Form 4: Air Products Director Acquires Phantom Stock Units Under Deferred Compensation Plan

Air Products & Chemicals, Inc. Director Wayne Thomas Smith acquired 21.4584 phantom stock units on June 30, 2025, as part of the company's deferred compensation program for directors.

Summary

• Wayne Thomas Smith, a Director of Air Products & Chemicals, Inc. (APD), acquired 21.4584 phantom stock units.
• The acquisition occurred on June 30, 2025, and was reported on July 2, 2025.
• These units were acquired under the Air Products Stock Account of the issuer's Deferred Compensation Program for Directors, which is part of the Company's Long-Term Incentive Plan.
• The phantom stock units are convertible into common stock on a 1:1 basis.
• The underlying common stock price at the time of the transaction was $282.35.
• Following this transaction, Wayne Thomas Smith beneficially owns a total of 3,406.2508 phantom stock units directly.
• The transaction was made pursuant to a Rule 10b5-1(c) plan, indicating it was a pre-arranged transaction.

Sentiment

Score: 7

Explanation: The acquisition of phantom stock units by a director under a deferred compensation plan is a positive sign of alignment with shareholder interests and long-term commitment, though it's a routine compensation event rather than a discretionary open-market purchase.

Positives

• The acquisition of phantom stock units by a director indicates continued alignment of interests with shareholders.
• Participation in the Deferred Compensation Program for Directors suggests a commitment to long-term incentives and retention of key personnel.

Future Outlook

The phantom stock units are payable in the form of shares of common stock at a time elected by the reporting person, generally after service on the Company's Board of Directors ends. Units may be paid in a lump sum or up to ten installments as elected by the reporting person in advance, indicating a long-term retention mechanism.

Industry Context

This is a routine insider transaction filing, reflecting standard corporate governance practices for executive and director compensation in large public companies like Air Products & Chemicals, which operates in the industrial gases sector. It does not provide broader industry trends.

Comparison to Industry Standards

• The acquisition of phantom stock units as part of a deferred compensation plan for directors is a common practice in large, established companies across various industries, including the industrial gas sector.
• Companies such as Linde plc and Air Liquide often utilize similar long-term incentive and deferred compensation structures to align director interests with shareholder value and encourage long-term commitment.
• The specific value of units and the underlying stock price are company-specific, but the mechanism for deferred equity compensation is a widely accepted industry standard.

Related Party Transactions

• Acquisition of 21.4584 phantom stock units by Director Wayne Thomas Smith from Air Products & Chemicals, Inc. under the company's Deferred Compensation Program for Directors.

Stakeholder Impact

• Shareholders: Interests are further aligned with the director through long-term equity incentives.
• Employees: No direct impact mentioned.
• Customers/Suppliers/Creditors: No direct impact mentioned.

Next Steps

• Phantom stock units will be converted into common stock and paid out at a future date, generally after the director's service on the Board ends, as elected by the reporting person.

Key Dates

Recommendation

Keywords

Air Products & Chemicals, APD, Wayne Thomas Smith, Director, Phantom Stock, Deferred Compensation, Insider Transaction, SEC Form 4, Stock Units, Long-Term Incentive Plan