RTX 10-K Annual Report Dec. 31, 2020 | Alphaminr
RAYTHEON TECHNOLOGIES CORP
ALPHAMINR

RTX 10-K Fiscal year ended Dec. 31, 2020

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RAYTHEON TECHNOLOGIES CORP
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TABLE OF CONTENTS
Part IItem 1. BusinessItem 1A. Risk FactorsItem 1B. Unresolved Staff CommentsItem 2. PropertiesItem 3. Legal ProceedingsItem 4. Mine Safety DisclosurePart IIItem 5. Market For Registrant S Common Equity, Related Stockholder Matters and Issuer Purchases Of Equity SecuritiesItem 6. Selected Financial DataItem 7. Management S Discussion and Analysis Of Financial Condition and Results Of OperationsItem 7A. Quantitative and Qualitative Disclosures About Market RiskItem 8. Financial Statements and Supplementary DataNote 1: Basis Of Presentation and Summary Of Accounting PrinciplesNote 2: Business Acquisitions, Dispositions, Goodwill and Intangible AssetsNote 3: Discontinued OperationsNote 4: Earnings Per ShareNote 5: Accounts Receivable, NetNote 6: Contract Assets and LiabilitiesNote 7: Inventory, NetNote 8: Commercial Aerospace Industry Assets and CommitmentsNote 9: Fixed Assets, NetNote 10: Borrowings and Lines Of CreditNote 11: Employee Benefit PlansNote 12: LeasesNote 13: Income TaxesNote 14: Restructuring CostsNote 15: Financial InstrumentsNote 16: Fair Value MeasurementsNote 17: Variable Interest EntitiesNote 18: GuaranteesNote 19: Commitments and ContingenciesNote 20: Accumulated Other Comprehensive IncomeNote 21: Stock-based CompensationNote 22: Segment Financial DataNote 23: Quarterly Operating Results (unaudited)Item 9. Changes in and Disagreements with Accountants on Accounting and Financial DisclosureItem 9A. Controls and ProceduresItem 9B. Other InformationPart IIIItem 10. Directors, Executive Officers and Corporate GovernanceItem 11. Executive CompensationItem 12. Security Ownership Of Certain Beneficial Owners and Management and Related Stockholder MattersItem 13. Certain Relationships and Related Transactions, and Director IndependenceItem 14. Principal Accountant Fees and ServicesPart IVItem 15. Exhibits, Financial Statement SchedulesItem 16. Form 10-k Summary

Exhibits

2.1 Separation and Distribution Agreement, dated as of April 2, 2020, by and among United Technologies Corporation, Otis Worldwide Corporation and Carrier Global Corporation (incorporated by reference to Exhibit 2.1 of the Companys Current Report on Form 8-K (Commission file number 1-812) filed with the SEC on April 8, 2020). 3(i) Restated Certificate of Incorporation, restated as of April 3, 2020, incorporated by reference to Exhibit 3.1(b) to the Companys Current Report on Form 8-K (Commission file number 1-812) filed with the SEC on April 8, 2020. 3(ii) Bylaws as amended and restated effective April 3, 2020, incorporated by reference to Exhibit 3.2 to the Companys Current Report on Form 8-K (Commission file number 1-812) filed with the SEC on April 8, 2020. 4.2 Description of Securities.* 10.2 United Technologies Corporation Pension Preservation Plan, as amended and restated, effective January 1, 2020* 10.3 United Technologies Corporation Senior Executive Severance Plan, incorporated by reference to Exhibit 10(vi) to the Companys Annual Report on Form 10-K (Commission file number 1-812) for the fiscal year ended December 31, 1992, as amended byAmendment thereto, effective December 10, 2003, incorporated by reference to Exhibit 10.4 of the Companys Annual Report on Form 10-K (Commission file number 1-812) for the fiscal year ended December 31, 2003, andAmendment thereto, effective June 11, 2008, incorporated by reference to Exhibit 10.4 of the Companys Quarterly Report on Form 10-Q (Commission file number 1-812) for the quarterly period ended June 30, 2008, andAmendment thereto, effective February 10, 2011, incorporated by reference to Exhibit 10.4 to the Companys Annual Report on Form 10-K (Commission file number 1-812) for the fiscal year ended December 31, 2010. 10.4 United Technologies Corporation Deferred Compensation Plan, as amended and restated, effective January 1, 2011, incorporated by reference to Exhibit 10.1 of the Companys Quarterly Report on Form 10-Q (Commission file number 1-812) for the quarterly period ended June 30, 2018. 10.5 United Technologies Corporation Executive Leadership Group Program, as amended and restated, effective October 15, 2013, incorporated by reference to Exhibit 10.11 to the Companys Quarterly Report on Form 10-Q (Commission file number 1-812) for the quarterly period ended September 30, 2013; United Technologies Executive Leadership Group Program, effective April 1, 2019;andRaytheon Technologies Corporation Executive Leadership GroupProgram, effective April 3, 2020.* 10.6 Schedule of Terms for Restricted Share Unit Retention Awards relating to the United Technologies Corporation Executive Leadership Group Program (referred to above in Exhibit 10.6), incorporated by reference to Exhibit 10.12 to the Companys Quarterly Report on Form 10-Q (Commission file number 1-812) for the quarterly period ended September 30, 2013; and Schedule of Terms of Restricted Share Unit Retention Awards relating to the United Technologies Leadership Group Program, effective April 1, 2019 (referred to above in Exhibit 10.5). 10.7 Form of Award Agreement for Restricted Share Unit Retention Awards relating to the United Technologies Corporation Executive Leadership Group Program (referred to above in Exhibit 10.6), incorporated by reference to Exhibit 10.13 to the Companys Quarterly Report on Form 10-Q (Commission file number 1-812) for the quarterly period ended September 30, 2013; and Form of Award Agreement for Restricted Share Unit Retention Awards relating to the United Technologies Leadership Group Program, effective April 1, 2019 (referred to above in Exhibit 10.5). 10.8 United Technologies Corporation Board of Directors Deferred Stock Unit Plan, as Amended and Restated, effective as of April 29, 2019, incorporated by reference to Exhibit 10.8 to the Companys Annual Report on Form 10-K (Commission file number 1-812) for the fiscal year ended December 31, 2018. 10.9 Retainer Payment Election Form for United Technologies Corporation Board of Directors Deferred Stock Unit Plan (referred to above in Exhibit 10.8), incorporated by reference to Exhibit 10.9 to the Companys Annual Report on Form 10-K (Commission file number 1-812) for the fiscal year ended December 31, 2018. 10.10 Form of Deferred Restricted Stock Unit Award relating to the United Technologies Corporation Board of Directors Deferred Stock Unit Plan (referred to above in Exhibit 10.8), incorporated by reference to Exhibit 10.10 to the Companys Annual Report on Form 10-K (Commission file number 1-812) for the fiscal year ended December 31, 2018. 10.11 United Technologies Corporation Long-Term Incentive Plan, as amended and restated effective April 28, 2014,incorporated by reference to Exhibit 10.1 to the Companys Current Report on Form 8-K (Commission file number 1-812) filed with the SEC on May 2, 2014, as further amended byAmendment No. 1, effective as of February 5, 2016, incorporated by reference to Exhibit 10.12 to the Companys Annual Report on Form 10-K (Commission file number 1-812) for the fiscal year ended December 31, 2015. 10.12 Schedule of Terms for restricted stock awards relating to the United Technologies Corporation Long-Term Incentive Plan (referred to above in Exhibit 10.11) (Rev. January 2016), incorporated by reference to Exhibit 10.13 to the Companys Annual Report on Form 10-K (Commission file number 1-812) for the fiscal year ended December 31, 2015. 10.13 Schedule of Terms for non-qualified stock option awards relating to the United Technologies Corporation Long-Term Incentive Plan (referred to above in Exhibit 10.11) (Rev. January 2016), incorporated by reference to Exhibit 10.15 to the Companys Annual Report on Form 10-K (Commission file number 1-812) for the fiscal year ended December 31, 2015. 10.14 Form of Award Agreement for non-qualified stock option awards relating to the United Technologies Corporation Long-Term Incentive Plan (referred to above in Exhibit 10.11), incorporated by reference to Exhibit 10.15 to the Companys Annual Report on Form 10-K (Commission file number 1-812) for the fiscal year ended December 31, 2016. 10.15 Schedule of Terms for performance share unit awards relating to the United Technologies Corporation Long-Term Incentive Plan (referred to above in Exhibit 10.11) (Rev. January 2016), incorporated by reference to Exhibit 10.17 tothe Companys Annual Report on Form 10-K (Commission file number 1-812) for the fiscal year ended December 31, 2015. 10.16 Schedule of Terms for stock appreciation rights awards relating to the United Technologies Corporation 2005 Long-Term Incentive Plan (referred to above in Exhibit 10.11) (Rev. January 2016), incorporated by reference to Exhibit 10.18 tothe Companys Annual Report on Form 10-K (Commission file number 1-812) for the fiscal year ended December 31, 2015. 10.17 Form of Award Agreement for restricted stock unit, performance share unit and stock appreciation rights awards relating to the United Technologies Corporation Long-Term Incentive Plan (referred to above in Exhibit 10.11), incorporated by reference to Exhibit 10.18 to the Companys Annual Report on Form 10-K (Commission file number 1-812) for the fiscal year ended December 31, 2016. 10.18 United Technologies Corporation LTIP Performance Share Unit Deferral Plan, relating to the Long-Term Incentive Plan (referred to above in Exhibit 10.11) as amended and restated, effective January 1, 2020.* 10.19 United Technologies Corporation International Deferred Compensation Replacement Plan, effective January 1, 2005, incorporated by reference to Exhibit 10.35 ofthe Companys Annual Report on Form 10-K (Commission file number 1-812) for the fiscal year ended December 31, 2008. 10.20 United Technologies Corporation Company Automatic Contribution Excess Plan, as amended and restated, effective January 1, 2020.* 10.21 United Technologies Corporation Savings Restoration Plan executed July 16, 2018 (amended and restated as of January 1, 2011), incorporated by reference to Exhibit 10.3 tothe CompanysQuarterly Report on Form 10-Q (Commission file number 1-812) for the quarterly period ended June 30, 2018. 10.22 Amendment No. 1, effective as of December 6, 2020,to the UTC 2018 Long-Term Incentive Plan, incorporated by reference to Exhibit 10.1 to the Companys Current Report on Form 8-K (Commission file number 1-812) filed with the SEC on May 3, 2018.* 10.23 Schedule of Terms for restricted stock unit award relating to the United Technologies Corporation 2018 Long-Term Incentive Plan (referred to above in Exhibit 10.22), incorporated by reference to Exhibit 10.6totheCompanys QuarterlyReport on Form 10-Q(Commission file number 1-812) for thequarterly periodendedJune 30, 2020. 10.24 Schedule of Terms for stock appreciation rights award relating to the United Technologies Corporation 2018 Long-Term Incentive Plan (referred to above in Exhibit 10.22), incorporated by reference to Exhibit 10.7tothe Companys QuarterlyReport on Form 10-Q(Commission file number 1-812) for thequarterly periodendedJune 30, 2020. 10.25 Schedule of Terms for performance share unit award relating to the United Technologies Corporation 2018 Long-Term Incentive Plan (referred to above in Exhibit 10.22), incorporated by reference to Exhibit 10.25 tothe Companys Annual Report on Form 10-K (Commission file number 1-812) for the fiscal year ended December 31, 2018. 10.27 Form of Performance Share Agreement under Rockwell Collins 2015 Long-Term Incentives Plan (referred to above in Exhibit 10.26), incorporated by reference to Exhibit 10-a-1 to Rockwell Collins Quarterly Report on Form 10-Q (Commission file number 0001-16445) for the quarterly period ended December 31, 2017. 10.28 Form of Restricted Stock Unit Agreement under Rockwell Collins 2015 Long-Term Incentives Plan (referred to above in Exhibit 10.26), incorporated by reference to Exhibit 10-a-2 to Rockwell Collins Quarterly Report on Form 10-Q (Commission file number 0001-16445) for the quarterly period ended December 31, 2017. 10.29 Compensation Recovery Policy acknowledgment and agreement, incorporated by reference to Exhibit 10-c-1 to Rockwell Collins Quarterly Report on Form 10-Q (Commission file number 0001-16445) for the quarterly period ended December 31, 2012. 10.30 Rockwell Collins Deferred Compensation Plan, as amended, incorporated by referenced to Exhibit 10-f-2 to Rockwell Collins Annual Report on Form 10-K (Commission file number 0001-16445) for the fiscal year ended September 30, 2007; Amendment No. 1 to Rockwell Collins Deferred Compensation Plan, as amended, incorporated by reference to Exhibit 10-f-2 to Rockwell Collins Annual Report on Form 10-K/A (Commission file number 0001-16445) for the fiscal year ended September 30, 2018. 10.31 Rockwell Collins 2005 Deferred Compensation Plan, as amended and restated as of June 27, 2017, incorporated by reference to Exhibit 10-f-1 to Rockwell Collins Quarterly Report on Form 10-Q (Commission file number 0001-16445) for the quarterly period ended June 30, 2017; Amendment No. 1 to Rockwell Collins 2005 Deferred Compensation Plan, incorporated by reference to Exhibit 10-f-1 to Rockwell Collins Quarterly Report on Form 10-Q (Commission file number 0001-16445) for the quarterly period ended December 31, 2017; Amendment No. 2 to Rockwell Collins 2005 Deferred Compensation Plan, as amended, incorporated by reference to Exhibit 10-f-6 to Rockwell Collins Annual Report on Form 10-K/A (Commission file number 0001-16445) for the fiscal year ended September 30, 2018. 10.32 Rockwell Collins Non-Qualified Savings Plan, as amended, incorporated by referenced to Exhibit 10-g-2 to Rockwell Collins Annual Report on Form 10-K (Commission file number 0001-16445) for the fiscal year ended September 30, 2007; Amendment No. 1 to Rockwell Collins Non-Qualified Savings Plan, incorporated by reference to Exhibit 10-g-2 Rockwell Collins Annual Report on Form 10-K/A (Commission file number 0001-16445) for the fiscal year ended September 30, 2018. 10.33 Rockwell Collins 2005 Non-Qualified Retirement Savings Plan, as amended and restated as of July 17, 2018, incorporated by referenced to Exhibit 10-g-6 to Rockwell Collins Annual Report on Form 10-K/A (Commission file number 0001-16445) for the fiscal year ended September 30, 2018. 10.34 Rockwell Collins 2005 Non-Qualified Pension Plan, as amended, incorporated by reference to Exhibit 10-h-1 to Rockwell Collins Quarterly Report on Form 10-Q (Commission file number 0001-16445) for the quarterly period ended June 30, 2012; Amendment No. 1 to Rockwell Collins Non-Qualified Pension Plan, as amended, incorporated by reference to Exhibit 10-h-1 to Rockwell Collins Quarterly Report on Form 10-Q (Commission file number 0001-16445) for the quarterly period ended December 31, 2015; Amendment No. 2 to Rockwell Collins 2005 Non-Qualified Pension Plan, as amended, incorporated by reference to Exhibit 10-h-3 to Rockwell Collins Annual Report on Form 10-K/A (Commission file number 0001-16445) for the fiscal year ended September 30, 2018. 10.35 Rockwell Collins Master Trust, as amended, incorporated by reference to Exhibit 10-i-2 to Rockwell Collins Annual Report on Form 10-K (Commission file number 0001-16445) for the fiscal year ended September 30, 2007; Amendment No. 1 to Rockwell Collins Master Trust, as amended, incorporated by reference to Exhibit 10-i-2 to Rockwell Collins Annual Report on Form 10-K/A (Commission file number 0001-16445) for the fiscal year ended September 30, 2018; Amendment No. 2 to Rockwell Collins Master Trust, as amended; and Amendment No.3 to Rockwell Collins Master Trust, as amended, incorporated by reference to Exhibit 10.35 to the Companys Annual Report on Form 10-K (Commission file number 1-812) for the fiscal year ended December 31, 2018. 10.36 Rockwell Collins Short-term Relocation Benefit to Rockwell Collins CEO, CFO and two other executive officers, incorporated by reference to Exhibit 10-e-1 to Rockwell Collins Quarterly Report on Form 10-Q (Commission file number 0001-16445) for the quarterly period ended March 31, 2018; Description of the Extension to the Short-Term Relocation Benefit for the Companys CEO, CFO and two other executive officers, incorporated by referenced to Exhibit 10-j-2 to Rockwell Collins Annual Report on Form 10-K/A (Commission file number 0001-16445) for the fiscal year ended September 30, 2018. 10.37 Compensation & Covenants Agreement between United Technologies Corporation and Robert K. Ortberg, effective as of November 26, 2018, incorporated by reference to Exhibit 10.37 to the Companys Annual Report on Form 10-K (Commission file number 1-812) for the fiscal year ended December 31, 2018. 10.38 Employment Agreement, dated as of June 9, 2019, by and between United Technologies Corporation and Gregory J. Hayes, incorporated by reference to Exhibit 10.1the Companys Current Report on Form 8-K (Commission file number 1-812) filed with the SEC on June 10, 2019. 10.39 United Technologies Corporation Merger Severance Plan for Corporate Office Executives and Other Key Employees, incorporated by reference to Exhibit 10.1 ofthe Companys Quarterly Report on Form 10-Q (Commission file number 1-812) for the quarterly period ended June 30, 2019. 10.40 Amendment dated February 3, 2020, to the terms of certain awards granted underthe Companys Long Term Incentive Plans referred to above in Exhibit 10.11 and 10.22, by and between, United Technologies Corporation and Judy Marksincorporatedby reference to Exhibit 10.40 of the CompanysAnnual Report on Form 10-K (Commissionfile number 1-812) for thefiscal year ended December 31, 2019. 10.41 Transition Services Agreement, dated as of April 2, 2020, by and among United Technologies Corporation, Otis Worldwide Corporation and Carrier Global Corporation (incorporated by reference to Exhibit 10.1 ofthe Companys Current Report on Form 8-K(Commissionfile number1-812)filed with the SEC on April 8, 2020). 10.42 Tax Matters Agreement, dated as of April 2, 2020, by and among United Technologies Corporation, Otis Worldwide Corporation and Carrier Global Corporation (incorporated by reference to Exhibit 10.2 ofthe Companys Current Report on Form 8-K(Commission file number 1-812)filed with the SEC on April 8, 2020). 10.43 Employee Matters Agreement, dated as of April 2, 2020, by and among United Technologies Corporation, Otis Worldwide Corporation and Carrier Global Corporation (incorporated by reference to Exhibit 10.3 ofthe Companys Current Report on Form 8-K(Commission file number 1-812)filed with the SEC on April 8, 2020). 10.44 First Amendment to Employee Matters Agreement, dated as of May 22, 2020 (incorporated by reference to Exhibit 10.1 ofthe Companys Current Report on Form 8-K(Commission file number 1-812)filed with the SEC on May 29, 2020). 10.45 Intellectual Property Agreement, dated as of April 2, 2020, by and among United Technologies Corporation, Otis Worldwide Corporation and Carrier Global Corporation (incorporated by reference to Exhibit 10.4 oftheCompanys Current Report on Form 8-K(Commission file number 1-812)filed with the SEC on April 8, 2020). 10.46 Employment Agreement, dated as of June 9, 2019, by and between United Technologies Corporation and Thomas A. Kennedy.* 10.47 Raytheon Company 2010 Stock Plan, as amended as of May 24, 2017, incorporated by reference to Exhibit 10.2 to Raytheon Companys Quarterly Report on Form 10-Q for the quarter ended July 2, 2017. 10.48 Raytheon Company Excess Savings Plan, as amended and restated effective as of January 1, 2009, as further amended effective January 1, 2010 and November 1, 2013, incorporated by reference to Exhibit 10.9 to Raytheon Companys Annual Report on Form 10-K for the year ended December 31, 2013. 10.49 Raytheon Company Excess Pension Plan, as amended and restated effective as of January 1, 2009, as further amended effective January 1, 2009, incorporated by reference to Exhibit 10.10 to Raytheon Companys Annual Report on Form 10-K for the year ended December 31, 2013. 10.50 Raytheon Company Supplemental Executive Retirement Plan, as amended and restated effective as of January 1, 2009, as further amended effective January 1, 2011, incorporated by reference to Exhibit 10.11 to Raytheon Companys Annual Report on Form 10-K for the year ended December 31, 2013. 10.51 Raytheon Company Deferred Compensation Plan, as amended and restated effective as of January 1, 2009, as further amended effective January 1, 2009, January 1, 2010, May 6, 2010 and November 1, 2013, incorporated by reference to Exhibit 10.12 to Raytheon Companys Annual Report on Form 10-K for the year ended December 31, 2013. 10.53 Form of Change in Control Severance Agreement between Raytheon Company and certain executive officers (providing for benefits in the event of a qualified termination upon a change in control of two times base salary and bonus), incorporated by reference to Exhibit 10.22 to Raytheon Companys Annual Report on Form 10-K for the year ended December 31, 2009. 10.54 Form of Amendment to Change in Control Severance Agreement between Raytheon Company and its executive officers, incorporated by reference to Exhibit 10.60 to Raytheon Companys Annual Report on Form 10-K for the year ended December 31, 2009. 10.55 Form of Change in Control Severance Agreement between Raytheon Company and certain executive officers (providing for benefits in the event of a qualified termination upon a change in control of one times base salary and bonus), incorporated by reference to Exhibit 10.4 to Raytheon Companys Quarterly Report on Form 10-Q for the quarter ended April 3, 2016. 10.56 Letter Agreement dated January 21, 2015 by and between Raytheon Company and Anthony F. OBrien, incorporated by reference to Exhibit 10.1 to Raytheon Companys Quarterly Report on Form 10-Q for the quarter ended April 3, 2016. 10.57 Letter Agreement dated December 16, 2014 by and between Raytheon Company and Frank R. Jimenez, incorporated by reference to Exhibit 10.2 to Raytheon Companys Quarterly Report on Form 10-Q for the quarter ended April 3, 2016. 10.58 Amendment to Letter Agreement dated January 23, 2015 by and between Raytheon Company and Frank R. Jimenez, incorporated by reference to Exhibit 10.3 to Raytheon Companys Quarterly Report on Form 10-Q for the quarter ended April 3, 2016. 10.59 Enhanced Severance Plan for Senior Leadership Team Members, incorporated by reference to Exhibit 10.1 to Raytheon Companys Quarterly Report on Form 10-Q for the quarter ended June 30, 2019. 10.60 Letter Agreement, dated July 23, 2015, by Raytheon Company and Wesley D. Kremer, incorporated by reference to Exhibit 10.1 to Raytheon Companys Quarterly Report on Form 10-Q for the quarter ended March 31, 2019. 10.61 Amendment to Letter Agreement, dated March 21, 2019, by Raytheon Company and Wesley D. Kremer, incorporated by reference to Exhibit 10.2 to Raytheon Companys Quarterly Report on Form 10-Q for the quarter ended March 31, 2019. 18 PreferabilityLetterfromPricewaterhouseCoopers LLP.* 21 Subsidiaries of Raytheon Technologies Corporation.* 23 Consent of PricewaterhouseCoopers LLP.* 24 Powers of Attorney of Thomas A. Kennedy, Tracy A. Atkinson, Marshall O. Larsen, George R. Oliver, Robert K. Ortberg, Margaret L. OSullivan, Dinesh C. Paliwal, Ellen M. Pawlikowski, Denise L. Ramos, Fredric G. Reynolds, Brian C. Rogers, James A. Winnefeld, Jr. and Robert O. Work.* 31.1 Rule 13a-14(a)/15d-14(a) Certification.* 31.2 Rule 13a-14(a)/15d-14(a) Certification.* 31.3 Rule 13a-14(a)/15d-14(a) Certification.* 32 Section 1350 Certifications.*