Parker-Hannifin Corporation (PH) FY2026 8-K Filings and Company Events

Filings that contain financial statements

Each of the following Forms 8-K furnishes an Exhibit 99.1 earnings release containing a consolidated statement of income, a consolidated balance sheet and a consolidated statement of cash flows, together with segment tables and non-GAAP reconciliations. Anyone tracing a fiscal 2026 figure to its first public appearance should start here.

The two fiscal 2025 releases above are included because this file's record reaches back to February 2025 for the euro notes offering, and fiscal 2025 comparative figures (including the Q3 FY2025 quarter shown alongside fiscal 2026 results) first appeared publicly in these releases.

The complete audited fiscal 2026 statements and notes are in the Form 10-K filed 2026-08-21, accession 0000076334-26-000105.

The Filtration Group transaction: signing, financing, closing

The three steps below are separate events and should not be collapsed into one.

2025-11-10, merger agreement signed (accession 0001193125-25-275641). Parker entered into an Agreement and Plan of Merger with Prosper Merger Sub Corp., Filtration Group Corporation and Filtration Group Equity LLC, agreeing to acquire Filtration Group on a cash-free, debt-free basis for a cash purchase price of $9.25 billion, subject to a net working capital adjustment. Filtration Group is a private company headquartered in Oakbrook Terrace, Illinois. Closing was made conditional on Hart-Scott-Rodino and other regulatory approvals, the absence of a blocking legal order, a pre-closing transfer of Filtration Group's Facet Filtration business to its stockholders, and customary conditions; either party could terminate if the merger had not closed by February 10,

1. Parker said the price was expected to be financed with new debt and cash on hand.

The merger agreement is Exhibit 2.1 to that filing.

2025-12-10, acquisition financing committed, undrawn (accession 0001193125-25-314164). Parker entered into two senior unsecured delayed-draw term loan agreements to fund part of the purchase price: a 364-Day Term Loan Agreement with Barclays Bank PLC as administrative agent for $5.25 billion, and a Three-Year Term Loan Agreement with KeyBank National Association as administrative agent for $2.50 billion. The facilities bear interest at a secured overnight financing rate plus a ratings-based margin and carry a debt-to-capitalization covenant; the 364-day facility requires mandatory prepayment or commitment reduction from the net proceeds of certain debt and equity issuances and asset sales. The filing states expressly that as of December 10, 2025 no funds had been borrowed under either facility. The agreements are Exhibits 10.1 and 10.2.

2026-08-13, merger completed and term loans drawn (accession 0001193125-26-349148). Parker reported under Item 2.01 that on August 13, 2026 it completed the merger. Under Item 2.03 it reported that, in connection with the consummation, it borrowed $5.25 billion under the 364-Day Credit Facility and $2.50 billion under the Three-Year Credit Facility to pay a portion of the purchase price and related fees and expenses, $7.75 billion of new term debt drawn on the closing date. The fiscal 2026 Form 10-K, filed eight days later, describes the same closing date.

Note that the fiscal 2026 fourth-quarter earnings release dated August 6, 2026 still described Filtration Group as pending and excluded it from fiscal 2027 guidance; the closing came one week after that release and after the June 30, 2026 balance sheet date, so neither the acquired business nor the $7.75 billion of term borrowings appears in the fiscal 2026 financial statements.

Other portfolio activity

2025-09-18, Curtis Instruments acquisition closed. Parker acquired all outstanding stock of Curtis Instruments, Inc. from Rehlko for approximately $1.0 billion net of cash acquired, adding motor speed controllers, instrumentation and power conversion products to the Diversified Industrial Segment. The agreement had been announced with the fiscal 2025 fourth-quarter results on August 7, 2025 (accession 0000076334-25-000031). Curtis contributed $237 million of net sales in fiscal 2026, and acquisition-related costs of $41 million were recorded. This transaction was disclosed through the periodic reports and earnings releases rather than a Form 8-K.

2026-05-21, CIRCOR Aerospace agreement announced, still pending. Parker announced a definitive agreement to acquire CIRCOR's Commercial and Defense Aerospace business for approximately $2.55 billion in cash, subject to customary closing conditions including regulatory approvals, and expected to close in the second half of calendar 2026. As of the fiscal 2026 Form 10-K it had not closed, and fiscal 2027 guidance excludes it. Like Curtis, this agreement was not the subject of a separate current report.

Capital structure and shareholder returns

2025-02-06 / 2025-02-20, euro notes offering (accessions 0001193125-25-022718 and 0001193125-25-030027). Parker priced an offering of €700 million of 2.900% senior notes due 2030 and entered into an underwriting agreement with Citigroup Global Markets Limited, HSBC Bank plc and Morgan Stanley & Co. International plc as representatives. The offering closed on February 20, 2025, with the notes issued under the September 5, 2023 indenture as supplemented by an officer's certificate of that date. Proceeds, with cash on hand, were earmarked to repay the company's 1.125% senior notes due 2025 at maturity.

Dividend and buybacks. Parker raised its annual dividend 11% during fiscal 2026, extending its streak to 70 consecutive fiscal years of increased annual dividends per share paid, and returned nearly $2 billion to shareholders through repurchases and dividends over the year (accession 0000076334-26-000082). Quarterly repurchases disclosed in the releases included $475 million in the first quarter (0000076334-25-000068) and $275 million in the third (0000076334-26-000070). Dividends per share rose from $6.69 in fiscal 2025 to $7.40 in fiscal 2026.

Operating results and guidance

2026-08-06, record fiscal 2026, fiscal 2027 guidance issued, long-term margin target raised (accession 0000076334-26-000082). Fourth-quarter sales rose 9.8% to $5.755 billion with organic growth of 8.0%; net income attributable to common shareholders was $1,091 million and diluted EPS $8.54, with adjusted EPS of $9.27. Full-year sales rose 8.3% to $21.499 billion, diluted EPS was $28.48 and adjusted EPS $32.31, operating cash flow was a record $4.364 billion (20.3% of sales), and total backlog reached a record $12.8 billion on company order rates of +19%. Fiscal 2027 guidance, which excludes both pending acquisitions, calls for reported and organic sales growth of 5.5% to 8.5%, segment operating margin of 24.5% to 24.9% (27.5% to 27.9% adjusted) and EPS of $30.00 to $31.00 ($34.25 to $35.25 adjusted). Management raised its fiscal 2031 adjusted segment operating margin target by 300 basis points to 30%, having passed the prior 27% target, and reaffirmed targets of 4-6% organic growth, 17% free cash flow margin and above-10% adjusted EPS growth. Beginning in fiscal 2027 all order-rate comparisons move to a rolling 12-month basis, and the release restates prior quarters on both methodologies.

Tariff refunds, a one-time fourth-quarter benefit. The same release discloses that, following a February 2026 U.S. Supreme Court ruling that tariffs imposed under the International Emergency Economic Powers Act on goods imported into the U.S. were unauthorized, Parker recognized an $84 million reduction of cost of sales in the fourth quarter of fiscal 2026 for IEEPA tariff refunds received from the U.S. government ($53 million in Diversified Industrial, $31 million in Aerospace Systems). The benefit is worth $0.65 of fourth-quarter and full-year diluted EPS and is excluded from adjusted results as non-recurring. Parker has applied for further refunds under the same program in lesser amounts but has recorded no receivable, because the amount and timing remain uncertain. The $84 million reduction of cost of sales lifts reported fourth-quarter segment operating margin to 26.5% but is excluded from the 28.0% adjusted figure, so it accounts for essentially all of the difference between the two margins' year-over-year moves, reported margin expanded 260 basis points while adjusted margin expanded only 110, and the $84 million refund alone is worth roughly 146 of those 150 basis points, rather than the gap between the two margin levels themselves.

2026-04-30, third quarter, guidance raised (accession 0000076334-26-000070). Sales rose 11% to a record $5.486 billion, adjusted EPS rose 18% to $8.17, and nine-month operating cash flow was a record $2.6 billion. Reported net income fell 6% and reported EPS 4% against a prior-year quarter that carried a $180 million discrete tax benefit ($1.37 per share). Full-year guidance was raised to 7% reported sales growth and EPS of $27.10 ($31.20 adjusted).

2026-01-29, second quarter, guidance raised (accession 0000076334-26-000005). Sales rose 9% to a record $5.174 billion with organic growth of 6.6%; adjusted EPS rose 17% to $7.65. Reported net income of $845 million was down 11% against a prior-year quarter that included a $223 million after-tax divestiture gain. Full-year EPS guidance was raised to $26.26-$26.86 ($30.40-$31.00 adjusted).

2025-11-06, first quarter, guidance raised (accession 0000076334-25-000068). Sales were a record $5.084 billion with 5% organic growth, net income rose 16% to $808 million and EPS 18% to $6.29. Guidance was raised and reset to include Curtis, to sales growth of 4.0%-7.0% and EPS of $25.53-$26.33 ($29.60-$30.40 adjusted).

2025-08-07, fiscal 2025 results and initial fiscal 2026 guidance (accession 0000076334-25-000031). Fiscal 2025 sales were $19.850 billion with 1% organic growth, EPS $27.12, operating cash flow $3.8 billion and $1.6 billion of shares repurchased. Initial fiscal 2026 guidance was sales growth of 2%-5% and EPS of $24.68-$25.68 ($28.40-$29.40 adjusted), well below where the year finished, after three consecutive upward revisions.

Board and governance

2025-09-01, director elected (accession 0000076334-25-000039). The board elected Beth A. Wozniak as a director effective immediately, appointing her to the Human Resources and Compensation Committee and the Corporate Governance and Nominating Committee.

2025-10-22, annual meeting results (accession 0000076334-25-000063). Shareholders elected all ten director nominees, approved executive compensation on an advisory basis and ratified Deloitte & Touche LLP as independent registered public accounting firm for the fiscal year ending June 30, 2026. No proposal drew meaningful opposition; the largest against vote was 8.5 million shares on the election of Jennifer A. Parmentier.

2026-03-13, director not standing for reelection (accession 0001193125-26-110795). Kevin A. Lobo, a director since 2013, notified the company that he will not stand for reelection at the 2026 annual meeting, citing his election to the board of GE HealthCare Technologies Inc. The filing states the decision did not result from any disagreement with the company, and he is expected to serve out his current term.