows:

Common StockAdditional Paid-in CapitalRetained EarningsAccumulated Other Comprehensive (Loss)Treasury SharesNoncontrolling InterestsTotal Equity
Balance at June 30, 2024$90,523$264,508$19,104,599$(1,438,012)$(5,949,646)$8,921$12,080,893
Net income2,607,8285352,608,363
Other comprehensive income (loss)73,628(605)73,023
Dividends paid ($4.89 per share)(630,168)(630,168)
Stock incentive plan activity(20,850)43,70922,859
Shares purchased at cost, including excise tax(755,145)(755,145)
Balance at March 31, 2025$90,523$243,658$21,082,259$(1,364,384)$(6,661,082)$8,851$13,399,825
Common StockAdditional Paid-in CapitalRetained EarningsAccumulated Other Comprehensive (Loss)Treasury SharesNoncontrolling InterestsTotal Equity
Balance at June 30, 2023$90,523$305,522$17,041,502$(1,292,872)$(5,817,787)$11,391$10,338,279
Net income2,059,2526112,059,863
Other comprehensive (loss) income(115,502)384(115,118)
Dividends paid ($4.44 per share)(571,195)(388)(571,583)
Stock incentive plan activity(10,207)50,36840,161
Acquisition activity415(2,429)(2,014)
Shares purchased at cost(149,167)(149,167)
Balance at March 31, 2024$90,523$295,730$18,529,559$(1,408,374)$(5,916,586)$9,569$11,600,421

Changes in accumulated other comprehensive (loss) in shareholders' equity by component for the nine months ended March 31, 2025 and 2024 are as follows:

Foreign Currency Translation AdjustmentRetirement Benefit PlansTotal
Balance at June 30, 2024$(1,129,997)$(308,015)$(1,438,012)
Other comprehensive income before reclassifications63,431—63,431
Amounts reclassified from accumulated other comprehensive (loss)—10,19710,197
Balance at March 31, 2025$(1,066,566)$(297,818)$(1,364,384)
Foreign Currency Translation AdjustmentRetirement Benefit PlansTotal
Balance at June 30, 2023$(962,044)$(330,828)$(1,292,872)
Other comprehensive (loss) before reclassifications(119,600)—(119,600)
Amounts reclassified from accumulated other comprehensive (loss)—4,0984,098
Balance at March 31, 2024$(1,081,644)$(326,730)$(1,408,374)

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Significant reclassifications out of accumulated other comprehensive (loss) in shareholders' equity for the nine months ended March 31, 2025 and 2024 are as follows:

Details about Accumulated Other Comprehensive (Loss) ComponentsIncome (Expense) Reclassified from Accumulated Other Comprehensive (Loss)Consolidated Statement of Income Classification
Three Months EndedNine Months Ended
March 31, 2025March 31, 2025
Retirement benefit plans
Amortization of prior service cost and initial net obligation$(846)$(2,499)Other income, net
Recognized actuarial (loss)(3,628)(11,179)Other income, net
Total before tax(4,474)(13,678)
Tax benefit1,1383,481
Net of tax$(3,336)$(10,197)
Details about Accumulated Other Comprehensive (Loss) ComponentsIncome (Expense) Reclassified from Accumulated Other Comprehensive (Loss)Consolidated Statement of Income Classification
Three Months EndedNine Months Ended
March 31, 2024March 31, 2024
Retirement benefit plans
Amortization of prior service cost and initial net obligation$(319)$(955)Other income, net
Recognized actuarial loss(1,555)(4,656)Other income, net
Total before tax(1,874)(5,611)
Tax benefit5051,513
Net of tax$(1,369)$(4,098)

13. Goodwill and intangible assets

The changes in the carrying amount of goodwill for the nine months ended March 31, 2025 are as follows:

Diversified Industrial SegmentAerospace Systems SegmentTotal
Balance at June 30, 2024$7,607,429$2,900,004$10,507,433
Divestitures(89,549)—(89,549)
Foreign currency translation33,47810,58444,062
Balance at March 31, 2025$7,551,358$2,910,588$10,461,946

Divestitures relate to both CFC and a non-core filtration business. Refer to Note 4 for further discussion.

Goodwill is tested for impairment at the reporting unit level annually and between annual tests whenever events or circumstances indicate that the carrying value of a reporting unit may exceed its fair value. The Company performed its fiscal 2025 annual goodwill impairment test as of January 1, which indicated no impairment existed.

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Intangible assets are amortized using the straight-line method over their legal or estimated useful lives. The following summarizes the gross carrying value and accumulated amortization for each major category of intangible assets:

March 31, 2025June 30, 2024
Gross Carrying AmountAccumulated AmortizationGross Carrying AmountAccumulated Amortization
Patents and technology$2,100,813$523,809$2,116,999$451,908
Trade names1,014,874473,7131,041,633441,382
Customer relationships and other8,030,3982,778,0398,044,2082,493,369
Total$11,146,085$3,775,561$11,202,840$3,386,659

Total intangible asset amortization expense for the nine months ended March 31, 2025 and 2024 was $414 million and $439 million, respectively. The estimated amortization expense for the five years ending June 30, 2025 through 2029 is $550 million, $545 million, $538 million, $531 million and $505 million, respectively.

Intangible assets are evaluated for impairment whenever events or circumstances indicate that the undiscounted net cash flows to be generated by their use over their expected useful lives and eventual disposition may be less than their net carrying value. No material intangible asset impairments occurred during the nine months ended March 31, 2025 and 2024.

14. Retirement benefits

Net pension (benefit) expense recognized included the following components:

U.S. Pension BenefitsNon-U.S. Pension Benefits
Three Months EndedThree Months Ended
March 31,March 31,
2025202420252024
Service cost$6,972$7,326$5,378$5,320
Interest cost46,01347,37618,46120,268
Expected return on plan assets(61,243)(64,383)(21,084)(23,998)
Amortization of prior service cost7622276392
Amortization of net actuarial loss2,5774011,6041,591
Net pension (benefit) expense$(4,919)$(9,053)$4,422$3,273

We recognized $0.3 million and $0.5 million in expense related to other postretirement benefits during the three months ended March 31, 2025 and 2024, respectively.

U.S. Pension BenefitsNon-U.S. Pension Benefits
Nine Months EndedNine Months Ended
March 31,March 31,
2025202420252024
Service cost$20,918$21,977$16,459$16,616
Interest cost138,039142,12856,26759,949
Expected return on plan assets(183,730)(193,148)(64,263)(71,714)
Amortization of prior service cost2,287681191274
Amortization of net actuarial loss7,7321,2044,8904,763
Net pension (benefit) expense$(14,754)$(27,158)$13,544$9,888

We recognized $1.3 million and $1.6 million in expense related to other postretirement benefits during the nine months ended March 31, 2025 and 2024, respectively.

Components of retirement benefits expense, other than service cost, are included in other income, net in the Consolidated Statement of Income.

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15. Debt

In February 2025, the Company issued €700 million aggregate principal amount of 2.90 percent Senior Notes due March 1, 2030 (the “Notes”). Interest on the Notes will be paid annually on March 1 of each year, commencing March 1, 2026. We used the net proceeds from the issuance of the Notes, together with cash on hand, to repay the €700 million aggregate principal amount of 1.125 percent Senior Notes upon maturity in March 2025.

Our debt portfolio included a term loan facility (the “Term Loan Facility”). During the nine months ended March 31, 2025, we repaid the remaining principal balance of $490 million of the Term Loan Facility. Additionally, we repaid the $500 million aggregate principal amount of fixed rate medium-term notes bearing interest of 3.3 percent upon maturity in November 2024. Refer to the Company’s 2024 Annual Report on Form 10-K for further discussion.

Commercial paper notes outstanding at March 31, 2025 and June 30, 2024 were $1.9 billion and $2.1 billion, respectively.

Based on the Company’s rating level at March 31, 2025, the most restrictive financial covenant provides that the ratio of debt to debt-shareholders' equity cannot exceed 0.65 to 1.0. At March 31, 2025, our debt to debt-shareholders' equity ratio was 0.41 to 1.0. We are in compliance, and expect to remain in compliance, with all covenants set forth in the credit agreement and indentures governing certain debt securities.

16. Income taxes

In December 2021, the Organization for Economic Cooperation and Development ("OECD") published a framework, known as Pillar Two, defining a global minimum tax of 15 percent on large corporations. The OECD has since issued administrative guidance providing transition and safe harbor rules around the implementation of the Pillar Two global minimum tax. Several countries have proposed or enacted legislation to implement core elements of the Pillar Two proposal effective for years beginning after December 31, 2023, which for us is fiscal year 2025. Pillar Two does not currently have a significant impact on our consolidated financial statements. Future legislation and guidance may result in a change to our assessment.

During the three months ended March 31, 2025, we completed an initiative that simplified our foreign legal entity structure. The initiative impacted our evaluation of certain foreign tax loss carryforwards whose realizability was previously considered to be remote. This led to a valuation allowance release and the recording of a $180 million discrete tax benefit.

Unrecognized tax benefits reflect the difference between positions taken or expected to be taken on income tax returns and the amounts reflected in the financial statements. As of March 31, 2025, we had gross unrecognized tax benefits of $82 million, all of which, if recognized, would impact the effective tax rate. The accrued interest and accrued penalties related to the gross unrecognized tax benefits, excluded from the amount above, is $22 million and $2 million, respectively. It is reasonably possible that within the next 12 months the amount of gross unrecognized tax benefits could be reduced by up to approximately $30 million as a result of the revaluation of existing uncertain tax positions arising from developments in the examination process or the closure of tax statutes. Any increase in the amount of gross unrecognized tax benefits within the next 12 months is expected to be insignificant.

We file income tax returns in the United States and in various foreign jurisdictions. In the normal course of business, we are subject to examination by taxing authorities throughout the world. We are open to assessment on our U.S. federal income tax returns by the Internal Revenue Service for fiscal years after 2013, and our state and local returns for fiscal years after 2018. We are also open to assessment for significant foreign jurisdictions for fiscal years after 2011.

17. Financial instruments

Our financial instruments consist primarily of cash and cash equivalents, accounts receivable and long-term investments, as well as obligations under accounts payable, trade, notes payable and long-term debt. Due to their short-term nature, the carrying values for cash and cash equivalents, accounts receivable, accounts payable, trade and notes payable approximate fair value.

The carrying value of long-term debt, which excludes the impact of net unamortized debt issuance costs, and estimated fair value of long-term debt are as follows:

March 31, 2025June 30, 2024
Carrying value of long-term debt$7,483,808$8,469,739
Estimated fair value of long-term debt7,082,3997,884,556

The fair value of long-term debt is classified within level 2 of the fair value hierarchy.

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We utilize derivative and non-derivative financial instruments, including forward exchange contracts, cross-currency swap contracts and certain foreign currency denominated debt designated as net investment hedges, to manage foreign currency transaction and translation risk. The derivative financial instrument contracts are with major investment grade financial institutions, and we do not anticipate any material non-performance by any of the counterparties. We do not hold or issue derivative financial instruments for trading purposes.

In February 2025, the Company issued €700 million aggregate principal amount of 2.90 percent Senior Notes due 2030. We used the net proceeds from the issuance of the Notes, together with cash on hand, to repay the €700 million aggregate principal amount of 1.125 percent Senior Notes due 2025. The Company’s €700 million aggregate principal amount of Notes have been designated as a hedge of the Company’s net investment in certain foreign subsidiaries. The effect of translating the Notes into U.S. dollars is recorded in accumulated other comprehensive (loss) and remains there until the underlying net investment is sold or substantially liquidated.

Derivative financial instruments are recognized on the Consolidated Balance Sheet as either assets or liabilities and are measured at fair value.

The location and fair value of derivative financial instruments reported in the Consolidated Balance Sheet are as follows:

Balance Sheet CaptionMarch 31, 2025June 30, 2024
Net investment hedges
Cross-currency swap contractsInvestments and other assets$20,014$16,325
Cross-currency swap contractsOther liabilities—208
Other derivative contracts
Forward exchange contractsNon-trade and notes receivable6,7197,625
Forward exchange contractsOther accrued liabilities28,04072

The cross-currency swap and forward exchange contracts are reflected on a gross basis in the Consolidated Balance Sheet. We have not entered into any master netting arrangements.

The €69 million, €290 million and ¥2.1 billion of cross-currency swap contracts have been designated as hedging instruments. The forward exchange contracts have not been designated as hedging instruments and are considered to be economic hedges of forecasted transactions.

The forward exchange contracts are adjusted to fair value by recording gains and losses in other income, net in the Consolidated Statement of Income.

Derivatives designated as hedges are adjusted to fair value by recording gains and losses through accumulated other comprehensive (loss) on the Consolidated Balance Sheet until the hedged item is recognized in earnings. We assess the effectiveness of the €69 million, €290 million and ¥2.1 billion of cross-currency swap contracts designated as hedging instruments using the spot method. Under this method, the periodic interest settlements are recognized directly in earnings through interest expense.

Gains (losses) on derivative financial instruments that were recorded in the Consolidated Statement of Income are as follows:

Three Months EndedNine Months Ended
March 31,March 31,
2025202420252024
Forward exchange contracts$(30,769)$9,192$(4,783)$7,379

Gains (losses) on derivative and non-derivative financial instruments that were recorded in accumulated other comprehensive (loss) on the Consolidated Balance Sheet are as follows:

Three Months EndedNine Months Ended
March 31,March 31,
2025202420252024
Cross-currency swap contracts$4,039$2,519$1,838$(12,798)
Foreign currency denominated debt(23,671)13,237(4,687)6,536

During the nine months ended March 31, 2025 and 2024, the periodic interest settlements related to the cross-currency swap contracts were not material.

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A summary of financial assets and liabilities that were measured at fair value on a recurring basis at March 31, 2025 and June 30, 2024 are as follows:

Quoted PricesSignificant OtherSignificant
FairIn ActiveObservableUnobservable
Value atMarketsInputsInputs
March 31, 2025(Level 1)(Level 2)(Level 3)
Assets:
Derivatives$26,733$—$26,733$—
Liabilities:
Derivatives28,040—28,040—
Quoted PricesSignificant OtherSignificant
FairIn ActiveObservableUnobservable
Value atMarketsInputsInputs
June 30, 2024(Level 1)(Level 2)(Level 3)
Assets:
Derivatives$23,950$—$23,950$—
Liabilities:
Derivatives280—280—

Derivatives consist of forward exchange and cross-currency swap contracts, the fair values of which are calculated using market observable inputs including both spot and forward prices for the same underlying currencies. The calculation of the fair value of the cross-currency swap contracts also utilizes a present value cash flow model.

The primary investment objective for all derivatives is to manage foreign currency transaction and translation risk.

There are no other financial assets or financial liabilities that are marked to market on a recurring basis.

18. Business segment information

The Company operates in two reportable business segments: Diversified Industrial and Aerospace Systems. Both segments utilize eight core technologies, including hydraulics, pneumatics, electromechanical, filtration, fluid and gas handling, process control, engineered materials and climate control, to drive superior customer problem solving and value creation.

Diversified Industrial - This segment is an aggregation of several business units that design, manufacture, and provide aftermarket support for highly engineered solutions that create value for customers primarily in aerospace and defense, in-plant and industrial equipment, transportation, off-highway, energy, and HVAC and refrigeration markets around the world. Diversified Industrial Segment products are marketed direct to OEMs and independent distributors through field sales employees.

Aerospace Systems - This segment designs, manufactures, and provides aftermarket support for highly engineered airframe and engine solutions for both OEMs and end users. Our components and systems are utilized across commercial transport, defense fixed wing, business jets, regional transport, helicopter and energy applications. Aerospace Systems Segment products are marketed by field sales employees and are sold directly to manufacturers and end users.

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Three Months EndedNine Months Ended
March 31,March 31,
2025202420252024
Net sales
Diversified Industrial$3,388,759$3,665,643$10,097,723$10,798,644
Aerospace Systems1,571,5901,408,7134,509,2033,944,147
Total net sales$4,960,349$5,074,356$14,606,926$14,742,791
Segment operating income
Diversified Industrial$779,103$800,211$2,273,211$2,359,299
Aerospace Systems372,908289,3391,034,078778,711
Total segment operating income1,152,0111,089,5503,307,2893,138,010
Corporate general and administrative expenses43,69856,782148,756162,340
Income before interest expense and other expense (income), net1,108,3131,032,7683,158,5332,975,670
Interest expense95,942123,732309,835387,229
Other expense (income), net17,557(11,007)(187,159)(20,202)
Income before income taxes$994,814$920,043$3,035,857$2,608,643

19. Other income, net

The table below includes the components of other income, net in the Consolidated Statement of Income:

Three Months EndedNine Months Ended
March 31,March 31,
Expense (income)2025202420252024
Foreign currency transaction loss (gain)$9,413$(11,102)$14,616$(27,034)
Income related to equity method investments(48,792)(38,868)(125,762)(113,523)
Non-service components of retirement benefit cost(12,552)(17,873)(37,198)(53,346)
(Gain) loss on disposal of assets and divestitures(4,226)3,047(261,574)(17,820)
Interest income(3,378)(2,810)(8,626)(8,350)
Saegertown incident7,725—7,725—
Other items, net7,0972,2006,589(8,799)
$(44,713)$(65,406)$(404,230)$(228,872)

Equity method investments consist of investments in joint-venture companies in which ownership is 50 percent or less and in which the Company does not have operating control. During the nine months ended March 31, 2025 and 2024, we received cash dividends from equity method investments of $112 million and $114 million, respectively. Sales to and services performed for equity method investments totaled $27 million and $20 million for the three months ended March 31, 2025 and 2024, respectively, and $69 million and $54 million for the nine months ended March 31, 2025 and 2024, respectively.

For further discussion of the (gain) loss on disposal of assets and divestitures and non-service components of retirement benefit cost refer to Notes 4 and 14, respectively.

Saegertown incident represents the deductible and retained liability expense associated with a fire at our plant in Saegertown, Pennsylvania in February 2025.

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PARKER-HANNIFIN CORPORATION

FORM 10-Q

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