Honeywell International Inc. · NASDAQ:HON

Honeywell International — Shareholder Meeting (April 2015)

15 slides from Honeywell International's shareholder meeting presentation, Apr 9, 2015

  1. Slide 1: Honeywell 2015 Annual Meeting Summary of Proxy Matters

    Honeywell 2015 Annual Meeting Summary of Proxy Matters April 2015

  2. Slide 2: Forward Looking Statements

    2 Discussion Of 2015 Proxy Matters This report contains “forward - looking statements” within the meaning of Section 21E of the Securities Exchange Act of 1934. All statements, other than statements of fact, that address activities, events or developments that we or our management intend, expect, pr

  3. Slide 3: Business Overview

    3 Discussion Of 2015 Proxy Matters Total Sales $40.3B • UOP (Universal Oil Products) • Process Solutions • Advanced Materials • Commercial OE (Original Equipment) • Commercial Aftermarket • Defense & Space • Transportation Systems • Energy, Safety & Security • Building Solutions & Distribution Busin

  4. Slide 4: Realigning Our Portfolio

    4 Discussion Of 2015 Proxy Matters Realigning Our Portfolio Aerospace (w/ Transportation Systems) 2014 Sales: $15.6B • In 2014, we realigned our segment reporting structure. We now operate in three business segments • Transportation Systems is now part of Aerospace; realignment takes advantage of en

  5. Slide 5: Track Record Of Strong Performance

    5 Discussion Of 2015 Proxy Matters 2013 2014 Track Record Of Strong Performance 1 As Of Market Close On December 31, 2014 2 Multi - Industry Peer Median Or “Multi” Includes EMR, GE, MMM & UTX (Peers With Most Similar Profile To HON) Note: EPS, V% Exclude Pension Mark - to - Market Adjustment; FCF =

  6. Slide 6: Well-Positioned To Reach 2018 Long-Term Targets

    6 Discussion Of 2015 Proxy Matters 16.3% 17.0% 18.5% - 20.0% 2013 2014* 2018 Target Segment Profit Segment Margin $39.1 $40.5 $46 - $51 2013 2014* 2018 Target Segment Profit / Margin Sales ($B) Adding $7 - 12B Of Sales +220 - 370 Bps *Excludes 4Q14 $184M OEM Incentives Well - Positioned To Reach 201

  7. Slide 7: Compensation Plan Overview and Philosophy

    7 Discussion Of 2015 Proxy Matters Base Salary 7% Annual Incentive Plan 20% Growth Plan* 18% Stock Options 36% Perf . Options 19% Compensation Plan Overview Our Compensation Philosophy Our executive compensation programs support creation of shareowner value through four key objectives: 1. Attract an

  8. Slide 8: Performance Set To Rigorous Targets

    8 Discussion Of 2015 Proxy Matters Performance Set To Rigorous Targets * EPS, V% Exclude Pension Mark - To - Market Adjustment ** For 2013 - 2014 ICP Purposes, FCF Measured Prior to Any Cash Pension Contributions, NARCO Trust Establishment Payments, and Cas h Taxes Relating to the Sale of Available

  9. Slide 9: CEO Performance-Based Retention Award

    9 Discussion Of 2015 Proxy Matters Key terms of Performance Stock Options or PSOs CEO Performance - Based Retention Award x HON has experienced extraordinary success over CEO David Cote’s tenure. Under his leadership, HON delivered a 316% TSR, far exceeding both compensation peers (200%) and the S&P

  10. Slide 10: Strong Board And Governance Practices

    10 Discussion Of 2015 Proxy Matters Strong Board And Governance Practices 3 3 2 2 3 0 - 3 years 4 - 6 years 7 - 9 years 10 - 12 years 13+ years Balanced Independent Director Tenure Average = 7.8 years Governance x Annual director elections with majority vote standard x All directors are independent

  11. Slide 11: Independent Chair Structure Is Not Appropriate At This Time

    11 Discussion Of 2015 Proxy Matters Independent Chair Structure Is Not Appropriate At This Time Lead Independent Director Role with Significant Responsibilities • In response to shareowner feedback, our Board created a Lead Independent Director role in December 2014 • The position is currently held

  12. Slide 12: Appendix: Reconciliation of non-GAAP Measures to GAAP Measures

    12 Discussion Of 2015 Proxy Matters Appendix Reconciliation of non - GAAP Measures to GAAP Measures

  13. Slide 13: Reconciliation Of Segment Profit To Operating Income

    13 Discussion Of 2015 Proxy Matters Reconciliation Of Segment Profit To Operating Income And Calculation Of Segment Profit And Operating Income Margins ($M) 2013 2014 Segment Profit $6,351 $6,696 Stock Based Compensation (1) (170) (187) Repositioning and Other (1, 2) (699) (634) Pension Ongoing Inco

  14. Slide 14: Reconciliation Of EPS To EPS, Excluding Pension Mark-to-Market Adjustment

    14 Discussion Of 2015 Proxy Matters Reconciliation Of EPS To EPS, Excluding Pension Mark - to - Market Adjustment 2013 (1) 2014 (2) EPS $4.92 $5.33 Pension Mark-to-Market Adjustment 0.05 0.23 EPS, Excluding Pension Mark-to-Market Adjustment $4.97 $5.56 (1) Utilizes weighted average shares of 797.3 m

  15. Slide 15: Reconciliation Of Cash Provided By Operating Activities To Free Cash Flow

    15 Discussion Of 2015 Proxy Matters Reconciliation Of Cash Provided By Operating Activities To Free Cash Flow ($M) 2013 2014 Cash Provided by Operating Activities $4,335 $5,024 Expenditures for Property, Plant and Equipment (947) (1,094) Free Cash Flow $3,388 $3,930

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