HON DEF 14A DEF-14A Report April 2, 2024 | Alphaminr
HONEYWELL INTERNATIONAL INC

HON DEF 14A Report ended April 2, 2024

HONEYWELL INTERNATIONAL INC
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PROXIES
DEF 14A
Filed on April 2, 2024
DEF 14A
Filed on April 6, 2023
DEF 14A
Filed on March 15, 2022
DEF 14A
Filed on April 9, 2021
DEF 14A
Filed on March 12, 2020
DEF 14A
Filed on March 14, 2019
DEF 14A
Filed on March 8, 2018
DEF 14A
Filed on March 9, 2017
DEF 14A
Filed on March 10, 2016
DEF 14A
Filed on March 12, 2015
DEF 14A
Filed on March 13, 2014
DEF 14A
Filed on March 7, 2013
DEF 14A
Filed on March 8, 2012
DEF 14A
Filed on March 10, 2011
DEF 14A
Filed on March 11, 2010
TABLE OF CONTENTS
PLACE: www.virtualshareholdermeeting.com/HON2024The meeting will be held in virtual format only. Please see page 108 of the Proxy Statement for additional details.MEETING AGENDAElection to the Board of Directors of the 12 nominees listed in the Proxy Statement.An advisory vote to approve executive compensation.Approval of the appointment of Deloitte & Touche LLP as independent accountants for 2024.If properly raised, the one shareowner proposal described starting on page 103 of the Proxy Statement.Transact any other business that may properly come before the meeting.IMPORTANT NOTICE OF INTERNET AVAILABILITY OF PROXY MATERIALSThe Securities and Exchange Commissions Notice and Access rule enables Honeywell to deliver a Notice of Internet Availability of Proxy Materials to shareowners in lieu of a paper copy of the Proxy Statement, related materials, and its Annual Report to Shareowners. It contains instructions on how to access the Proxy Statement and 2023 Annual Report and how to vote online.Shares cannot be voted by marking, writing on, and/or returning the Notice of Internet Availability. Any Notices of Internet Availability that are returned will not be counted as votes.Honeywell encourages shareowners to vote promptly as this will save the expense of additional proxy solicitation. Shareowners of record on the record date are entitled to vote online at the virtual meeting or prior to the meeting, by telephone, by mail, online at www.proxyvote.com, or by scanning the QR code on your proxy card. MEETING ADMISSIONYou are entitled to attend the virtual Annual Meeting of Shareowners, vote, and submit questions during the meeting by visiting www.virtualshareholdermeeting.com/HON2024 and entering the 16-digit control number included on the Notice of Internet Availability of Proxy Materials, on your proxy card (if you requested printed materials), or on the instructions that accompanied your Proxy Materials. You will only be entitled to vote and submit questions at the Annual Meeting if you are a shareowner as of the close of business on March 22, 2024, the record date. More details on how to participate in this year's virtual Annual Meeting can be found under Virtual Annual Meeting beginning on page 108. In the event of a technical malfunction or other situation that at the discretion of the Chairman of the Board of Directors may affect the ability of the Annual Meeting to satisfy the requirements for a meeting of shareowners to be held, the Chairman or Corporate Secretary of Honeywell will convene the meeting at 12 p.m. EDT on the same date and at the location specified above solely for the purpose of holding the adjourned meeting at this later time. Under the foregoing circumstances, we will post information regarding the announcement on Honeywells Investor Relations website at investor.honeywell.com.This Notice of Annual Meeting of Shareowners and related Proxy Materials are being distributed or made available to shareowners beginning on or about April 2, 2024.By Order of the Board of Directors,SU PING LUCorporate SecretaryLETTER FROM THE LEAD DIRECTORNOTICE OF ANNUAL MEETING OF SHAREOWNERSHONEYWELL PERFORMANCE IN 2023Honeywell Portfolio2023 Performance HighlightsCommitment to SustainabilityPROXY SUMMARYAnnual Meeting of ShareownersVoting MattersPROPOSAL 1: ELECTION OF DIRECTORSDirector Skills and QualificationsBoard Skillset MatrixCommitment to Board Integrity, Diversity, and IndependenceNominees for ElectionCORPORATE GOVERNANCEShareowner Outreach and EngagementBoard Leadership StructureDirector IndependenceBoard Practices and ProceduresBoard CommitteesLeadership Succession PlanningBoards Role in Risk OversightDIRECTOR COMPENSATIONElements of Compensation2023 Director Compensation TableDirector Stock Ownership GuidelinesPROPOSAL 2: ADVISORY VOTE TO APPROVE EXECUTIVE COMPENSATIONCOMPENSATION DISCUSSION AND ANALYSISOur Named Executive Officers (NEOs)CEO TransitionOur Compensation Program2023 Compensation SummaryCEO Compensation Decisions2023 Base Salary Decisions2023 Annual Incentive Compensation Plan Decisions2023 Long-Term Incentive Compensation DecisionsOther Compensation and Benefit ProgramsRisk Oversight ConsiderationsManagement Development and Compensation Committee Report