# Parker-Hannifin Corporation (NYSE: PH) — Business, Risks and Management's Discussion Parker-Hannifin's fiscal year ends on 30 June. Fiscal 2026 ran from 1 July 2025 through 30 June 2026 and is covered by the Annual Report on Form 10-K filed 21 August 2026, accession 0000076334-26-000105, which is the primary source for everything below unless another filing is named. --- ## Business *From the fiscal 2026 Form 10-K, accession 0000076334-26-000105.* Parker-Hannifin was incorporated in Ohio in 1938 and is headquartered in Cleveland. It describes itself as a global leader in motion and control technologies: it designs, manufactures and provides aftermarket support for engineered components and systems sold into aerospace and defense, in-plant and industrial equipment, transportation, off-highway, energy, and HVAC and refrigeration markets. Eight core technologies run across the whole portfolio — hydraulics, pneumatics, electromechanical, filtration, fluid and gas handling, process control, engineered materials and climate control. The company runs a deliberately decentralized structure of divisions and sales companies, coordinated by an internal operating system it calls The Win Strategy, whose four stated goals are engaged people, customer experience, profitable growth and financial performance. Management credits it with the margin expansion of the last decade and frames long-term targets around it. **Two reportable segments.** Of $21.5 billion of fiscal 2026 net sales, Diversified Industrial was 67% and Aerospace Systems 33%. - **Diversified Industrial** is an aggregation of several business units selling engineered differentiated products to OEMs and to distributors serving the aftermarket. Products span seals (elastomeric, metal, precision-cut, high-purity and high-temperature), electric and hydraulic pumps, motors and valves, electronics, drives and controllers, electromechanical and hydraulic actuators, fluid conveyance hose and tubing, high-pressure and high-purity fittings and regulators, engine, industrial, process and hydrogen/natural gas filtration, HVAC/R controls, adhesives and coatings, sensors, thermal management and vibration control. It is managed and reported in two geographies: North America businesses (plants and distribution across the United States, Canada and Mexico) and International businesses (41 countries across EMEA, Asia Pacific and Latin America). Route to market is field sales employees plus independent distributors. - **Aerospace Systems** sells engineered airframe and engine components and systems to OEMs, and aftermarket parts and maintenance directly to end users, across commercial transport, defense fixed wing, business jets, regional transport, helicopters and energy platforms. Products include flight control systems, electromechanical actuators, hydraulic pumps, motors and valves, fuel systems and fuel tank inerting, electric and hydraulic braking, electric power, avionics, engine exhaust systems, fire detection and suppression, seals, sensors, pneumatics and thermal management. It sells through regional sales organizations directly to manufacturers and end users. **Scale and footprint.** Approximately 323 manufacturing plants at 30 June 2026, in 35 U.S. states and 43 other countries, most of them owned; divisions operate in 44 countries. Approximately 59,850 employees, of whom roughly 30,830 work for foreign subsidiaries. Sales are attributed by location of the selling unit: $13,819 million from the United States and $7,680 million from other countries in fiscal 2026, and no country other than the U.S. is above 10% of consolidated sales. Roughly 36% of sales came from selling locations outside the United States in each of fiscal 2024, 2025 and 2026. **Breadth as a defense.** Parker offers hundreds of thousands of part numbers and states that no single product exceeded 1% of total net sales in fiscal 2026, and that it does not depend on any single patent, trademark or license to any material extent. It names as Diversified Industrial competitors Bosch Rexroth, Copeland, Danaher, Danfoss, Donaldson, Emerson/ASCO, Festo, Freudenberg-NOK, Gates, IMI/Norgren, SMC, Swagelok and Trelleborg, and in Aerospace Systems Crane, Eaton, Honeywell Aerospace, Moog, RTX, Safran, Senior, Triumph and Woodward — while noting that none of them competes across the whole portfolio. **Backlog.** $12.8 billion at 30 June 2026 against $11.0 billion a year earlier, with approximately 70% scheduled for delivery within the succeeding twelve months. The business overall is described as not seasonal. **Recent portfolio moves referenced in the business description.** Curtis Instruments, Inc. was acquired on 18 September 2025; Filtration Group Corporation ("FGC") was acquired on 13 August 2026; and a definitive agreement to acquire the commercial and defense aerospace business of CIRCOR International, Inc. ("CIRCOR Aerospace") was signed in May 2026 and remains pending. Details are in the Subsequent events section below. **Raw materials and energy.** Principal inputs are steel, brass, copper, aluminum, nickel, rubber, thermoplastics and chemicals, all expected to be available from numerous sources. The primary energy source in both segments is electric power, with no significant curtailment-driven disruption to date. --- ## Risk factors *From the fiscal 2026 Form 10-K, accession 0000076334-26-000105, Item 1A, condensed to the substantive risks.* **Cyclicality and macro exposure.** The business is sensitive to global manufacturing and end-market activity, air travel trends, defense and infrastructure spending, currency, tariffs, interest rates and credit availability. Parker states it cannot predict these conditions, and that its own mitigations — price increases in particular — can cost market share or strain distributor and customer relationships. **International and trade policy.** Non-U.S. operations carry currency and monetary-policy risk, repatriation limits, supply-chain and transport disruption, political and armed conflict, duties and tariffs, export controls, sanctions and possible obstacles to doing business in China, labor unrest, and difficulty enforcing legal rights. The filing specifically flags uncertainty in the U.S.–China relationship and potential renegotiation of the United States–Mexico–Canada Agreement, and notes that completed and pending acquisitions increase international exposure and jurisdictional complexity. **Raw material and supplier concentration.** Prices have fluctuated significantly and tariff and import/export changes have affected availability and price. Parker relies on a limited number of suppliers for certain critical components — specialty electronics, rare earths, specialty chemicals, aerospace super alloys and filtration media — and says recent and planned acquisitions may increase that concentration risk. Pass-through of cost increases can lag or be blocked by pricing pressure and fixed-price contracts. **Acquisition, integration and divestiture risk — the year's most concrete strategic risk.** The 10-K names the transactions explicitly: it may be unable to consummate announced pending transactions including CIRCOR Aerospace if regulatory approvals are not obtained on the anticipated timeline or terms, and it may not integrate acquired businesses successfully, "including FGC and Curtis." Integration hazards listed include tax-treatment consequences, delays in combining management teams and systems, cultural differences, key-employee retention, uniform controls, and unknown liabilities. Divestitures carry their own risks: inability to sell on satisfactory terms, unsatisfied pre-closing conditions, disclosure of sensitive information to bidders, stranded costs and transition-service burdens. **Leverage.** Parker states that it has incurred significant indebtedness and expects to incur a significant amount of additional debt for acquisitions, specifically in connection with FGC and the pending CIRCOR Aerospace transaction. Availability, terms and cost of capital, interest rates, and credit ratings or outlook changes could raise financing costs and limit debt capacity and therefore acquisition capacity. **Goodwill.** Goodwill of $11.1 billion sits on the balance sheet, tested annually as of 1 January. The filing warns that the goodwill balance "may increase significantly in connection with pending and future acquisitions, which could increase our exposure to impairment risk." The fiscal 2026 test found fair value substantially in excess of carrying value for all five reporting units. **Product liability, concentrated in aerospace.** Aerospace Systems makes flight-critical components; the 10-K notes that liabilities could be substantial given the catastrophic nature of potential aerospace incidents, and that a safety issue could trigger recalls, airworthiness directives, aircraft groundings or customer operating cessation. **U.S. government contracting.** Exposure to government spending levels, contract termination for convenience, and extensive compliance obligations including ITAR, Export Administration Regulations, the Foreign Corrupt Practices Act and the Cybersecurity Maturity Model Certification framework. Adverse findings could bring suspension or debarment, fines, or loss of export privileges. **Cybersecurity.** Parker flags increasingly sophisticated attacks, including threat-actor use of artificial intelligence and quantum computing, and notes that new technologies acquired through M&A or divested systems can widen exposure. Separately, in Item 1C the company states that within the last three years it has experienced only immaterial information security breaches with immaterial total expense, and does not believe cybersecurity threats have materially affected or are reasonably likely to materially affect the business. **Technology and competitive position.** The markets are characterized by rapid technology change; the filing calls out artificial intelligence twice — the need to integrate AI into internal processes and products, and the need to position products for AI-driven demand including data center infrastructure — and warns that R&D and acquisition investment may not produce revenue. **Environmental and climate.** Superfund "potentially responsible party" designations at various sites; an environmental accrual of $82 million at 30 June 2026 against an estimated total liability range of $82 million to $292 million, with the largest single-site range at about $92 million. The 10-K also notes an unusual two-sided regulatory risk: new climate rules could impose compliance costs, while a rollback of existing rules could strand compliance investments already made. **Other financial risks.** Pension funding and expense sensitivity to rates and asset returns; healthcare cost absorption; tax-rate and audit exposure across jurisdictions; and the discretionary, condition-dependent nature of the share repurchase program. --- ## Management's discussion — fiscal 2026 *From the fiscal 2026 Form 10-K, accession 0000076334-26-000105, Item 7.* ### Consolidated results | For the years ended June 30 (dollars in millions) | 2026 | 2025 | | --- | --- | --- | | Net sales | $21,499 | $19,850 | | Gross profit margin | 37.7% | 36.9% | | Selling, general and administrative expenses | $3,468 | $3,255 | | SG&A as a percent of sales | 16.1% | 16.4% | | Interest expense | $401 | $409 | | Other expense (income), net | $(330) | $(456) | | Effective tax rate | 20.0% | 14.0% | | Net income attributable to common shareholders | $3,648 | $3,531 | | Diluted earnings per share | $28.48 | $27.12 | Sales rose $1,649 million, or 8.3%. Management's build: currency added 1.2 points, acquisitions 1.2 points, divestitures subtracted 0.7 points, leaving organic growth of 6.6%. Acquisitions net of divestitures added roughly $91 million of sales. Gross margin improved on volume in both segments, partly given back to unfavorable product mix and higher material costs. SG&A rose on stock-based compensation, acquisition-related expense, R&D and intangible amortization. Interest expense fell on lower average commercial paper rates. Two items explain most of the gap between the 8.3% sales increase and the 3.3% increase in net income. First, the effective tax rate rose from 14.0% to 20.0%: fiscal 2025 carried benefits — a foreign valuation allowance release and a lower taxable gain on divestitures than the GAAP gain — that did not repeat. Second, other income fell from $456 million to $330 million, mostly because fiscal 2025 included a $253 million gain on sale of businesses against only $9 million in fiscal 2026. Equity-method income, by contrast, grew to $218 million from $178 million, and Parker collected $216 million of cash dividends from joint ventures during the year. Per share, the buyback recovers part of that gap: diluted EPS of $28.48 against $27.12 is a 5.0% increase, ahead of the 3.3% growth in net income, because the diluted share count fell to 128.1 million from 130.2 million. On the adjusted basis management reports alongside GAAP results — which strips out intangible amortization, business realignment and integration costs, acquisition-related expenses, the prior-year divestiture gain, the tariff refund and discrete tax items — fiscal 2026 adjusted diluted EPS was $32.31 against $27.33 in fiscal 2025, an 18.2% increase (fourth-quarter earnings release, accession 0000076334-26-000082). Fiscal 2026 also carried a discrete cost benefit. In February 2026 the U.S. Supreme Court ruled that tariffs imposed under the International Emergency Economic Powers Act ("IEEPA") on goods imported into the U.S. were unauthorized. In the fourth quarter of fiscal 2026 Parker recognized an $84 million reduction of cost of sales for IEEPA tariff refunds received from the U.S. government. It has applied for further refunds under the same program in lesser amounts but has recorded no receivable, because amount and timing remain uncertain. Management treats the item as discrete and excludes it from adjusted results. ### Segment results — where the growth actually is | For the years ended June 30 (dollars in millions) | 2026 | 2025 | 2024 | | --- | --- | --- | --- | | Diversified Industrial net sales | $14,438 | $13,665 | $14,458 | | Aerospace Systems net sales | $7,061 | $6,185 | $5,472 | | Diversified Industrial segment operating income | $3,440 | $3,120 | $3,176 | | Aerospace Systems segment operating income | $1,833 | $1,441 | $1,111 | | Total segment operating income | $5,273 | $4,561 | $4,287 | | Corporate general and administrative expenses | $205 | $214 | $218 | | Income before interest and other expense (income), net | $5,068 | $4,347 | $4,069 | | Interest expense | $401 | $409 | $506 | | Other expense (income), net | $104 | $(169) | $(32) | | Income before income taxes | $4,563 | $4,107 | $3,595 | Over three years Diversified Industrial sales are essentially flat — $14,458 million in fiscal 2024 against $14,438 million in fiscal 2026, with a trough of $13,665 million in 2025 — while its operating income has risen from $3,176 million to $3,440 million on margin rather than volume. Aerospace Systems over the same span went from $5,472 million of sales and $1,111 million of operating income to $7,061 million and $1,833 million. Aerospace added $1,589 million of sales over those three years — more than the $1,569 million the whole company added, since Diversified Industrial ended $20 million lower — and $722 million of the group's $986 million of segment operating income growth. The segment is now 33% of sales and 35% of segment operating income, and its assets ($12,180 million) approach Diversified Industrial's ($17,001 million). One line in the table above needs a caution. "Other expense (income), net" there — $104 million of expense in fiscal 2026 against $169 million of income in fiscal 2025 — is not the same measure as the identically named line in the consolidated table earlier, which shows $(330) million and $(456) million. Segment operating income excludes stock-based compensation and acquisition-related transaction costs, which Parker manages on a consolidated basis, and for segment reporting purposes those two costs are carried in the segment reconciliation's other expense (income), net instead. The segment version of the line is therefore materially more expense-heavy than the income statement's, and the two should not be compared or substituted for one another. **Diversified Industrial** sales rose $773 million, or 5.7%: currency added 1.7 points, the Curtis acquisition added 1.7 points (about $237 million), and the fiscal 2025 divestitures of the composites and fuel containment ("CFC") and non-core filtration businesses subtracted 1.1 points (about $146 million), leaving 3.4% organic. North America grew 3.1% organically, or $252 million, on in-plant and industrial equipment, aerospace and defense, and off-highway demand, offset by weaker transportation. International grew 3.9% organically, or $218 million, led by Asia Pacific electronics and semiconductor and in-plant and industrial equipment demand, again offset by transportation. Segment operating margin rose 100 basis points to 23.8% — North America up 110 bps to 24.3% on pricing and the benefit of exiting the divested businesses, partly offset by mix, material costs and higher intangible amortization; International up 90 bps to 23.1% on mix and pricing, partly offset by higher business realignment charges. Backlog rose to $4,332 million from $3,655 million. **Aerospace Systems** sales rose 14.2% reported and 13.4% organic — currency contributed only 0.8 points and there were no acquisition or divestiture effects — on higher volume across all market segments, especially commercial OEM and aftermarket. Segment operating margin rose 270 basis points to 26.0% on volume, with aftermarket profitability and cost containment contributing and unfavorable mix a partial offset. Backlog rose to $8,498 million from $7,389 million; at 1.2 times annual segment sales it is the larger of the two backlogs by a wide margin. **Restructuring.** Business realignment charges were $71 million in Diversified Industrial and $1 million in Aerospace Systems in fiscal 2026 (against $53 million and nil in 2025), mostly severance under a "simplification" initiative and plant closures, and mostly incurred in EMEA. Roughly $66 million was paid during the year with about $32 million remaining, most of it expected to be paid by 31 March 2027. Management expects approximately $90 million of business realignment charges plus approximately $25 million of acquisition integration charges in fiscal 2027. Acquisition-related costs in fiscal 2026 were $41 million, including $11 million of amortization on the Curtis inventory fair-value step-up. ### Liquidity, capital structure and deployment Operating cash flow was $4,364 million, up $588 million, on higher net income adjusted for non-cash items, more than offsetting increased working capital in inventory and receivables. Days sales outstanding improved to 50 days from 51; days supply of inventory rose to 86 from 82. Investing cash flow swung by $1,614 million to an outflow of $1,390 million, driven by $1.0 billion of cash for Curtis and the absence of the prior year's $621 million of net divestiture proceeds. Financing outflow narrowed to $2,934 million from $3,977 million. On the company's own definition — free cash flow is cash flow from operations less capital expenditures, and free cash flow margin is that figure over net sales — fiscal 2026 free cash flow was $3,905 million ($4,364 million less $459 million of capital expenditures), an 18.2% free cash flow margin on $21,499 million of sales. Fiscal 2025 was $3,341 million ($3,776 million less $435 million) on $19,850 million, or 16.8%. Fiscal 2026 therefore already ran ahead of the 17% long-term free cash flow margin target management reaffirmed for fiscal 2031, and fiscal 2025 sat just below it. Cash and equivalents were $501 million at 30 June 2026, of which $482 million sat at foreign subsidiaries. Long-term debt was $6,766 million with $1,754 million of notes payable and current maturities; total assets $30,877 million and total shareholders' equity $15,404 million. Commercial paper outstanding was $1.0 billion after $736 million of net repayments during the year; the supporting revolving credit agreement was increased during fiscal 2026 to $3.75 billion, expires June 2028, had no borrowings outstanding, and left $2.7 billion available. The most restrictive financial covenant caps debt to debt-plus-shareholders' equity at 0.65 to 1.0; the ratio was 0.36 to 1.0 at year end. Long-term ratings were A- (Fitch), A3 (Moody's) and BBB+ (S&P). Management notes that the FGC borrowings have raised, and CIRCOR Aerospace may raise, debt levels and interest expense, while expecting to remain in compliance. Capital returns: 1.2 million shares repurchased for $1.0 billion (against 2.5 million for $1.6 billion in fiscal 2025), with 18.8 million shares remaining under the authorization the board reset to 20.0 million on 21 August 2025. Cash dividends have been paid for 304 consecutive quarters with an annual increase in each of the last 70 years; the current annual rate is $8.00 per share. Capital expenditure target is 2.5% of sales for fiscal 2027 against a 2.0% long-term target; property additions were $459 million in fiscal 2026. Other estimates worth carrying forward: a net periodic pension benefit *credit* of approximately $48 million is expected in fiscal 2027; a 10% move in exchange rates on forward contracts would affect earnings by roughly $131 million, mostly offset by the hedged items; and a 100 basis point rise in near-term rates would add roughly $10 million of annual interest expense on commercial paper. --- ## Current quarter and recent trends *Fourth quarter of fiscal 2026 (three months ended 30 June 2026), from the earnings release furnished on Form 8-K on 6 August 2026, accession 0000076334-26-000082, with fiscal 2026 third-quarter detail from the Form 10-Q filed 1 May 2026, accession 0000076334-26-000073.* Fourth-quarter sales rose 9.8% to $5,755 million, organic growth 8.0%. Net income attributable to common shareholders was $1,091 million, up 18%; diluted EPS was $8.54, up 19%, and adjusted EPS $9.27, up 21%. Segment operating margin was 26.5%, up 260 basis points, or 28.0% adjusted, up 110 basis points. The difference between those two rates of improvement is the $84 million IEEPA tariff refund described above. The refund reduced cost of sales in the quarter, so it sits inside the reported figure and lifts it by roughly 150 basis points; the release's reconciliation subtracts it — segment operating income of $1,524 million, from which the $84 million tariff refund is deducted, before the intangible amortization, business realignment and integration add-backs that carry adjusted segment operating income to $1,614 million. Excluding the refund, the reported margin would have been 25.0%, up 110 basis points — the same improvement the adjusted measure shows. | Fourth quarter (dollars in millions) | FY26 Q4 sales | FY25 Q4 sales | FY26 Q4 operating income | Operating margin | | --- | --- | --- | --- | --- | | Diversified Industrial — North America | $2,221 | $2,075 | $606 | 27.3% | | Diversified Industrial — International | $1,634 | $1,492 | $396 | 24.2% | | Aerospace Systems | $1,900 | $1,676 | $522 | 27.5% | International sales were led by Asia Pacific at 16% organic growth, against 1% in EMEA and negative 3% in Latin America. Aerospace posted double-digit growth in all market segments. **Orders inflected.** Fourth-quarter order rates were +19% for the company: Diversified Industrial North America +16%, Diversified Industrial International +24%, Aerospace Systems +18%. Those industrial figures compare with +7% and +6% in the third quarter, and management characterizes the industrial recovery as broadening. From fiscal 2027 all order comparisons move to a rolling twelve-month basis, which management says correlates better with near-term organic growth given a portfolio now weighted to longer-cycle aerospace; on that restated basis the company's fourth quarter was +12% rather than +19%. **Fiscal 2027 guidance**, which excludes both the FGC and CIRCOR Aerospace acquisitions: reported and organic sales growth of 5.5% to 8.5%; segment operating margin of 24.5% to 24.9%, or 27.5% to 27.9% adjusted; EPS of $30.00 to $31.00, or $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 during fiscal 2026, and reaffirmed long-term targets of 4% to 6% organic growth, a 17% free cash flow margin and adjusted EPS growth above 10%. **Third quarter of fiscal 2026 for interim context.** Sales rose 11% to a record $5,486 million with organic growth of 6.5%; diluted EPS was $7.06, down 4% against a prior-year quarter that carried a one-time discrete tax benefit of $180 million ($1.37 per share), while adjusted EPS rose 18% to $8.17. Nine-month operating cash flow was $2.6 billion, 16.7% of sales, and $275 million of shares were repurchased in the quarter. At 31 March 2026 commercial paper outstanding was $2.1 billion (against $1.0 billion three months later at year end), the debt-to-capital ratio was 0.40 to 1.0, days sales outstanding were 53 and days supply of inventory 88. The quarterly dividend was raised from $1.80, declared 22 January 2026, to $2.00, declared 23 April 2026 — an 11% increase extending the streak to 70 consecutive fiscal years. Notably, as of 31 March 2026 Parker had recorded no receivable for IEEPA tariffs paid, citing uncertainty over refunds; the $84 million of refunds was recognized only in the fourth quarter, once cash had actually been received. --- ## Subsequent events *Events after the 30 June 2026 fiscal year end, from Note 20 and Note 3 of the fiscal 2026 Form 10-K, accession 0000076334-26-000105, and the Form 8-K filed 13 August 2026, accession 0001193125-26-349148.* **Filtration Group Corporation — completed 13 August 2026 for $9.25 billion in cash.** Parker completed the acquisition of FGC from Madison Industries for a cash purchase price of $9.25 billion. FGC is a global provider of proprietary and complementary filtration technologies for critical applications across the life sciences, HVAC and refrigeration, and in-plant and industrial market verticals. The purchase price was funded primarily through borrowings under the company's delayed-draw term loan facilities and its commercial paper program. FGC will be consolidated from the acquisition date and reported within the Diversified Industrial segment; Parker is still evaluating the purchase price allocation and expects to publish an initial allocation in the Form 10-Q for the quarter ending 30 September 2026. Because the closing fell after the fiscal year end, neither the acquired business nor its financing appears anywhere in the fiscal 2026 financial statements. **$7.75 billion of term borrowings drawn on the closing date.** During fiscal 2026 Parker entered into a 364-Day Term Loan Agreement and a Three-Year Term Loan Agreement providing senior unsecured delayed-draw term loan facilities of $5.25 billion and $2.50 billion respectively. Nothing had been drawn at 30 June 2026. On 13 August 2026, to finance the FGC acquisition, Parker borrowed the full $7.75 billion available — $5.25 billion under the 364-day facility and $2.50 billion under the three-year facility — with the two facilities maturing 364 days and three years, respectively, from that date. Management states it intends to repay a portion with cash on hand and to refinance the remainder with long-term debt. Against $6,766 million of long-term debt at 30 June 2026, this is a step change in leverage that fiscal 2026 balance-sheet ratios do not reflect. **CIRCOR Aerospace — announced 21 May 2026 for approximately $2.55 billion in cash, still pending.** Parker entered into a definitive agreement to acquire CIRCOR Aerospace, the commercial and defense aerospace business of CIRCOR International, Inc., which designs, manufactures and supports flight-critical motion and flow control products for commercial aircraft and defense applications. The transaction remains subject to customary closing conditions including receipt of applicable regulatory approvals and is expected to close in the second half of calendar year 2026. Parker expects to fund it with a combination of new debt and cash. It had not closed as of the fiscal 2026 Form 10-K, and fiscal 2027 guidance excludes it. Strictly, the agreement was announced before the 30 June 2026 year end and the 10-K therefore describes it in the acquisitions note (Note 3) rather than the subsequent events note; it is carried here because the transaction was still pending at the filing date and nothing about it appears in the fiscal 2026 financial statements. **Not a subsequent event: Curtis Instruments.** Parker acquired all outstanding stock of Curtis Instruments, Inc. from Rehlko on 18 September 2025 — inside fiscal 2026 — for approximately $1.0 billion net of cash acquired, a total purchase price of $1,065 million producing $551 million of intangible assets ($275 million customer relationships, $220 million patents and technology, $56 million trademarks) and $486 million of non-deductible goodwill. Curtis makes motor speed controllers, instrumentation, power conversion and input devices for electric and hybrid vehicle and mobile machinery applications, and sits in the Diversified Industrial segment. It contributed $237 million of net sales in fiscal 2026 with immaterial segment operating results, and was excluded from management's assessment of internal control over financial reporting for fiscal 2026, representing about 4% of consolidated assets and 1% of net sales. Taken together, the three transactions add roughly $12.8 billion of announced purchase price across less than twelve months, against a company that carried $30.9 billion of total assets and $15.4 billion of equity at the fiscal 2026 year end. The 10-K's own risk factors on integration, leverage and goodwill impairment should be read against that.