APDAir Products
Additional information about Air Products is available on our website at www.airproducts.com. 10-K, Item 1
Deals between APD and its directors, executives, owners of more than 5% or their families: a relative on the payroll, a plane the company charters from its CEO, a director's company that buys from it. SEC rules (Item 404) make the company list every such deal over $120,000 in its proxy statement. Only one proxy is stored, so there is nothing to compare yet; the section is below.
The whole section 5 paragraphs, proxy filed 2025-12-11
Transactions with Related Persons“The Board recognizes that transactions with related persons can present actual or potential conflicts of interest and wants to ensure that Company transactions are based solely on the best interests of the Company. Accordingly, the Board has delegated responsibility to the Audit and Finance Committee to review transactions between the Company and related persons. The Audit and Finance Committee has adopted a written policy establishing procedures for the review of related person transactions.”
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Transactions with Related Persons“A related person transaction is a transaction between the Company and a director, executive officer or 5% or more shareholder, any of their respective immediate family members or a company or other entity in which any of these persons has a direct or indirect material interest. The policy specifically excludes certain types of transactions, which the Audit and Finance Committee deems to be immaterial. Pursuant to the Audit and Finance Committee policy, related person transactions must be preapproved by the Committee or, in the event of an inadvertent failure to bring the transaction to the Committee for preapproval, ratified by the Committee. In deciding whether to approve or ratify a related person transaction, the Committee considers the benefits of the transaction to the Company, the impact on a director’s independence if a director or a director’s family member or affiliate is involved, the availability of comparable sources for products and services, the terms of the transaction and terms available to third parties for similar transactions. The Audit and Finance Committee Chair is authorized to approve related person transactions when it is impractical or undesirable to wait until the next Committee meeting for approval. Such Chair-approved transactions must be reported to the Committee at its next meeting.”
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Transactions with Related Persons“Mantle Ridge LP and its affiliated entities (collectively, “Mantle Ridge”), an investor in the Company, nominated four directors for election in connection with a proxy contest that concluded in January 2025 following certification of the election of directors at the 2025 Annual Meeting of Shareholders. At the 2025 Annual Meeting of Shareholders, three of Mantle Ridge’s nominees were elected to the Board, including Mr. Hilal, Mantle Ridge’s founder and chief executive officer.”
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Transactions with Related Persons“During the third quarter of fiscal year 2025, the Board voted to authorize a cash reimbursement of $24.7 million to Mantle Ridge for certain costs incurred in connection with the proxy contest that concluded in January 2025. Mr. Hilal abstained from voting on this matter. Costs subject to reimbursement included those incurred by Mantle Ridge for legal counsel, proxy engagement services, governance advisors, communication expenses and other out-of-pocket costs related to its engagement with the Company. The Board members who voted on this matter unanimously concluded that these expenses were incurred in the interest of enhancing long-term value for all shareholders and that the election of three of Mantle Ridge’s nominees reflected strong shareholder support for Mantle Ridge’s engagement. Accordingly, the Board determined that such expenses should be shared pro rata among all shareholders.”
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Transactions with Related Persons“Other than as disclosed above, since the beginning of fiscal 2025 we have not engaged in any transactions for which approval is required under our related person transaction policy.”
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Paragraphs are compared by their words, not read by AI: one counts as new when no paragraph last year shares half of its words, or when it names a person or company last year's section did not. A deal reported again with a new amount is not new. Always check the filing. Open the proxy ↗
Work on APD in a spreadsheet:
Excel workbook (a sheet per section, ten years by column, charts, links to the filings) ·
CSV.
For a Google Sheet that stays up to date, paste =IMPORTDATA("https://tickdelta.com/company/APD/export.csv") into a cell.