PHParker Hannifin
Parker-Hannifin Corporation was incorporated in Ohio in 1938. 10-K, Item 1
- Headquarters
- Cleveland, OH
- CEO
- Jennifer A. Parmentier
- Next results
- around Jan 28, 2027
7 paragraphs in Risk Factors of the 10-K filed Aug 21, 2026 with nothing like them in the 10-K filed Aug 22, 2025. Quoted exactly. Paragraphs that were only edited are under 10-K change.
Compared with the Risk Factors in the latest 10-K of the other 81 Industrials companies: a paragraph with at least half its words the same at another company is called similar, and the companies are listed under it. A paragraph most of them have is marked boilerplate. No line means no other company has one like it. This counts text; it does not say how serious a risk is.
We rely on a limited number of suppliers for certain critical components, such as specialty electronics, rare earths, specialty chemicals, aerospace super alloys and filtration media, and recent and planned acquisitions may increase our exposure to supply concentration risk. Any disruption in supply from these sources could require us to seek alternative suppliers, potentially at higher cost or with delays that could impact production schedules. Furthermore, our suppliers of component parts may significantly and quickly increase their prices in response to increases in
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Increased public awareness and concern regarding environmental risks, including global climate change, may result in more international, regional and/or federal requirements or industry standards to reduce or mitigate global warming and other environmental risks. These regulations or standards could mandate more restrictive requirements, such as stricter limits on greenhouse gas emissions, than the voluntary commitments that we have made or require such changes on a more accelerated time frame. There continues to be a lack of consistent climate legislation across jurisdictions, which creates economic and regulatory uncertainty. Conversely, changes in governmental policy or leadership could lead to the rollback of existing climate regulations, potentially exposing the Company to stranded investments in compliance infrastructure or creating competitive disparities relative to companies that did not make such investments. If environmental laws or regulations or industry standards are either changed or adopted and impose significant operational restrictions and compliance requirements upon the Company or its products, or if anticipated regulations fail to materialize after we have made substantial compliance investments, our business, operations and financial condition could be negatively impacted.
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cost pressures for labor. These challenges in labor markets could have material adverse effects on our results of operations, financial condition and cash flows.
Similar paragraph at 13 of 81 other Industrials companies: CMI, FERG, FIX, GE, HII, J, JCI, NOC and 5 moreRead in the 10-K ↗
We continually assess the strategic fit of our existing businesses and may divest or otherwise dispose of businesses that are deemed not to fit within our strategic plan or are not achieving the desired return on investment. These transactions pose risks and challenges that could negatively impact our business. For example, when we decide to sell or otherwise dispose of a business or assets, we may be unable to do so on satisfactory terms within our anticipated timeframe or at all, and even after reaching a definitive agreement to sell or dispose of a business, the sale is typically subject to satisfaction of pre-closing conditions which may not become satisfied. The divestiture process may also result in the disclosure of proprietary or competitively sensitive information to potential buyers, the incurrence of stranded costs that are not fully absorbed by the divested business, or the need to provide transition services that divert management attention and resources. Any strategic divestiture of a product line or business or exit of a product line or product category may reduce our revenue and earnings, result in material costs and expenses, create potential indemnification or retained liability obligations and cause disruption to our employees, customers, vendors and communities in which we operate.
Similar paragraph at 1 of 81 other Industrials companies: FTVRead in the 10-K ↗
The timing and amount of the Company’s share repurchases are subject to a number of uncertainties and may affect our common stock price.
Share repurchases generally constitute a component of our capital allocation strategy. We have historically funded our share repurchases with free cash flow and short-term borrowings. The amount and timing of share repurchases will be based on a variety of factors and past activity is not necessarily indicative of future repurchase levels. Important factors that could impact our decisions to pursue share repurchases include market conditions, the price of our shares, the nature and timing of other investment opportunities, such as acquisitions, changes in our business strategy, the terms of our financing arrangements, our outlook as to the ability to obtain financing at attractive rates, the impact on our credit ratings, legal and regulatory restrictions (including under the terms of financing arrangements), the availability of domestic cash, and overall business expectations. There can be no assurance that any share repurchases will enhance shareholder value because the market price of our shares may decline below the levels at which we repurchased our shares, and short-term stock price fluctuations could reduce the program’s effectiveness.
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For example, our Aerospace Systems Segment produces aircraft components and systems that are critical to flight safety, and accordingly, the adverse impact of product quality issues, actual or perceived, can be significant. Our operations expose us to potential liabilities for personal injury or death as a result of the failure of an aircraft product that we have designed or manufactured, and such liabilities could be substantial given the catastrophic nature of potential aerospace incidents. In addition, a product safety issue could result in mandatory or voluntary recalls, airworthiness directives from the Federal Aviation Administration or other regulatory authorities, grounding of aircraft or temporary cessation of operations by our airline customers. If personal injury or death were to be caused by one of our products, or if we were to otherwise fail to maintain a satisfactory record of safety and reliability, our ability to retain and attract customers may be materially adversely affected.
Similar paragraph at 1 of 81 other Industrials companies: TDGRead in the 10-K ↗
New in the latest 10-Q
29 paragraphs in the 10-Q filed Nov 5, 2026 with nothing like them in the 10-Q filed May 1, 2026 (at least half the words must differ; new numbers alone do not count). Quoted exactly, grouped by the item heading above them. This is text that changed, not a judgement of how serious it is.
Financial statements and notes
The following table presents disaggregated revenue by technology platform for the Diversified Industrial segment and by market for the Aerospace Systems segment:
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Three Months Ended September 30, 2026 2025 ────────────────────────────────────────────────────────────────────────────────────────────────────────────── Diversified Industrial Motion Systems $ 926 $ 824 Flow and Process Control 1,335 1,158 Filtration and Engineered Materials 1,891 1,461 Total Diversified Industrial 4,152 3,443 Aerospace Systems Commercial original equipment manufacturer ("OEM") 642 539 Commercial aftermarket 671 594 Defense OEM 323 294 Defense aftermarket 231 214 Total Aerospace Systems 1,867 1,641 Corporate (27) — Total net sales $ 5,992 $ 5,084
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On May 21, 2026, the Company announced that it entered into a definitive agreement to acquire the commercial and defense aerospace business of CIRCOR International, Inc. ("CIRCOR Aerospace") for approximately $ 2.55 billion in cash. CIRCOR Aerospace designs, manufactures and supports highly engineered and proprietary flight-critical motion and flow control products for commercial aircraft and defense applications and is complementary to Parker’s existing aerospace and defense product lines. The transaction is subject to customary closing conditions, including receipt of applicable regulatory approvals, and is expected to close during calendar year 2026.
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The following table presents unaudited pro forma information as if the acquisition had occurred on July 1, 2025.
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These unaudited pro forma results reflect the combined historical results of Parker and FGC, adjusted for amortization of acquired intangible assets and other preliminary purchase accounting effects, the impact of the assumed financing and the related income tax effects. Acquisition-related transaction costs, net of tax, of $ 79 million, together with other nonrecurring acquisition-related items that were not material, are included in the earliest period presented. The pro forma information is not necessarily indicative of the results that would have been achieved had the acquisition occurred on July 1, 2025, or that may be achieved in future periods.
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September 18, 2025 ──────────────────────────────────────────────────────────────────── Cash and cash equivalents $ 53 Accounts receivable 38 Inventories 74 Prepaid expenses 4 Intangible assets 551 Property, plant and equipment 53 Other long-term assets 22 Accounts payable, trade (32) Other current liabilities (21) Deferred income taxes (139) Other long-term liabilities (24) Net assets acquired 579 Goodwill 488 Total purchase price $ 1,067
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Three Months Ended September 30, 2026 2025 ──────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────── Foreign Currency Translation Adjustment and Other Beginning balance $ (793) $ (717) Other comprehensive income (loss) before reclassifications (21) (49) Income tax (15) 4 Other comprehensive income (loss), net of tax (36) (45) Ending balance $ (829) $ (762) Retirement Benefit Plans Beginning balance $ (10) $ (166) Other comprehensive income (loss) before reclassifications 1 2 Reclassified from accumulated other comprehensive loss: Amortization of net actuarial loss and other(1) 1 3 Tax benefit — (1) Other comprehensive income (loss), net of tax 2 4 Ending balance $ (8) $ (162) Total accumulated other comprehensive loss ending balance $ (837) $ (924) (1) The amounts reclassified include the amortization of net actuarial loss and amortization of prior service cost. These costs are included in the computation of net periodic benefit cost (credit) which is recorded in other expense (income), net. Refer to Note 12 for additional information.
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The estimated future amortization expense for intangible assets over the next five fiscal years as of September 30, 2026 is as follows:
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On September 10, 2026, the Company entered into a Three-Year Term Loan Agreement (the "2027 Credit Facility"), which provides for a delayed draw term loan facility in the aggregate principal amount of up to $ 2.0 billion. The
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On September 14, 2026, the Company issued $ 2.4 billion in aggregate principal amount of senior notes (the “U.S. Notes”), with interest rates ranging from 4.75 % to 5.30 % and maturity dates ranging from fiscal 2029 to 2034. Interest payments are due semi-annually.
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On September 14, 2026, the Company issued € 2.025 billion in aggregate principal amount of senior notes (the “Euro Notes”), with interest rates ranging from 3.80 % to 4.375 % and maturity dates ranging from fiscal 2030 to 2036. Interest payments are due annually in March, commencing in March 2027.
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Debt issuance costs related to the U.S. Notes and Euro Notes were approximately $ 35 million and will be amortized over the respective debt terms.
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Notes payable and current portion of long-term debt on the Consolidated Balance Sheets includes commercial paper notes outstanding of $ 2.8 billion and $ 1.0 billion as of September 30, 2026 and June 30, 2026, respectively, with a weighted-average interest rate of 4.0 % and 3.9 %.
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Principal amounts of long-term debt payable, excluding the amortization of debt issuance costs, in the next five fiscal years as of September 30, 2026 are as follows:
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Segment operating income is measured as segment sales less other segment items. Other segment items are primarily comprised of cost of sales; selling, general and administrative expenses; and income related to equity method investments. Management further excludes certain items that are managed on a consolidated basis, including certain items presented within net sales, cost of sales and selling, general and administrative expenses in the Consolidated Statement of Income. These items include corporate general and administrative expenses, stock-based compensation and acquisition-related transaction costs. For business segment reporting purposes, corporate general and administrative expenses are presented as a separate reconciling item, and stock-based compensation and acquisition-related transaction costs are reported within other, net.
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Three Months Ended September 30, 2026 2025 ───────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────── Net sales Diversified Industrial $ 4,152 $ 3,443 Aerospace Systems 1,867 1,641 Total segment sales 6,019 5,084 Corporate (1) (27) — Total net sales $ 5,992 $ 5,084 Other Segment Items Diversified Industrial $ 3,180 $ 2,622 Aerospace Systems 1,370 1,230 Total other segment items $ 4,550 $ 3,852 Segment Operating Income: Diversified Industrial $ 972 $ 821 Aerospace Systems 497 411 Total segment operating income 1,469 1,232 Corporate general and administrative expenses 58 49 Income before interest expense and other, net 1,411 1,183 Interest expense 146 101 Other, net 128 42 Income before income taxes $ 1,137 $ 1,040 (1) Corporate includes International Emergency Economic Powers Act ("IEEPA") tariff-related returns to customers.
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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations
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The following discussion and accompanying table provide an analysis of our operating performance for the three months ended September 30, 2026 and 2025, with selected Consolidated Statements of Income line items expressed as a percentage of revenue to enhance comparability between periods.
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Throughout this discussion, both reported sales growth, determined in accordance with U.S. GAAP, and organic sales growth, a non-GAAP measure, are presented. Organic sales growth represents the percentage change in net sales adjusted to exclude the effects of acquisitions and divestitures for the twelve-month period following their completion, as well as the impact of changes in currency exchange rates. Management believes these adjustments provide management and investors with additional insight into underlying sales trends and facilitate meaningful period-to-period comparisons of operating performance. References to organic sales in this discussion reflect this measure and are presented as a percentage increase or decrease relative to the comparable prior-year period. Total Company net sales changed as follows:
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Net sales in the current-year quarter increased by $908 million, or 17.9%, compared to the prior-year quarter, primarily due to higher organic sales in both segments and incremental sales associated with the FGC and Curtis acquisitions. Incremental net sales from acquisitions were approximately $349 million in the current-year quarter. These changes are discussed in more detail within the business segment results section below.
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Three Months Ended September 30, 2026 2025 ───────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────── Net sales Diversified Industrial $ 4,152 $ 3,443 Aerospace Systems 1,867 1,641 Total segment sales 6,019 5,084 Corporate (1) (27) — Total net sales $ 5,992 $ 5,084 Segment operating income Diversified Industrial $ 972 $ 821 Aerospace Systems 497 411 Total segment operating income 1,469 1,232 Corporate general and administrative expenses 58 49 Income before interest expense and other, net 1,411 1,183 Interest expense 146 101 Other, net 128 42 Income before income taxes $ 1,137 $ 1,040 (1) Corporate includes IEEPA tariff-related returns to customers.
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Three Months Ended September 30, 2026 2025 ──────────────────────────────────────────────────────────────────────────────────────── North America businesses Net sales $ 2,445 $ 2,044 Segment operating income 562 507 Segment operating margin 23.0 % 24.8 % International businesses Net sales $ 1,707 $ 1,399 Segment operating income 410 314 Segment operating margin 24.0 % 22.4 % Total Diversified Industrial Net sales $ 4,152 $ 3,443 Segment operating income 972 821 Segment operating margin 23.4 % 23.8 %
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Aerospace Systems operating margin increased by 160 basis points in the current-year quarter compared to the prior-year quarter, primarily driven by higher sales volume and productivity gains, partially offset by unfavorable mix. Benefits from cost containment initiatives also contributed to the increase in margins, to a lesser extent.
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Net cash provided by financing activities increased by $8.3 billion in the current-year quarter compared to the prior-year quarter, primarily driven by the following:
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• Borrowings of $7.75 billion under the 2026 Credit Facilities in the current-year quarter, including $5.25 billion under the 364-Day Term Loan. The 364-Day Term Loan was repaid in full during the current-year quarter.
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• Net proceeds from the U.S. Notes and Euro Notes issuances of $4.7 billion in the current-year quarter.
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On September 14, 2026, the Company issued $2.4 billion in aggregate principal amount of U.S. Notes, with interest rates ranging from 4.75% to 5.30% and maturity dates ranging from fiscal 2029 to 2034.
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On September 14, 2026, the Company issued €2.025 billion in aggregate principal amount of Euro Notes, with interest rates ranging from 3.80% to 4.375% and maturity dates ranging from fiscal 2030 to 2036.
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The Company used the net proceeds from the U.S. Notes and Euro Notes, together with cash on hand, to repay the borrowings under the 364-Day Term Loan Agreement.
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The 10-Q's risk factors against the 10-K
Item 1A of the 10-Q filed Nov 5, 2026 against Item 1A of the 10-K filed Aug 21, 2026.
A 10-Q repeats only the risks that changed, so a 10-K paragraph that is missing from it is not counted as removed.
Added is a paragraph with nothing like it in the 10-K, Reworded a sentence that is in both with several words changed,
Quiet changes a sentence in both where one to four words changed and one is a hedge or a modal
(cut words struck through, new words highlighted and underlined).
Text on the page, not a score; each links to the filing at sec.gov.
This 10-Q has no Item 1A (Risk Factors) text of its own, so there is nothing to compare. Many companies leave it out when their risks have not changed.
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