APPLIED INDUSTRIAL TECHNOLOGIES INC
For the period ended Oct 20, 2026. Filed Sep 10, 2026.
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What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.
Oct 20, 2026 · Filed Sep 10, 2026
Contents
Proxy Statement Highlights
This proxy statement (this “Proxy Statement”) is furnished in connection with the solicitation of proxies by the Board of Directors (the “Board” or “Board of Directors”) of Applied Industrial Technologies, Inc., an Ohio corporation (“Applied,” the “Company,” “we,” “us,” or “our”), for use at our 2026 annual meeting of shareholders (the “Annual Meeting”). On or about September 10, 2026 we mailed to shareholders a Notice of Internet Availability of Proxy Materials and made this Proxy Statement and our 2026 Annual Report to Shareholders (our “Annual Report”) available on the Internet. We also began mailing paper copies of the proxy materials to shareholders who previously requested paper delivery. The highlights below summarize information that you will find elsewhere in this Proxy Statement. The highlights do not contain all the information that you should consider, and you should read the entire Proxy Statement carefully before voting. Information regarding the logistics of the Annual Meeting begins on page 5.
Proposals and Board Recommendations
Applied’s Board of Directors makes the following voting recommendations to shareholders for the Annual Meeting:
| Proposal | Board’s VotingRecommendation | Page |
|---|---|---|
| Proposal 1: Election of Three (3) Directors | FOR each CompanyDirector Nominee | 8 |
| Proposal 2: Advisory (Nonbinding) Vote to Approve Executive Compensation | FOR | 63 |
| Proposal 3: Vote to Ratify the Appointment of Deloitte & Touche LLP as Applied’s Independent Registered Public Accounting Firm | FOR | 66 |
Company Director Nominees
| Nominee | Age | Director Since | Principal Occupation | Independent |
|---|---|---|---|---|
| Robert J. Pagano, Jr. | 63 | 2017 | Chief Executive Officer, President, and Chairperson of the Board, Watts Water Technologies, Inc. | Yes |
| Neil A. Schrimsher | 62 | 2011 | President & Chief Executive Officer, Applied Industrial Technologies, Inc. | No |
| Pamela J. Tomczik | 52 | 2026 | Senior Vice President – Treasurer and Business Development, Target Corporation | Yes |
Additional information about the nominees and the other continuing directors can be found beginning on page 9.
| 2 | Applied Industrial Technologies 2026 Proxy Statement |
Corporate Governance Highlights
| Independence | ✓ The Board Chairman is an independent director. ✓ All directors are independent, except for our Chief Executive Officer. ✓ The independent directors meet regularly in private executive sessions without management. ✓ The Board’s Audit, Corporate Governance & Sustainability, and Executive Organization & Compensation Committees are each composed solely of independent directors. |
|---|---|
| Board Oversight of Risk Management | ✓ The Board, as a whole and through its committees, oversees and monitors risk management. In this role, the Board is responsible for determining that the risk management processes designed and implemented by management are adequate and functioning as designed. ✓ We have three Audit Committee financial experts serving on the Audit Committee. |
| Board Evaluations, Refreshment, and Composition | ✓ Our Board and its key committees perform annual self-evaluations. ✓ The evaluations contribute to efforts to ensure that the Board continues to be composed of members with diverse experiences, attributes, and skills. ✓ Five directors are actively employed public company executives. ✓ Three current or former public company chief executive officers currently serve on the Board. ✓ We limit the number of other public company boards on which our directors may serve. ✓ Director tenures for directors serving after the Annual Meeting range from 0 to 15 years, and average 7.5 years. ✓ Director ages for directors serving after the Annual Meeting range from 52 to 66 years, and average 60 years. |
| Stock Ownership Guidelines | ✓ We expect each non-employee director to own, within five years after joining the Board, Applied shares valued at a minimum of 5x their annual retainer fees. ✓ Executive officers are expected not to dispose of stock unless their “owned” shares’ market value equals or exceeds the following annual base salary multiples immediately after the disposition: 5x for the Chief Executive Officer, 3x for other executive officers. |
Additional information about our corporate governance starts on page 13.
| Applied Industrial Technologies 2026 Proxy Statement | 3 |
|---|
Business Performance Highlights
Applied achieved record sales and earnings that exceeded the high end of our initial full-year guidance. Organic sales growth reached its strongest level in three years, underlying margins held firm despite persistent inflationary pressures, and Hydradyne, which we acquired in late calendar year 2024, delivered a growing contribution as momentum continued to build throughout the year.
| NET SALES $5.0 BILLION | CASH PROVIDED BY OPERATING ACTIVITIES $484.1 MILLION |
|---|---|
| NET INCOME $414.5 MILLION | CASH RETURNED TO SHAREHOLDERS (Dividends + Share Repurchases) $389.8 MILLION |
For a detailed review of our performance, see our Annual Report.
Executive Compensation Highlights
Our executive pay is targeted to be competitive with market medians for similar positions in peer distribution industry companies. Actual pay depends in large part on performance relative to goals and how our stock price performs in response.
The chart below shows the mix of targeted opportunities provided in fiscal year 2026 to our Chief Executive Officer, Neil A. Schrimsher, in the forms of base salary, annual incentive pay, and long-term incentive pay (awarded in equity-based instruments).
In line with results that were generally consistent withpre-established annual target incentive goals, the named executive officers earned annual incentive pay at an average of 112.0% of their individual target values. Fiscal year 2026 achievements under the three-year performance share programs averaged 89.9% of target shares.
For a detailed review of our executive compensation, see the Executive Compensation section of this Proxy Statement beginning on page 22.
Approval of the Compensation of the Named Executive Officers
Annually we provide shareholders the opportunity to approve, through a nonbinding, advisory vote, the compensation of our named executive officers as disclosed in our proxy statement, including, among other things, our executive compensation objectives, policies, and practices. The proposal is described beginning on page 63.
Ratification of the Appointment of the Company’s Independent Registered Public Accounting Firm
Subject to shareholder ratification, the Board’s Audit Committee appointed Deloitte & Touche LLP (“Deloitte”) to serve as the Company’s independent auditor for the fiscal year ending June 30, 2027. The committee made the appointment after evaluating the firm and its performance. We seek the shareholders’ ratification of the appointment as described on page 66.
| 4 | Applied Industrial Technologies 2026 Proxy Statement |
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.