UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934

(Amendment No.     )

Filed by the Registrant ☒                            Filed by a Party other than the Registrant ☐

Check the appropriate box:

PARKER-HANNIFIN CORPORATION

(Name of Registrant as Specified In Its Charter)

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (Check the appropriate box)all boxes that apply):

Parker-Hannifin Corporation is a Fortune 250 global leader in motion and control technologies. For more than a century, the company has engineered the success of its customers in a wide range of diversified industrial and aerospace markets.

ENABLING ENGINEERING

BREAKTHROUGHS THAT

LEAD TO A BETTER TOMORROW.

OUR COMPANY

Parker-Hannifin Corporation is a Fortune 250 global leader in motion and control technologies. For more than a century, the company has engineered the success of Contentsits customers in a wide range of diversified industrial and aerospace markets.

The following sections provide highlights from our fiscal year 2022 across matters of importance to our shareholders, including business and financial performance, executive compensation, our environment, social and governance (“ESG”) program and shareholder engagement.

Business Highlights and Performance

Fiscal year 2022 was a year marked by significant macroeconomic headwinds, including inflation, supply chain constraints, international conflict and ongoing COVID-19 challenges. Nonetheless, The Win Strategy drove sustained profitable growth and strong financial performance as compared to our diversified industrial proxy peers. The actions taken under The Win Strategy to strengthen our portfolio and improve our performance have built a business that we believe is better equipped than ever before to be resilient across macroeconomic cycles. Our Purpose Statement: Enabling Engineering Breakthroughs that Lead to a Better Tomorrow continued to provide inspiration and direction for our team members, and represents how we can strengthen our communities and have a positive impact on the world.

In fiscal year 2022, we delivered strong financial performance and value for our shareholders, including:

Our Company

Executive Compensation Highlights

The tables below highlight the performance-based nature of our compensation program and how our program aligns with what we view as executive compensation best practices.

Elements of Executive Compensation

Executive Compensation Practices

What We Do				What We Don’t Do
Executive compensation program with pay-for-performance structure aligned with The Win Strategy  The target total direct compensation package for our Chief Executive Officer is a mix of 9% fixed and 91% at-risk, and for our other Named Executive Officers is an average mix of 18% fixed and 82% at-risk  Annual advisory vote on executive compensation with consistent high degree of approval  One-year minimum vesting or performance period requirements for equity incentives under our Amended and Restated 2016 Omnibus Stock Incentive Plan “  Claw back” policy to recover or withhold incentive-based compensation to executive officers in certain circumstances  Anti-hedging and anti-pledging policy for Directors and executive officers  Robust Stock Ownership Guidelines for executive officers and Directors				Offer employment agreements to our executives   Offer above-market earnings on contributions to deferred compensation accounts   Grant stock options or SARs with an exercise price less than the fair market value of Parker’s common stock on the date of grant   Re-price stock options or SARs   Cash out underwater stock options or SARs   Include reload provisions in any stock option or SAR grant   Permit directors or employees, or their respective related persons, to engage in short sales of Parker’s stock or to trade in instruments designed to hedge against price declines in Parker’s stock   Permit directors or officers to hold Parker securities in margin accounts or to pledge Parker securities as collateral for loans or other obligations

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Our Company

Environment, Social and Governance Highlights

Our ESG program includes a range of initiatives around corporate social responsibility and sustainability, taking into account the interests of our key stakeholders, including our shareholders, team members, customers and communities. Issues that we focus on include, among others, workplace health and safety, climate risk, water conservation, human capital management, diversity, equity and inclusion, cyber security, and business ethics and compliance. For information on Board and Committee ESG oversight responsibilities, see “Board’s Role in Risk Oversight” on page 27 of this Proxy Statement.

We publish our Sustainability Report in line with Sustainability Accounting Standards Board (SASB) standards, addressing the many ways in which we apply our core technologies to make a positive impact on the world, including through our team members, social responsibility, environmental initiatives, product stewardship, and governance, ethics and compliance. Selected aspects of our most recent Sustainability Report are highlighted below.

We are proud of our corporate social responsibility and sustainability accomplishments, but recognize that best practices in ESG integration and reporting frameworks continue to evolve. While there is more work to be done, we are confident in our strategy of achieving business success through social responsibility and sustainable business practices:

Environment

PROXY STATEMENT SUMMARY

Response to COVID-19

Throughout our 103-year history, Parker has been called upon in times of global hardship and adversity. Our leadership and perseverance in these defining moments demonstrates how we live our Purpose: Enabling Engineering Breakthroughs that Lead to a Better Tomorrow.

In this moment of great need during the COVID-19Company pandemic, the actions of our team members embody the Parker culture and values that unite us. We have maintained manufacturing capacity across the enterprise, demonstrating the essential nature of Parker’s technologies across the world. With a spirit of caring and compassion, our team members are stepping up to deliver technologies that are being used in, among other applications, ventilators to treat those who are sick; engine filters and transmission components for heavy-duty trucks to transport food, water and supplies; aerospace rotorcraft products to support emergency transport of patients; refrigeration technologies to help keep food fresh and medicine viable; and many other technologies essential to people’s daily lives. Across countless critical applications, Parker products and systems are assisting with the front-line effort to combat the spread of COVID-19 and support its treatment around the world.

We recognize we have unique responsibilities in the face of this pandemic. At Parker there is a shared understanding of the importance of protecting the health and safety of our team members, our families and the communities we call home. We have taken early and aggressive action to help prevent the spread of the virus in our workplaces. At the same time, we are appropriately addressing the ongoing needs of our business so that we may continue to provide the technologies that are so vital to our world. Strong, trusting relationships are the foundation of how we do business. Our dedicated sales and customer experience teams are leveraging digital collaboration platforms to ensure we are providing our valued customers, distributors and other partners with the same level of accessibility and exceptional support they have come to expect.

We acted quickly at the onset of the pandemic and took multiple measures to promote safety in our facilities and protect our team members, including the implementation of:

In addition to the investments in the safety of our team members, we made contributions through the Parker-Hannifin Foundation to organizations on the front-line of the COVID-19 response efforts. We also took certain actions to manage our costs and weather the negative impact of the pandemic and economic downturn on our business. In the fourth quarter we implemented several discretionary cost reduction actions including:

While significant challenges lie ahead, we believe we are positioned to weather these conditions and emerge stronger than ever before, guided by our Purpose.

Our Company

Social

Our Company

Governance

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Our Company

>10 years: 36.4%

Our Company

Shareholder Engagement EffortsHighlights

We actively seek and highly value feedback from our shareholders. During fiscal year 2020,2022, in addition to our traditional investor relations outreach efforts, we proactively reached out to shareholders representing approximately 41%over 51% of our outstanding common stock and we engagedto engage with shareholders representing approximately 25% of our outstanding common stock with respect to environmental, social and governance, orthem on ESG matters. We discussed a diverse range of topicsengaged with each shareholder that accepted our shareholders during these meetings, including:invitation.

Safety. Safety is a core value that all team members share, and our goal is to achieve a zero-incident workplace. We have reduced our Recordable Incident Rate by 61% over the past five years, including a 24% reduction in 2019.

Item 1 – Election of Directors

NOMINEES FOR ELECTION AS DIRECTORS FOR TERMS EXPIRING IN 2021Director Selection and Nomination, Qualifications

and Diversity

The Corporate Governance and Nominating Committee of our Board is responsible for identifying, evaluating and recommending potential Director candidates. The Corporate Governance and Nominating Committee ensures that Director recruiting, succession and refreshment are persistent areas of focus and regularly reviews the size, composition and independence of our Board, and any expected vacancies, in determining whether and to what extent to actively recruit new Directors or to replace departing Directors.

The Corporate Governance and Nominating Committee utilizes a variety of methods and processes to identify potential Director candidates, including through reputable third-party search firms, unsolicited recommendations from other third-party search firms, and referrals from current or past members of our Board. In addition, the Corporate Governance and Nominating Committee will give appropriate consideration to qualified persons recommended by shareholders for nomination as Directors (provided that such recommendations comply with the procedures set forth under the caption “Shareholder Recommendations for Director Nominees”) and will consider such candidates on the same basis as candidates recommended by other sources.

The Corporate Governance and Nominating Committee generally will not, however, consider recommendations for Director nominees submitted by individuals who are not affiliated with us. The Corporate Governance and Nominating Committee has developed and implemented a robust process to ensure that its formal Director searches are appropriately scoped and designed to produce a slate of potential candidates representing a broad range of backgrounds, educations, experiences, skills and viewpoints that will enable them, individually and collectively, to address the issues affecting our Board, our business, our team members and our shareholders, and optimize the functioning and decision-making and oversight roles of our Board and its Committees. The Corporate Governance and Nominating Committee currently focuses on the following key search and evaluation criteria, but considers the entirety of each proposed candidate’s credentials and all available information that may be relevant to each candidate’s nomination.

The Corporate Governance and Nominating Committee, utilizing its robust and thoughtful approach to Director recruiting, succession and refreshment, has built an experienced, diverse and independent Board that provides significant oversight over our plans and strategies for growth, financial performance and shareholder value creation.

ITEMItem 1 - ELECTION OF DIRECTORS– Election of Directors

Director Skills and Experience

In addition to the metrics included on page 8, the following table presents on an individual basis the skills and experience of our Board in areas that are of importance to our Company. Our Board refreshment efforts over the last several years have strengthened the culture, skills and diversity of our Board. Each Director nominee brings his or her own unique background and range of expertise, knowledge and experience which provides a comprehensive and optimal mix of skills and qualifications necessary for our Board to effectively fulfill its oversight responsibilities.

Director Experience

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International

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Item 1 – Election of Directors

Director Biographies

Nominees for Election as Directors for Terms Expiring in 2023

Lee C. Banks

		Director Since: 2015 Age: 59 Committees: None		Other Public Company Directorships: •   Westinghouse Air Brake Technologies Corporation (Wabtec) (since 2020) •   Nordson Corporation (former) (2010-2020)

Mr. Banks has been our Vice Chairman and President since August 2021. From February 2015 to August 2021 he was President and Chief Operating Officer. He was our Executive Vice President from August 2008 to February 2015 and our Operating Officer from November 2006 to February 2015.

Our Board believes that Mr. Banks will effectively serve our Board of Directors, our business, our team members and our shareholders based on his significant and diverse experiences, skills, qualifications and viewpoints from, among other things:

Jillian C. Evanko

		Director Since: 2021 Age: 44 Committees: Audit Human Resources and Compensation		Other Public Company Directorships: •   Chart Industries, Inc. (since 2018) •   Alliant Energy Corporation (former) (2019-2021)

Ms. Evanko has been President and Chief Executive Officer of Chart Industries, Inc. (cryogenic technologies) since June 2018. She was the Chief Financial Officer of Chart from March 2017 until January 2019. Prior to Chart, Ms. Evanko served as Vice President and Chief Financial Officer of Truck-Lite Co., LLC (truck and commercial vehicle products) since October 2016. Prior to Truck-Lite, Ms. Evanko was Vice President and Chief Financial Officer of Dover Corporation’s Dover Fluids (diversified global manufacturer) since January 2014.

Our Board believes that Ms. Evanko will effectively serve our Board of Directors, our business, our team members and our shareholders based on her significant and diverse experiences, skills, qualifications and viewpoints from, among other things:

Item 1 – Election of Directors

Lance M. Fritz

8  ◆  2020 Proxy Statement		Parker-Hannifin Director Since: 2021 Age: 59 Committees: Corporate Governance and Nominating Human Resources and Compensation		Other Public Company Directorships: •   Union Pacific Corporation (since 2015)

Item 1 – Election of Directors

William F. Lacey

Parker-Hannifin Corporation		2020 Proxy Statement   Director Since: ◆2021  9 Age: 52 Committees: Audit Corporate Governance and Nominating		Other Public Company Directorships: •   None

Item 1 – Election of Directors

Joseph Scaminace

10  ◆  2020 Proxy Statement		Parker-Hannifin Director Since: 2004 Age: 69 Committees: Human Resources and Compensation (Chair) Corporate Governance and Nominating		Other Public Company Directorships: •   Cintas Corporation (since 2010) (Lead Director)

Item 1 – Election of Directors

Laura K. Thompson

Parker-Hannifin Corporation		2020 Proxy Statement   Director Since: ◆2019  11 Age: 58 Committees: Audit Corporate Governance and Nominating		Other Public Company Directorships: •   Wesco International (since 2019) •   Titan International, Inc. (since 2021)

Item 1 – Election of Directors

James L. Wainscott

		Director Since: 2009 Age: 6365 Committees: •    Corporate Governance and Nominating (Chair and Lead Director) •     Human Resources and Compensation		JAMES L. WAINSCOTT Now retired, Mr. Wainscott was Chairman of the Board of AK Steel Holding Corporation (steel producer) from January 2006 to May 2016; and President, Chief Executive Officer and a Director of AK Steel Holding Corporation from October 2003 to January 2016. Our Board believes that Mr. Wainscott will effectively serve our Board of Directors, our business, our team members and our shareholders based on his significant and diverse experiences, skills, qualifications and viewpoints from, among other things: •    extensive service as President, Chief Executive Officer and Chairman of the Board of AK Steel Holding Corporation, a successful global industrial company of significant size; •    past and present service on other public company boards; •    independence under the applicable independence standards of the New York Stock Exchange and our Independence Standards for Directors; •    proven ability to effectively serve as our Lead Director and to otherwise work efficiently and effectively with our other Directors to oversee and address issues and risks facing our business; and •    high level of commitment to our Board of Directors and integrity, honesty, judgment and professionalism. Other Public Company Directorships (current):Directorships: •   CSX Corporation (since 2020)

Now retired, Mr. Wainscott was Chairman of the Board of AK Steel Holding Corporation (steel producer) from January 2006 to May 2016; and President, Chief Executive Officer and a Director of AK Steel Holding Corporation from October 2003 to January 2016.

Our Board believes that Mr. Wainscott will effectively serve our Board of Directors, our business, our team members and our shareholders based on his significant and diverse experiences, skills, qualifications and viewpoints from, among other things:

Thomas L. Williams

		Director Since: 2015 Age: 6163 Committees: None		THOMAS L. WILLIAMS Mr. Williams has been our Chairman of the Board since January 2016; and our Chief Executive Officer since February 2015. He was our Executive Vice President from August 2008 to February 2015 and our Operating Officer from November 2006 to February 2015. Our Board believes that Mr. Williams will effectively serve our Board of Directors, our business, our team members and our shareholders based on his significant and diverse experiences, skills, qualifications and viewpoints from, among other things: •    extensive service as Chief Executive Officer and Executive Vice President and Operating Officer and in various operational leadership positions during his 16-year career with us; •    intimate, working knowledge of our day-to-day business, plans, strategies and initiatives; •    present service on another public company board; •    proven ability to work efficiently and effectively with our other Directors to oversee and address issues and risks facing our business; and •    high level of commitment to our Board of Directors, our business, our team members, and our shareholders, and a high level of integrity, honesty, judgment and professionalism. Other Public Company Directorships (current):Directorships: •   The Goodyear Tire & Rubber Company (since 2019) •   Chart Industries, Inc. (former) (2008-2019)

Mr. Williams has been our Chairman of the Board since January 2016, and our Chief Executive Officer since February 2015. He was our Executive Vice President from August 2008 to February 2015 and our Operating Officer from November 2006 to February 2015.

Our Board believes that Mr. Williams will effectively serve our Board of Directors, our business, our team members and our shareholders based on his significant and diverse experiences, skills, qualifications and viewpoints from, among other things: