PH insider files mixed transactions: SAR exercise and multiple sales on 08/25/2025

Rhea-AI Filing Summary

Insider transactions by Parker-Hannifin (PH) show mixed activity on 08/25/2025 by EVP, General Counsel & Secretary Leonti Joseph R. He acquired 2,617 shares via stock appreciation rights exercised at an effective price of $299.19, increasing his reported beneficial ownership to 20,245 shares. On the same date he recorded multiple dispositions totaling 6,367 shares across several transactions at prices around $750 per share, reducing his direct holdings to 13,878 shares. An indirect holding of 426.21 shares is held in the Parker Retirement Savings Plan. The filer clarifies that 307.80 phantom shares were reclassified to Table II because they are cash-settled equivalents payable after separation from service.

Insights

Financial Analyst

TL;DR: Insider activity is mixed—a sizeable exercise/acquisition alongside multiple sales, leaving net direct holdings lower than prior.

The reporting person exercised stock appreciation rights to acquire 2,617 shares at a referenced $299.19 and simultaneously sold several tranches totaling 6,367 shares at roughly $750 per share, resulting in 13,878 direct shares owned and 426.21 indirect shares in the retirement plan. From an investor-analytics perspective this is neutral: the exercise increases vested exposure but the concurrent sales materially reduced direct holdings. No new material corporate events or changes to control are disclosed.

Corporate Governance Expert

TL;DR: Transactions appear routine and include reclassification of phantom stock; no governance red flags disclosed.

The filing documents standard Section 16 reporting of exercises, sales, and an administrative reclassification of 307.80 phantom shares from Table I to Table II because they are cash-settled. The mix of acquisition via SARs and contemporaneous dispositions suggests internal compensation realization and liquidity actions rather than corporate governance changes. Disclosure is specific about amounts and the nature of the phantom stock settlement.

Insider Trade Summary

Exercise and sale activity reported; no spread calculated

Exercise and Sale 6 txns

Insider Leonti Joseph R

Role EVP, Gen Counsel & Secretary

Sold 4,625 shs ($3.47M)

Approx. gross sale proceeds $3.47M

Approx. exercise cost $783K

Type	Security	Shares	Price	Value
Exercise	Stock Appreciation Rights	2,617	$0.00	$0.00
Exercise	Common Stock	2,617	$299.19	$783K
Exercise Price or Tax Liability	Common Stock	1,742	$750.40	$1.31M
Sale	Common Stock	875	$750.40	$657K
Sale	Common Stock	3,750	$750.94	$2.82M
holding	Common Stock	--	--	--

Holdings After Transaction: Stock Appreciation Rights — 0 shares (Direct); Common Stock — 13,878 shares (Direct); Common Stock — 426.21 shares (Indirect, Parker Retirement Savings Plan)

Footnotes (1)

1. F1. The balance has been updated to no longer include 307.80 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.

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Form 4 Insider Transactions: What Each Field Means →

Accepted by SEC EDGAR 08/27/2025 - 04:47 PM Learn about SEC filing dates

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).

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^*

Leonti Joseph R

(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)
	EVP, Gen Counsel & Secretary

3. Date of Earliest Transaction (Month/Day/Year)
08/25/2025

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	08/25/2025		M		2,617	A	$299.19	20,245	D
Common Stock	08/25/2025		F		1,742	D	$750.4	18,503	D
Common Stock	08/25/2025		S		875	D	$750.4	17,628	D
Common Stock	08/25/2025		S		3,750	D	$750.94	13,878	D
Common Stock								426.21(1)	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
Stock Appreciation Rights	$299.19	08/25/2025		M			2,617	08/17/2023	08/16/2032	Common Stock	2,617	$0	0	D

Explanation of Responses:

1. The balance has been updated to no longer include 307.80 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	08/27/2025
	** 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.