PH insider Ross Andrew D reports 4,361-share sale; phantom-plan holdings updated

Rhea-AI Filing Summary

Ross Andrew D, President & Chief Operating Officer of Parker-Hannifin Corporation (PH), reported sales of common stock on 08/08/2025. The Form 4 shows two sales totaling 4,361 shares (4,242 and 119 shares) at reported weighted-average prices of $732.64 and $733.20; footnotes state the individual sale prices ranged from $732.16–$733.14 and $733.17–$733.21 respectively.

The filing also discloses indirect holdings: 404 shares held by the reporting person's sons and 3,764.02 phantom-share equivalents in the Parker Retirement Savings Plan. The filer adjusted prior reporting to remove 708.37 phantom shares that are cash-settled and payable after separation from service. The Form 4 was filed by one reporting person and includes an explicit offer to provide detailed per-transaction price information on request.

Positive

• Form 4 provides detailed pricing ranges and weighted-average prices with an undertaking to supply per-trade details on request, enhancing transparency
• Filing clarifies phantom-share reporting by removing 708.37 cash-settled phantom shares from Table I and explaining their settlement terms, improving accuracy

Negative

• Insider sales of common stock totaling 4,361 shares (4,242 and 119 shares) were reported, which reduces the reporting person’s direct holdings
• Sales executed at high prices (~$732.64 and $733.20) may be viewed negatively by some investors, though no further context is provided in the filing

Insights

Securities Analyst

TL;DR: Routine disclosure of insider sales totaling 4,361 shares at ~ $733, with retained indirect and phantom-plan holdings.

The Form 4 reports two block sales executed on 08/08/2025 for a total of 4,361 common shares by Ross Andrew D, using weighted-average prices disclosed in footnotes and offering to provide per-trade pricing details on request. The filing separately documents 404 shares held by his sons and 3,764.02 phantom-share equivalents in the Parker Retirement Savings Plan, and clarifies that 708.37 phantom shares were reclassified because they are cash-settled. For investors, this is clear, compliant insider activity disclosure; it does not by itself indicate company operational change or material governance concern.

Corporate Governance Expert

TL;DR: Disclosure is complete and transparent; sale specifics and phantom-share correction improve reporting clarity.

The filing includes weighed-average sale prices and footnote ranges, plus an explicit undertaking to provide granular per-trade details if requested, which supports transparency. The correction removing 708.37 phantom shares from Table I and noting their cash-settled nature reduces potential reporting ambiguity about beneficial ownership. While insider sales are noteworthy, the document presents no indication of unusual timing, special plan-driven disposition, or other governance red flags based solely on the information provided.

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

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

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Ross Andrew D

(Last) (First) (Middle)

6035 PARKLAND BOULEVARD

(Street)

CLEVELAND OH 44124

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Parker-Hannifin Corp [ PH ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Pres.& Chief Operating Officer

3. Date of Earliest Transaction (Month/Day/Year)
08/08/2025

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
Common Stock	08/08/2025		S		4,242	D	$732.64(1)	16,239	D
Common Stock	08/08/2025		S		119	D	$733.2(2)	13,120	D
Common Stock								404	I	Shares Held by Sons
Common Stock								3,764.02(3)	I	Parker Retirement Savings Plan

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

Explanation of Responses:

1. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $732.16 to $733.14, inclusive. The reporting person undertakes to provide Parker-Hannifin Corporation, any security holder of Parker-Hannifin Corporation, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in Footnote 1 to this Form 4.

2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $733.17 to $733.21, inclusive. The reporting person undertakes to provide Parker-Hannifin Corporation, any security holder of Parker-Hannifin Corporation, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in Footnote 2 to this Form 4.

3. The balance has been updated to no longer include 708.37 shares of phantom stock in the Savings Restoration Plan that have historically been reported in Table I but instead were reportable in Table II. Each share of phantom stock that was acquired under the Savings Restoration Plan is the economic equivalent of one common share and is settled in cash. The shares of phantom stock generally become payable following the reporting person's separation from service.

	/s/ Stephanie R. Breitenbach, Attorney-in-Fact	08/12/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What did Ross Andrew D report on Form 4 for Parker-Hannifin (PH)?

He reported the sale of 4,361 common shares (4,242 and 119) on 08/08/2025 with weighted-average prices of $732.64 and $733.20 (footnote ranges provided).

What prices were the shares sold at in the PH Form 4?

The filing discloses weighted-average prices of $732.64 and $733.20; footnotes list individual sale price ranges of $732.16–$733.14 and $733.17–$733.21.

Does the Form 4 show any indirect or plan-based holdings for the reporting person?

Yes. The filing lists 404 shares held by the reporting person's sons and 3,764.02 phantom-share equivalents in the Parker Retirement Savings Plan; 708.37 phantom shares were removed from Table I as they are cash-settled.

Was the Form 4 filed by a single reporting person?

Yes. The document indicates the Form was filed by one reporting person.

Are the phantom shares payable in stock or cash?

The filing states each phantom share is the economic equivalent of one common share and is settled in cash, generally payable following separation from service.