Textron Inc. Files Definitive Proxy Statement (DEF 14A)

Ticker: TXT · Form: DEF 14A · Filed: 2024-03-07T00:00:00.000Z

Sentiment: neutral

Topics: DEF 14A, Proxy Statement, Textron Inc., Executive Compensation, Corporate Governance

TL;DR

<b>Textron Inc. has filed its Definitive Proxy Statement (DEF 14A) on March 7, 2024, detailing corporate governance and executive compensation information.</b>

AI Summary

TEXTRON INC (TXT) filed a Proxy Statement (DEF 14A) with the SEC on March 7, 2024. Textron Inc. filed a Definitive Proxy Statement (DEF 14A) on March 7, 2024. The filing covers the period ending April 24, 2024. The company's fiscal year ends on December 30th. Textron Inc. is classified under the SIC code 3720 (Aircraft & Parts). The filing includes details on executive compensation components for PEO and Non-PEO members across multiple fiscal years.

Why It Matters

For investors and stakeholders tracking TEXTRON INC, this filing contains several important signals. This filing is crucial for shareholders to understand executive compensation structures and make informed voting decisions at the upcoming annual meeting. The detailed breakdown of compensation components, including stock awards and pension plan adjustments, provides transparency into how executive pay is determined.

Risk Assessment

Risk Level: low — TEXTRON INC shows low risk based on this filing. The filing is a routine proxy statement, providing standard disclosures without immediate financial or operational performance indicators, thus posing a low immediate risk.

Analyst Insight

Shareholders should review the executive compensation details and any proposed governance changes to inform their voting decisions.

Executive Compensation

NameTitleTotal Compensation
PEO MemberExecutive Compensation Component
Non-PEO Neo MemberExecutive Compensation Component

Key Numbers

Key Players & Entities

FAQ

When did TEXTRON INC file this DEF 14A?

TEXTRON INC filed this Proxy Statement (DEF 14A) with the SEC on March 7, 2024.

What is a DEF 14A filing?

A DEF 14A is a definitive proxy statement sent to shareholders before annual meetings, covering executive compensation, board nominations, and shareholder votes. This particular DEF 14A was filed by TEXTRON INC (TXT).

Where can I read the original DEF 14A filing from TEXTRON INC?

You can access the original filing directly on the SEC's EDGAR system. The filing is publicly available and includes all exhibits and attachments submitted by TEXTRON INC.

What are the key takeaways from TEXTRON INC's DEF 14A?

TEXTRON INC filed this DEF 14A on March 7, 2024. Key takeaways: Textron Inc. filed a Definitive Proxy Statement (DEF 14A) on March 7, 2024.. The filing covers the period ending April 24, 2024.. The company's fiscal year ends on December 30th..

Is TEXTRON INC a risky investment based on this filing?

Based on this DEF 14A, TEXTRON INC presents a relatively low-risk profile. The filing is a routine proxy statement, providing standard disclosures without immediate financial or operational performance indicators, thus posing a low immediate risk.

What should investors do after reading TEXTRON INC's DEF 14A?

Shareholders should review the executive compensation details and any proposed governance changes to inform their voting decisions. The overall sentiment from this filing is neutral.

Key Dates

Glossary

DEF 14A
Definitive Proxy Statement (Required filing for companies soliciting proxies from shareholders, providing detailed information on corporate governance, executive compensation, and matters to be voted on.)

Filing Stats: 4,382 words · 18 min read · ~15 pages · Grade level 14.2 · Accepted 2024-03-07 15:49:08

Key Financial Figures

Filing Documents

Election of Directors

Item 1 Election of Directors 2 Board Membership Qualifications 2 Nominees for Director 2 Corporate Governance 8 Governance Highlights 8 Corporate Responsibility and Sustainability 14 Director Independence 9 Shareholder Outreach 15 Leadership Structure 9 Shareholder Communications to the Board 15 Board and Committee Evaluations 10 Director Nominations 15 Meeting Attendance 10 Compensation of Directors 16 Other Directorships 10 Director Stock Ownership Requirements 17 Board Committees 11 Anti-Hedging and Pledging Policy 17 Executive Committee 13 Corporate Governance Guidelines and Policies 17 Risk Oversight 13 Code of Ethics 18 Committee and Board Oversight of Environmental, Social and Governance Matters 13

Security Ownership

Security Ownership 19 Audit Committee Report 21 Compensation Committee Report 22 Compensation Discussion and Analysis 23 Executive Summary 23 Role of Independent Compensation Consultant 36 Overview and Objectives of Executive Compensation Program 26 Share Ownership Requirements 36 Target Direct Compensation 27 Anti-Hedging and Pledging Policy 36 2023 Incentive Compensation Targets, Payouts and Performance Analysis 31 Clawback Policy 36 Risks Related to Compensation 35 Compensation Arrangements Relating to Termination of Employment 37 Other Compensation Programs 35 Tax Considerations 37 TEXTRON 2024 PROXY STATEMENT V

Executive Compensation

Executive Compensation 38 Summary Compensation Table 38 Potential Payments Upon Termination or Change in Control 46 Grants of Plan-Based Awards in Fiscal 2023 40 Pay Ratio 50 Outstanding Equity Awards at 2023 Fiscal Year-End 41 Pay versus Performance 51 Option Exercises and Stock Vested in Fiscal 2023 42 Evaluation of Risk in Compensation Plans 55 Pension Benefits in Fiscal 2023 43 Transactions with Related Persons 55 Nonqualified Deferred Compensation 45 Equity Compensation Plan Information 56 i tem 2 Approval of the Textron i nc. 2024 Long-Term incentive Plan 57 i tem 3 Advisory Vote to Approve Textron's Executive Compensation 63

Ratification of Appointment of Independent Registered Public Accounting Firm

Item 4 Ratification of Appointment of Independent Registered Public Accounting Firm 64 Fees to Independent Auditors 64 General information about the Annual Meeting 65 Internet Availability of Proxy Materials 65 Required Vote 65 Voting 65 Costs of Proxy Solicitation 66 Savings Plan Participants 65 Confidential Voting Policy 66 Changing or Revoking a Proxy 65 Attending the Meeting 66 Item 5 Shareholder Proposal Regarding Independent Board Chairman 68 Other Matters to Come Before the Meeting 71 Shareholder Proposals and Other Matters for 2025 Annual Meeting 71 Delivery of Documents to Shareholders Sharing an Address 72 Appendix A: Textron i nc. 2024 Long-Term Incentive Plan A-1 Certain statements in this document are "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements, which may describe strategies, goals, outlook or other non-historical matters, are only predictions and involve known and unknown risks, uncertainties, and other factors that may cause our actual results to differ materially from those expressed or implied by such forward-looking statements. Given these uncertainties, you should not place undue reliance on these forward-looking statements. Forward-looking statements speak only as of the date on which they are made, and we undertake no obligation to update or revise any forward-looking statements. Risks and uncertainties that could cause our actual results to differ significantly from management's expectations are described in our 2023 Annual Report on Form 10-K. In addition, our environmental, social and governance goals are aspirational and may change. Statements regarding our goals are not guarantees or promises that they will be met. VI TEXTRON 2024 PROXY STATEMENT TEXTRON INC. 2024 ANNUAL MEETiNG OF SHAREHOLDERS ATTENDING THE MEETING This proxy statement, which is first being made available to shareholders

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