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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 26, 2022
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 26, 2022, at the 2022 Annual Meeting of Shareholders (the "2022 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 2022 Annual Meeting. Set forth below are the final voting results on each matter submitted to a vote of the Company’s shareholders at the 2022 Annual Meeting.
Proposal 1. The shareholders elected the following Directors for a term expiring at the Annual Meeting of Shareholders in 2023, as follows: | | | | | | | | | | | | | | |
| Nominees | For | Against | Abstentions | Broker Non-Votes |
| Lee C. Banks | 103,507,998 | 2,928,097 | 152,906 | 8,627,694 |
| Jillian C. Evanko | 105,483,922 | 897,886 | 207,193 | 8,627,694 |
| Lance M. Fritz | 102,941,088 | 3,370,637 | 277,276 | 8,627,694 |
| Linda A. Harty | 92,420,878 | 13,860,757 | 307,366 | 8,627,694 |
| William F. Lacey | 103,246,795 | 3,070,595 | 271,611 | 8,627,694 |
| Kevin A. Lobo | 105,412,263 | 922,957 | 253,781 | 8,627,694 |
| Joseph Scaminace | 96,626,448 | 9,677,352 | 285,201 | 8,627,694 |
| Åke Svensson | 99,473,771 | 6,860,465 | 254,765 | 8,627,694 |
| Laura K. Thompson | 102,869,087 | 3,472,728 | 247,186 | 8,627,694 |
| James R. Verrier | 105,501,436 | 825,627 | 261,938 | 8,627,694 |
| James L. Wainscott | 94,641,709 | 9,650,286 | 2,297,006 | 8,627,694 |
| Thomas L. Williams | 97,154,649 | 9,072,109 | 362,243 | 8,627,694 |
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 |
| 96,158,961 | 9,745,445 | 684,595 | 8,627,694 |
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, 2023, as follows:
| | | | | | | | | | | |
| Votes For | Votes Against | Abstentions | Broker Non-Votes |
| 112,910,951 | 1,994,067 | 311,677 | — |
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.
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| | | PARKER-HANNIFIN CORPORATION | |
| Date: | October 27, 2022 | By: | /s/ Joseph R. Leonti | |
| | | Joseph R. Leonti | |
| | | Vice President, General Counsel and Secretary | |
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