派克汉尼汾美股招股说明书(2025-02-06版)

Table of Contents The information in this preliminary prospectus supplement is not complete and may be changed. This preliminaryprospectus supplement and the accompanying prospectus are not an offer to sell these securities, and we are notsoliciting offers to buy these securities, in any jurisdiction where the offer or sale is not permitted. Filed Pursuant to Rule 424(b)(5)Registration No. 333-274347SUBJECT TO COMPLETION, DATED FEBRUARY 6, 2025 PRELIMINARY PROSPECTUS SUPPLEMENT(To Prospectus dated September 5, 2023) Parker-Hannifin Corporation% Senior Notes due 2030 Parker-Hannifin Corporation (“Parker,” the “Company,” “we,” “us” or “our”), is offering €aggregate principal amount of% senior notes due 2030 (the “notes”). We expect to receive net proceeds, after deducting the underwriters’ discount but before deducting otheroffering expenses, of approximately €from this offering. We intend to use the net proceeds of thisoffering, together with cash on hand, to repay our 1.125% senior notes due 2025 (our “existing euro notes”)at maturity. The notes will bear interest at a rate of% per annum and mature on, 2030. We will pay intereston the notes annually, in cash in arrears, onof each year, commencing on, 2026. Interestwill accrue on the notes from and including February, 2025. We have the option to redeem some or all of the notes at any time and from time to time, as described underthe heading “Description of the Notes—Optional Redemption.” If a change of control triggering eventoccurs, we will be required to offer to purchase the notes at a purchase price equal to 101% of their principalamount, plus accrued and unpaid interest, if any, to, but excluding, the date of purchase. See “Description ofthe Notes—Change of Control Offer.” In addition, we may redeem the notes in whole, but not in part, at anytime at our option in the event of certain changes affecting taxation in the United States. See “Description ofthe Notes—Redemption for Tax Reasons.” Payments on the notes will be made free and clear of U.S. federal income and withholding taxes, subject tocertain exceptions and limitations, as described in “Description of the Notes—Payment of AdditionalAmounts.” The notes will be our general unsecured senior obligations. The notes will rank equally in right of paymentto all of our existing and future senior unsecured debt, and senior in right of payment to all of our existingand future subordinated debt. The notes will be effectively subordinated to any of our existing and futuresecured debt to the extent of the value of the assets securing such debt. Investing in the notes involves risks. See “Risk Factors” beginning on page S-5 for adiscussion of certain risks that should be considered in connection with an investment in thenotes, as well as “Risk Factors” in our Annual Report on Form 10-K for the fiscal year ended June 30, 2024 and our other filings with the Securities and Exchange Commission(the “SEC”) that are incorporated or deemed to be incorporated by reference in thisprospectus supplement and the accompanying prospectus. Neither the SEC nor any state securities commission has approved or disapproved of these securitiesor passed upon the adequacy or accuracy of this prospectus supplement or the accompanyingprospectus. Any representation to the contrary is a criminal offense. (1)Plus accrued interest, if any, from February, 2025, if settlement occurs after that date. The notes are a new issue of securities with no established trading market. Application has been made to theIrish Stock Exchange plc (trading as Euronext Dublin) (“Euronext Dublin”) for the notes to be admitted tothe Official List of Euronext Dublin (the “Official List”) and to trading on its Global Exchange Market (the“GEM”). The GEM is not a regulated market for the purposes of Directive 2014/65/EU (as amended,“MiFID II”). There can be no assurance that the notes will be admitted to the Official List or admitted totrading on the GEM. We have no obligation to maintain such listing and may delist the notes at any time. The underwriters expect to deliver the notes to investors in book-entry form on or about February, 2025under the New Safekeeping Structure (the “NSS”) through Euroclear Bank SA/NV, as operator of theEuroclear System (“Euroclear”) and Clearstream Banking, S.A. (“Clearstream”) (together, Euroclear andClearstream are referred to herein as the “ICSDs”). Upon issuance, the notes will be represented by globalnotes in registered form (the “Global Notes”), which are expected to be deposited with a commonsafekeeper (“Common Safekeeper”) for Euroclear and Clearstream and registered in the name of thenominee of the Common Safekeeper. The notes are intended to be held in a manner which will allow Eurosystem eligibility. This simply meansthat the notes are intended upon issue to be deposited with one of the ICSDs as Common Safekeeper (andregistered in the name of a nominee of one of the ICSDs acting as Common Safekeeper) and do