SEC Form 4 · accession 0001815605-26-000005
HONEYWELL INTERNATIONAL INC · HON
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Karen Mattimore
Officer — Former SrVP & Chief HR Officer
Period of report
Jun 29, 2026
Accepted (ET)
Jul 1, 2026 · 4:18 pm EDT
Rule 10b5-1 plan
box not checked
Issuer CIK
0000773840
Table I — non-derivative securities
No Table I lines on this filing.
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF1,F3 | — | Jun 29, 2026 | A | 2,704 | A | — | — | Common Stock | 2,704 | 2,704 | D |
| Restricted Stock UnitsF4,F5 | — | Jun 29, 2026 | A | 1,746 | A | — | — | Common Stock | 1,746 | 1,746 | D |
| Restricted Stock UnitsF4,F6 | — | Jun 29, 2026 | A | 1,745 | A | — | — | Common Stock | 1,745 | 1,745 | D |
| Employee Stock Options (right to buy) | $200.61 | Jun 29, 2026 | A | 12,531 | A | Jun 29, 2026 | Feb 19, 2035 | Common Stock | 12,531 | 12,531 | D |
| Employee Stock Options (right to buy)F8 | $200.61 | Jun 29, 2026 | A | 12,531 | A | — | Feb 19, 2035 | Common Stock | 12,531 | 12,531 | D |
Explanation of responses
- F1Instrument converts to Common Stock, par value $1.00 per share ('Common Stock'), of Honeywell International Inc. ('Honeywell') on a one-for-one basis.
- F2Performance share units ('PSUs') granted under the 2016 Stock Incentive Plan of Honeywell International Inc and its Affiliates (the 'Plan') which were later converted in connection with the spin-off of Honeywell Aerospace Inc. ('HONA') from Honeywell on June 29, 2026 into restricted stock units of Honeywell and restricted stock units of HONA and were further adjusted to reflect the reverse stock split of Honeywell, in each case in accordance with the Employee Matters Agreement, dated July 29, 2026 between Honeywell and HONA.
- F3The restricted stock units will vest on February 16, 2027.
- F4Instrument converts to Common Stock on a one-for-one basis.
- F5PSUs granted under the Plan, which vested upon the successful completion of the spin-off of HONA from Honeywell on June 29, 2026 and were adjusted to reflect the spin-off and further adjusted to reflect the reverse stock split of Honeywell.
- F6PSUs granted under the Plan, with vesting on June 29, 2027 (i.e., the first anniversary of the successful completion of the spin-off of HONA from Honeywell on June 29, 2026), which were adjusted to reflect the spin-off and further adjusted to reflect the reverse stock split of Honeywell.
- F7Employee stock options granted under the Plan subject to successful completion of the spin-off to HONA from Honeywell on June 29, 2026, which are fully vested and were adjusted to reflect the spin-off and further adjusted to reflect the reverse stock split of Honeywell.
- F8Employee stock options granted under the Plan subject to successful completion of the spin-off of HONA from Honeywell on June 29, 2026, which will vest on June 29, 2027 and were adjusted to reflect the spin-off and further adjusted to reflect the reverse stock split of Honeywell.
Remarks
As of July 1, 2026, Ms. Mattimore is no longer an 'officer' within the meaning of Rule 16a-1.