[8-K] Parker-Hannifin Corp Reports Material Event

Rhea-AI Filing Summary

Parker-Hannifin Corporation reported final results from its 2025 Annual Meeting of Shareholders. All ten director nominees were elected for terms expiring at the 2026 meeting.

Shareholders approved, on an advisory basis, executive compensation with 92,594,865 votes for, 12,596,621 against, and 421,517 abstentions, with 8,832,563 broker non-votes.

Shareholders also ratified Deloitte & Touche LLP as the independent registered public accounting firm for the fiscal year ending June 30, 2026, with 110,701,509 votes for, 3,514,930 against, and 229,127 abstentions.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) of the

Securities Exchange Act of 1934

Date of report (Date of earliest event reported): October 22, 2025

PARKER-HANNIFIN CORPORATION

(Exact Name of Registrant as Specified in Charter)

Ohio			1-4982			34-0451060
(State or other jurisdiction of Incorporation or Organization)			(Commission File Number)			(I.R.S. Employer Identification No.)
6035 Parkland Boulevard, Cleveland, Ohio						44124-4141
(Address of Principal Executive Offices)						(Zip Code)

Registrant's telephone number, including area code: (216) 896-3000

Not Applicable

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR

240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR

240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class

Trading Symbol

Name of Each Exchange on which Registered

Common Shares, $.50 par value

PH

New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.07.    Submission of Matters to a Vote of Security Holders.

On October 22, 2025, at the 2025 Annual Meeting of Shareholders (the "2025 Annual Meeting") of the Company, the Company's shareholders considered three proposals, each of which is described more fully in the Company’s definitive proxy statement for the 2025 Annual Meeting. Set forth below are the final voting results on each matter submitted to a vote of the Company’s shareholders at the 2025 Annual Meeting.

Proposal 1. The Shareholders elected the following Directors for a term expiring at the Annual Meeting of Shareholders in 2026, as follows:

Nominees			For			Against			Abstentions			Broker Non-Votes
Denise Russell Fleming			104,676,163			724,974			211,866			8,832,563
Lance M. Fritz			104,467,901			1,022,961			122,141			8,832,563
Linda A. Harty			99,827,370			5,543,673			241,960			8,832,563
Kevin A. Lobo			99,318,585			6,091,601			202,817			8,832,563
Jennifer A. Parmentier			97,002,532			8,533,928			76,543			8,832,563
E. Jean Savage			104,886,841			553,210			172,952			8,832,563
Laura K. Thompson			104,672,846			732,600			207,557			8,832,563
James R. Verrier			102,987,723			2,482,560			142,720			8,832,563
James L. Wainscott			98,808,766			6,669,546			134,691			8,832,563
Beth A. Wozniak			102,916,998			2,472,208			223,797			8,832,563

Proposal 2. The Shareholders approved, on a non-binding, advisory basis, the compensation of the Named Executive Officers of the Company, as follows:

Votes For			Votes Against			Abstentions			Broker Non-Votes
92,594,865			12,596,621			421,517			8,832,563

Proposal 3. The Shareholders ratified the appointment of Deloitte & Touche LLP as the

Company's independent registered public accounting firm for the fiscal year ending June 30, 2026, as follows:

Votes For			Votes Against			Abstentions			Broker Non-Votes
110,701,509			3,514,930			229,127			—

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.

									PARKER-HANNIFIN CORPORATION
Date:			October 28, 2025			By:			/s/ Joseph R. Leonti
									Joseph R. Leonti
									Executive Vice President, General Counsel and Secretary

FAQ

What did Parker-Hannifin (PH) report from its 2025 Annual Meeting?

All director nominees were elected, shareholders approved the advisory say-on-pay, and Deloitte & Touche LLP was ratified as auditor.

How did Parker-Hannifin (PH) shareholders vote on say-on-pay?

The advisory vote on executive compensation passed: 92,594,865 for, 12,596,621 against, 421,517 abstentions, and 8,832,563 broker non-votes.

Was the auditor ratified for Parker-Hannifin (PH)?

Yes. Deloitte & Touche LLP was ratified with 110,701,509 for, 3,514,930 against, and 229,127 abstentions.

Which fiscal year does the auditor ratification cover for PH?

The ratification covers the fiscal year ending June 30, 2026.

How many Parker-Hannifin director nominees were elected in 2025?

Ten nominees were elected for terms expiring at the 2026 Annual Meeting.

Did the Parker-Hannifin (PH) vote include broker non-votes?

Yes. Broker non-votes were reported for the director elections and say-on-pay, including 8,832,563 on each of those items.