8-KLeadership Changes

Parker-Hannifin Corp 8-K Report, Executive Changes (Aug 22, 2016)

Filed August 22, 2016For Securities:PH

Summary

This 8-K filing from Parker-Hannifin Corporation (PH) on August 22, 2016, reports on a significant equity award granted to a named executive officer, Lee C. Banks. The Human Resources and Compensation Committee approved a special equity award of 14,194 restricted stock units (RSUs), valued based on the Company's common stock. This award is intended to incentivize Mr. Banks and align his interests with those of shareholders over the long term.

Key Highlights

  • 1Lee C. Banks, a named executive officer, received a special equity award of 14,194 restricted stock units (RSUs).
  • 2The RSUs vest in full on August 17, 2021, contingent upon Mr. Banks remaining an active full-time employee.
  • 3The award is subject to forfeiture if Mr. Banks leaves the company before the vesting date, except in cases of death, disability, or a Change in Control.
  • 4In the event of death, disability, or a Change in Control prior to vesting, the RSUs will vest immediately.
  • 5Vested RSUs will be paid in shares of Parker-Hannifin's common stock.
  • 6Mr. Banks does not have voting rights or receive dividends on the underlying shares, but is entitled to dividend equivalents.

Frequently Asked Questions

The special equity award of 14,194 restricted stock units (RSUs) is designed to retain and incentivize a key executive officer, Lee C. Banks, by aligning his long-term interests with those of Parker-Hannifin's shareholders. The vesting schedule encourages continued employment and performance.

The RSUs will vest in full on August 17, 2021, provided that Mr. Banks remains an active full-time employee of Parker-Hannifin throughout the entire vesting period. Upon vesting, the shares will be delivered to him.

If Mr. Banks ceases to be employed by the Company for any reason other than death, disability, or a Change in Control, he will forfeit the entire award. However, in the event of his death, disability, or a Change in Control occurring before August 17, 2021, the RSUs will vest immediately.

No, Mr. Banks does not receive dividends nor does he have voting rights in the common shares underlying the RSUs prior to vesting. He does, however, receive dividend equivalents, which are payments made in lieu of dividends.