Honeywell Files Proxy Materials, Highlights Shareowner Engagement

TL;DR

Honeywell dropped proxy docs, showing they're serious about talking to shareholders. Annual meeting soon.

AI Summary

Honeywell International Inc. filed a Definitive Additional Materials (DEFA14A) on April 9, 2024, related to its 2024 annual meeting. The filing emphasizes the company's commitment to shareowner engagement, highlighting its 2023 Spring Engagement efforts. This document serves as additional material for the proxy statement concerning the upcoming annual meeting.

Why It Matters

This filing provides shareholders with updated information and materials regarding the company's annual meeting, reinforcing transparency and the company's approach to shareholder relations.

Risk Assessment

Risk Level: low — This filing is a standard proxy statement supplement and does not contain information that inherently increases risk for investors.

Key Players & Entities

• HONEYWELL INTERNATIONAL INC (company) — Registrant
• ALLIEDSIGNAL INC (company) — Former company name
• 20240409 (date) — Filing date
• 2024 (date) — Annual meeting year

FAQ

From the Filing

0001193125-24-090437.txt : 20240409 0001193125-24-090437.hdr.sgml : 20240409 20240409120458 ACCESSION NUMBER: 0001193125-24-090437 CONFORMED SUBMISSION TYPE: DEFA14A PUBLIC DOCUMENT COUNT: 10 FILED AS OF DATE: 20240409 DATE AS OF CHANGE: 20240409 FILER: COMPANY DATA: COMPANY CONFORMED NAME: HONEYWELL INTERNATIONAL INC CENTRAL INDEX KEY: 0000773840 STANDARD INDUSTRIAL CLASSIFICATION: AIRCRAFT ENGINES & ENGINE PARTS [3724] ORGANIZATION NAME: 04 Manufacturing IRS NUMBER: 222640650 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: DEFA14A SEC ACT: 1934 Act SEC FILE NUMBER: 001-08974 FILM NUMBER: 24831717 BUSINESS ADDRESS: STREET 1: 855 S. MINT STREET CITY: CHARLOTTE STATE: NC ZIP: 28202 BUSINESS PHONE: 704-627-6200 MAIL ADDRESS: STREET 1: 855 S. MINT STREET CITY: CHARLOTTE STATE: NC ZIP: 28202 FORMER COMPANY: FORMER CONFORMED NAME: ALLIEDSIGNAL INC DATE OF NAME CHANGE: 19940929 DEFA14A 1 d769406ddefa14a.htm DEFA14A DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy Statement ☒ Definitive Additional Materials ☐ Soliciting Material under §240.14a-12 Honeywell International Inc. (Name of Registrant as Specified In Its Charter) (Name of Person(s) Filing Proxy Statement, if other than the Registrant) Payment of Filing Fee (Check all boxes that apply): ☒ No fee required ☐ Fee paid previously with preliminary materials ☐ Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11 2024 annual meeting Shareowner engagement COMMITMENT TO SHAREOWNER ENGAGEMENT 2023 Spring Engagement Annual Shareowner Engagement 2024 Annual Meeting – Shareowner Engagement 2023 Fall Engagement Total contacted Top 100 shareowners representing 58% of shares outstanding Total Engaged 28% of shares outstanding, held by 18 of our largest shareowners Director Engaged 25% of shares outstanding engaged by independent Lead Director, MDCC Chair, or CGRC Chair Total contacted Top 50 shareowners representing 52% of shares outstanding Total Engaged 21% of shares outstanding, held by 18 of our largest shareowners Director Engaged 20% of shares outstanding engaged by independent Lead Director, MDCC Chair, or CGRC Chair Honeywell’s Board Recommends ‘FOR’ the Election of Each Nominee Proposal 1 Election of Directors 10 of 12 nominees are independent 4 of 12 nominees are women 5 of 12 nominees are ethnically or racially diverse 6 of 12 nominees were born outside of the United States 10 of 12 nominees have CEO experience ~7 years average tenure (1)Mr. Ayer will become Lead Director, effective May 14, 2024. Mr. Adamczyk will retire from the Board and Mr. Kapur will become Chairman of the Board, effective as of June 7, 2024. (2) Excludes the boards of Honeywell's consolidated subsidiaries. Current Public Company Boards includes Honeywell Board. 2024 Annual Meeting – Shareowner Engagement Honeywell’s Board Recommends ‘FOR’ Say-on-Pay Proposal 2 Advisory Vote to Approve Executive Compensation Base Salary Determined based on scope of responsibility, years of experience, and individual performance Attracts and compensates high-performing and experienced leaders Annual Incentive  Compensation Plan (ICP) 80% formulaic determination against pre-established financial metrics  15% assessment of individual performance 5% based on ESG metrics Motivates and rewards executives for achieving annual corporate, business unit, ESG, and functional goals  Long-Term Incentive Compensation (LTI) Performance Stock Units: Executive Officers: