Parker-Hannifin Corporation (PH)
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AGM 2019

Oct 23, 2019

Speaker 1

Okay. Good morning, everyone. The 2019 Annual Meeting of Shareholders of the Parker Hannifin Corporation will please come to order. I like to welcome all of our shareholders that are here in person as well as those joining via the webcast. I am Tom Williams, Chairman of the Board and Chief Executive Officer of the company.

I will be presiding at this meeting. Sitting with me is Joe Leante, Vice President, General Counsel and Secretary of the company, who will act as secretary of this meeting. First, I'd like to introduce our Director nominees and other company representatives who are present at today's meeting. The 11 nominees for election as our Directors are Lee Banks, President and Chief Operating Officer and Bob Bong Linda Hardy Kevin Lobo Candy Obern Joe Skimanesi Oke Swenson Laura Thompson, James Verrier, Jim Wainscott and myself. Along with Lee, Joe and myself, our other company executives present today are Kathy Seaver, Executive Vice President, Finance Administration and Chief Financial Officer Mark Hart, Executive Vice President, Human Resources and External Affairs Skip Bowman, Vice President and President of the Instrumentation Group Robin Davenport, Vice President, Corporate Finance Tom Gentile, Vice President, Global Supply Chain Todd Lambrunno, Vice President and Controller Canada Lima, President, Latin America Group Rob Malone, Vice President and President, Filtration Group Craig Maxwell, Vice President, Chief Technology and Information Officer Danoon Parral, Vice President, Chief Information Officer Jinny Farmatero, Vice President and President of the Motion Systems Group Andy Ross, Vice President and President of the Fluid Connectors Group Roger Sherrard, Vice President and President of Aerospace Group Michael Wiebe, President, Asia Pacific Group and Andy Weeks, Vice President and President, Engineering Materials Group.

In addition to our Board and executive team, Sam Begley, a Representative of Corporate Election Services is President and has been appointed to act as Inspector of Election for this meeting and Bill Snyder, a representative from Deloitte and Touche LLP, our independent registered public accounting firm is also present. Bill will be available to answer appropriate questions concerning the company's financial statements during the question and answer period following the meeting. That concludes the list of our Director nominees and other company representatives that are here in person. Before we move on to our voting matters, I'd first like to turn over to Joe to cover a few procedural items.

Speaker 2

Okay. Thank you, Tom. Good morning, everyone. For those of you here in person, you were provided with an agenda and a list of the rules of conduct for this annual meeting. To ensure that we have an orderly meeting, we ask that you please abide by those of conduct.

2nd, concerning the order of this morning's events, we will conduct the Annual Meeting first, and then we'll after we adjourn, Tom will make a few closing comments and a few announcements on upcoming matters of shareholder interest. That will be followed by a brief question and answer period. 3rd, please note that in my capacity as Secretary, I've delivered and present the following in connection with the Annual Meeting. I have the minutes of our last Annual Meeting of Shareholders, which is held here in our headquarters on October 24, 2018. I've got the financial statements of the company for the fiscal year ended June 30, 2019, that are certified by Deloitte and Touche LLP, an affidavit of mailing establishing that notice of this annual meeting was duly given, and a list of our shareholders of record as of August 30, 2019 certified by our transfer agent, Equity Trust Company.

Each of these items will be referenced and incorporated into the minutes of the meeting. Finally, all shareholders of record as of the close of business on August 30, 2019, are entitled to vote here at the meeting. All persons that are holding proxies are requested to give their proxies to Mr. Bavley as our Inspector of Election. Any shareholder who is present who wishes to vote in person on any matter to come before this meeting and who has not already advised Mr.

Bavley and receive their voting ballots and instructions, please see him now. Okay. No one. How many shares are present, Mr. Bavley?

Speaker 3

There are present in person or by proxy at this meeting at least 114,853,722 shares of common stock, a quorum for the transaction of business representing over 89% of the shares issued and outstanding. Thank you. At this

Speaker 2

time, we'll move on to our voting matters. So I'll turn it back over to Tom

Speaker 1

as Chairman. Thank you, Joe. The first proposal to be voted on is the election of directors to serve for terms expiring at the Annual Meeting of Shareholders in 2020. Our Board is nominated for election of following 11 persons as Directors of the company: Lee C. Banks, Robert G.

Bonn, Linda S. Hardy, Kevin A. Lobo, Candy M. Obern, Joseph Skimanesi, O. P.

Swenson, Laura K. Thompson, James R. R. Barrier, James L. Wainscott and myself, Thomas L.

Williams. The second proposal to be voted on is the ratification of the appointment of Deloitte and Touche LPs, our independent registered public accounting firm for the fiscal year ending June 30, 2020. Our Board recommends in favor of such ratification. The 3rd proposal to be voted on is the approval on a non binding advisory basis of the compensation of our named executive officers. Our Board of Directors recommends in favor of such approval.

The 4th proposal to be voted on is approval of the Parker Hannifin Corporation amended and restated 2016 omnibus stock incentive plan. Our Board of Directors recommends in favor of such proposal. The 5th proposal is a shareholder proposal to adopt a policy of the Chairman of the Board being an independent member of the Board of Directors, which at the Board's discretion can be phased into the next CEO transition. I understand that neither the shareholder proponent nor any of his designated representatives present here today to present this proposal. Is that correct?

Okay. So in accordance with SEC rules and our amended and restated regulations, the proposal will not be presented at this meeting. Are there any questions or discussion on the proposal before we vote? That concludes the items will be voted on today. The Inspector of Election will now collect any outstanding ballots or proxy cards.

Okay. The votes are now in. I declare the poll is closed. Joe, please go ahead and review the preliminary voting results. Sure.

Speaker 2

Thank you, Tom. Based on the preliminary results of the vote, each of our director nominees has been elected. The appointment of Deloitte and Touche LLP as our independent registered public accounting firm for fiscal year 2020 has been ratified. Compensation of our named executive officers has been approved on a non binding advisory basis. And the Parker Hannifin Corporation amended and restated 2016 omnibus stock incentive plan has been approved.

Please note that any ballots collected before the polls closed and not reflected in this preliminary report will be reflected in the final report of our Inspector of Election. The final voting results will ultimately be available and disclosed in the Form 8 ks that we will file with the U. S. Securities and Exchange Commission after the votes have been certified by our Inspector of Election.

Speaker 1

Thank you, Joe. Is there any further business to come before the Annual Meeting? Okay. So if not, the Annual Meeting is now adjourned. Like to make a few closing comments and announcements and I'm going to do this just from here to kind of talk about a couple of items.

So first, I want to start with, if I had to make especially for our shareholders that are here in person or are listening, what are the reasons why you'd want to invest in partner? What are those competitive differentiating advances that we have as a shareholder as those events that you would have if you're a customer of ours? And so I have a list of items that really makes us stand out in the crowd. The first is the win strategy and that really is the business system of the company. It's a proven track record operating system for almost 2 decades now.

We have a decentralized business model, which married up with our centralized win strategy. Really I think is the best of both worlds and that decentralized business model creates a closeness to the customer and a closeness to the P and L that allows us to drive performance. We have a breadth of technologies and interconnectivity of those technologies. We have 8 motion control technologies. And I think one of the telling features of those 8 technologies is that 60% of our revenue comes from customers that buy from 4 or more of those technologies.

So our customers see the value of this integrated interconnected technology offering that creates value for them, drives productivity and profitability for our customers. And that's unique to anybody else in our space. We have a clear competitive advantage IPREZA Technologies. When you look at what we ship, about 85% of what we ship is an engineered type of product, meaning it has some kind of intellectual property tied to trade secret processes, tooling, manufacturing, patents, etcetera. We have product life cycles that are decades long, which is fantastic as far as when you think about first fit and aftermarket.

We are balanced between OEM and aftermarket with about a fifty-fifty blend and with the best distribution channel in the world that covers and supports the motion control space. And due to our lean efforts over the last almost 20 years, we have very low capital investment requirements to drive that kind of organic growth, which gives us a clear advantage of being able to generate cash better than the average company and deploy that very effectively on behalf of our shareholders. The only thing I wanted to mention is that I'm very excited that we are announcing changes to the Win Strategy of your shareholder. Hopefully, you got this in your annual report. We announced Win Strategy 3.0.

So this is the 3rd revision to Win Strategy for the last 18 years. And we also launched the purpose statement of the company, which is enabling engineering breakthroughs that lead to a better tomorrow. So those are highlighted for you in the letter to the shareholders, as well as there was a Leading With Purpose book that came to you as well if you're a shareholder. We're especially looking forward to Investor Relations Day, which obviously those of you are allowed anybody's allowed to dial into the webcast for that. But we're going to be using during that IR day, the centerpiece will be Win Strategy 3.0 and our purpose statement of what that means to you currently and what it will mean to you in the future as far as where the company is going.

And then lastly, I just would like to thank all of our team members that are listening around the world. We had an absolutely fantastic 2019. I'm going to give you just some quick highlights. We had all time record in sales, operating margin, EPS and operating cash flow. We hit 17.0 percent segment operating cash flow for the first time in the history of the company.

And that was a really important milestone for us. A lot of people when we announced that target almost 5 years ago didn't think we could do it and we beat it by a full year and we're very proud of the fact that we did that and we feel very confident there's a lot more of that to come. We generated a record $1,700,000,000 in operating cash flow. So when you look at it from a cash flow yield, it was 12.1 percent CFOAs as a percent of sales. We increased the annual dividend by 13% then we repurchased $800,000,000 of shares in the last fiscal year.

And then we are very happy to announce 2 fantastic acquisitions, LORD Corporation and Exotic Metals. Exotic Metals is closed and LORD Corporation is very close to closing. Both of these properties, strategic additions to Engineered Materials as well as Aerospace and will be accretive to us from a growth standpoint, accretive on margins and accretive on EPS. So as far as I want to remind everybody that we're going to have an earnings call next Thursday, October 31. We'll give everybody an update on the latest and greatest and we look forward to that discussion.

So at this point, I'll ask if there's any questions from the floor, if there's a happy to have a brief Q and A if there is. Yes, sir.

Speaker 4

Sue, please. My name is Bill Blumstein. I'm from Erie, Pennsylvania. I graduated from John Charles University in 'sixty 4, so that makes me about 80 contract, but someone who works with it immediately talked to us there was an exclusion for aircraft products. So this is 45 years ago, we went to New York City, loss, it's going to be a big loss because it's an aviation partner.

So we went to U. S. AIG, I think Aviation Administration, which is kind of made up of a bunch of insurance companies that wanted to consolidate this aircraft. And concluded that that's where we wanted to be because we wanted claims to be handled in the United States, but we knew that it would end up being a worldwide place. We then went to Lloyd's of London and Eric took along a part that Thor Corporation made.

It was cone shaped device about 12 inches in diameter and it was layered concave layers of steel and rubber in between it and that's a it. This part took the place of 122 part units in the assembly of the lunar blades. So one part instead of 122 and that's when it wears and helicopters are in sandy conditions, in sandy conditions, but the machinery. The rubber starts to work its way out And so you know that our product is reaching its end point. What happens is you can't go to revise it, you can't revise it that time and that wouldn't be much.

But the metal then bonds to the metal underneath the rubber underneath. So you've got a very noisy and very vibration in the helicopter more than ever. But the plane, the helicopter doesn't come down. So uncle Tim is just an engineer product. You recognize, your team recognize what you have in rural corporations, just an outstanding wealth ethically and morally high grade good people and the people gradually.

And I thought possibly someone saying that.

Speaker 1

Perfect. Bill, we appreciate your comment and the history we have we feel the same way. I couldn't have said any better and we think it's going to be a great fit. You described what is unique about Lard, their people, their culture and then of course their technology offering, what they do for customers. So thank you for those comments.

Any other comments that people have? Okay. So on behalf of the Board of Directors and all of our team members around the world, thank you for attending and participating today. And thanks for your support for Parker. Thanks.

Take care.

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