[Form 4] Air Products & Chemicals, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Tonit M. Calaway, a director of Air Products & Chemicals, Inc. (APD), reported a transaction dated 09/30/2025 on Form 4 showing acquisition of Phantom deferred stock units under the company’s Deferred Compensation Program for Directors. The filing records an accrual of 15.2704 Units (listed as payable in common stock equal in number to the Units) with a listed value of $270.48 and shows 2,322.728 derivative securities beneficially owned following the transaction. The Units are payable in shares after board service ends and may be taken as a lump sum or up to ten installments as elected by the reporting person.

Positive

• Director pay aligned with shareholders: Units convert to common shares one-for-one, tying director compensation to company equity
• Deferred payout flexibility: Units may be paid as a lump sum or up to ten installments, offering tax and cash-flow choices to the director
• Routine, non-market transaction: This is a plan credit rather than an open-market trade, avoiding immediate dilution or sale pressure

Negative

• None.

Insights

Corporate Governance Expert

TL;DR: Routine director deferred-compensation accrual; no change to control or immediate share issuance.

This Form 4 documents a standard deferred-compensation credit for a board member rather than an open-market purchase or sale. The filing indicates phantom stock units credited under the company’s director deferred compensation plan, payable later in common shares. For governance purposes this is a customary alignment of director pay with shareholder interests and does not signal an immediate transfer of voting shares or a change in beneficial control.

Executive Compensation Analyst

TL;DR: Compensation deferral recorded; typical mechanism to convert service-based units into shares post-tenure.

The reported 15.2704 Units reflect an accrual under the long-term incentive plan for directors. The explanatory note clarifies these Units convert one-for-one into common shares when paid and can be distributed as a lump sum or up to ten installments. This is consistent with non-cash, retention-style compensation for board members and does not represent cash compensation or a market transaction that would immediately affect liquidity or float.

SEC Form 4

FORM 4

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

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

CALAWAY TONIT M

(Last) (First) (Middle)

1940 AIR PRODUCTS BLVD.

(Street)

ALLENTOWN PA 18106-5500

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Air Products & Chemicals, Inc. [ APD ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
09/30/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Phantom Stock(1)	$0.0000(2)	09/30/2025		A		15.2704		(3)	(3)	Common Stock	15.2704	$270.48	2,322.728	D

Explanation of Responses:

1. Phantom deferred stock units (Units) acquired under the Air Products Stock Account of the issuer's Deferred Compensation Program for Directors, under the Company's Long-Term Incentive Plan.

2. Not applicable to this security

3. These Units are payable in the form of shares of common stock equal in number to the Units, at the time elected by the reporting person, which is generally after service on the Company's Board of Directors ends. Units may be paid in a lump sum or up to ten installments as elected by the reporting person in advance.

	Andrea I. Rennig as Attorney in Fact	10/02/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

Who filed this Form 4 for APD?

The Form 4 was filed by Tonit M. Calaway, who is identified as a Director of Air Products & Chemicals, Inc.

What security was acquired according to the Form 4 for APD?

The filing reports acquisition of Phantom deferred stock units under the issuer's Deferred Compensation Program for Directors.

How many units and what value are recorded on the Form 4?

The Form 4 shows an accrual of 15.2704 Units with a listed amount/value of $270.48 and 2,322.728 derivative securities beneficially owned following the transaction.

When are the phantom units payable and how can they be taken?

The Units are payable in shares after the reporting person ends service on the Board and may be taken in a lump sum or up to ten installments, as elected in advance.

What was the transaction date on the Form 4?

The transaction date reported on the Form 4 is 09/30/2025.