Beth A. Wozniak
Parker-HannifinAbout Beth A. Wozniak
Beth A. Wozniak, age 60, was elected as an independent director of Parker-Hannifin (PH) on September 1, 2025. She is Chair and CEO of nVent Electric plc and brings an engineering background with extensive leadership across aerospace, automation, and industrial manufacturing; at PH she serves on the Human Resources & Compensation (HRC) and Corporate Governance & Nominating (CGN) committees. The Board affirmatively determined her independence, noting ordinary-course customer/supplier relationships with PH and no personal benefit; amounts were far below NYSE independence thresholds .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Pentair plc | President, Electrical | Jan 2017 – May 2018 | Led divisional operations, integration and portfolio execution |
| Pentair plc | President, Flow & Filtration Solutions | Sep 2015 – Jan 2017 | Drove operations, quality, engineering and growth initiatives |
| Honeywell International (and predecessor Allied Signal) | Various leadership roles (operations, integration, quality, engineering) | 1987 – 2015 | Deep operating, engineering and business integration experience |
| Atlantis Aerospace | Engineering roles | Pre-1987 | Early engineering foundation |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| nVent Electric plc (NYSE: NVT) | Chair of the Board | Since May 2023 | Enterprise leadership and culture oversight |
| nVent Electric plc (NYSE: NVT) | Chief Executive Officer & Director | Since May 2018 | Strategy, M&A, sales/marketing, operations |
| Carrier Global Corporation (NYSE: CARR) | Director | 2021 – 2024 | Board service at global industrial |
Board Governance
- Committee assignments: Member, Human Resources & Compensation; Member, Corporate Governance & Nominating; not on Audit .
- Independence: Board affirmatively determined Wozniak is independent; analyzed existing customer/supplier relationships (ordinary course terms; amounts significantly below thresholds; no personal benefits) .
- Attendance and engagement: FY2025 had 12 Board meetings; average director attendance >95%, each director ≥81%; non‑management directors held 4 executive sessions. Director orientation and ongoing education emphasized risk, technology, and site visits (e.g., Danville, KY in April 2024) .
- Board structure: Lead Independent Director (James L. Wainscott) and CEO as Chair; committees 100% independent; mandatory retirement at age 72 .
Fixed Compensation
| Component | Terms | Effective Date |
|---|---|---|
| Lead Director & CGN Chair Annual Retainer (cash) | $230,000 | Oct 25, 2023; reaffirmed Oct 23, 2024 |
| Audit Committee Chair Annual Retainer (cash) | $185,000 | Oct 25, 2023; reaffirmed Oct 23, 2024 |
| HRC Committee Chair Annual Retainer (cash) | $185,000 | Oct 25, 2023; reaffirmed Oct 23, 2024 |
| Non‑Chair Committee Member Annual Retainer (cash) | $155,000 | Oct 25, 2023; reaffirmed Oct 23, 2024 |
| Meeting fee (excess sessions) | $2,000 per meeting above two extra sessions per fiscal year | FY2025 |
| Director RSU target (equity) | $180,000 target; 299 RSUs granted on Oct 23, 2024 to serving directors; 100% vest at later of 1 year or next annual meeting; dividend equivalents accrue | Oct 23, 2024 |
| Program adjustment (non‑employee directors) | +$5,000 annual retainer; +$15,000 equity target (effective Oct 22, 2025) | Aug 11, 2025 approval; effective Oct 22, 2025 |
Notes:
- Non‑employee directors may defer retainers under the Director Deferred Compensation Plan .
- Matching Gifts program available (caps described elsewhere) .
Performance Compensation
Directors do not receive performance‑based pay; equity awards are time‑vested RSUs without financial performance metrics. Program vesting terms below:
| Equity Instrument | Grant cadence | Vesting | Dividend Equivalents |
|---|---|---|---|
| RSUs (non‑employee directors) | Annual at shareholder meeting | 100% at later of 1 year or next annual meeting; pro‑rata vesting on early departure | Accrue as additional RSUs; paid under original award terms |
Other Directorships & Interlocks
| External Company | Relationship to PH | Independence analysis outcome |
|---|---|---|
| nVent Electric plc | Wozniak is CEO/Chair; PH identified existing customer and/or supplier relationships with companies led by certain directors (including Wozniak) | Board concluded independence: ordinary‑course, competitive terms; amounts significantly below NYSE/PH thresholds; no personal benefit |
| Carrier Global Corporation | Former directorship | No PH conflict disclosed |
Expertise & Qualifications
- Public company leadership and strategy, including CEO of nVent; strong oversight in culture and operations .
- Industrial/aerospace, automation, manufacturing, engineering background; deep experience in M&A, sales/marketing, and operational excellence .
- Diversity: Gender diverse; dual citizenship (Canada, United States) .
Equity Ownership
| Holder | Shares Beneficially Owned (as of Jul 31, 2025) | % of Class | Notes |
|---|---|---|---|
| Beth A. Wozniak | — | <1% (none disclosed) | Newly elected Sep 1, 2025 |
Ownership alignment policies:
- Stock ownership guideline for non‑management directors: 5× annual retainer; target compliance within 5 years of election; all directors in position ≥5 years were compliant as of Jun 30, 2025 .
- Insider trading policy prohibits hedging, short sales, margin accounts, and pledging of PH securities; pre‑clearance and blackout procedures apply .
Governance Assessment
- Strengths: Independent director; dual committee membership (HRC, CGN) aids board effectiveness; committees fully independent; strong stock ownership and anti‑hedging/pledging policies; robust director education and evaluations; frequent executive sessions .
- Potential conflicts: CEO/Chair at nVent with ordinary‑course customer/supplier relationships; Board’s detailed review found immaterial amounts, competitive terms, and no personal benefit—independence maintained .
- Attendance/engagement signal: Board met 12 times; average attendance >95%; each director ≥81%; non‑management directors met 4 times in executive session—positive engagement indicator .
- Compensation alignment: Director pay mix is cash retainer plus time‑vested RSUs; no performance metrics; ownership guideline promotes alignment; program increased for FY2026 effective Oct 22, 2025 .
- Related‑party/RED FLAGS: PH reported no material related‑party transactions in FY2025; anti‑pledging policy reduces alignment risk. RED FLAG watchpoint remains ongoing supplier/customer ties given external CEO role, but currently assessed as non‑material by Board .
Overall, Wozniak’s independence, committee roles, and industrial leadership experience support board effectiveness; programmatic safeguards (ownership guidelines, anti‑hedging/pledging, rigorous related‑party review) mitigate conflicts, though investors should continue monitoring any evolving PH–nVent commercial ties and her progress toward ownership guideline compliance within the 5‑year window .