Honeywell CEO exercises 1,135 RSUs, withholds shares

Honeywell International CEO Vimal Kapur reported equity award activity involving restricted stock units and common shares.

Rhea-AI Filing Summary

Honeywell International CEO Vimal Kapur reported equity award activity involving restricted stock units and common shares. On February 11, 2026, 1,135 restricted stock units were converted into 1,135 shares of common stock through an exercise of derivative securities. To cover tax obligations, 494 common shares were disposed of at $242.08 per share in a tax-withholding transaction, leaving 2,708 directly held common shares. Kapur also reports 34,774 common shares held in a trust and 984.0348 shares held in a 401(k) plan as indirect ownership. The restricted stock units were granted under Honeywell's 2016 Stock Incentive Plan and vest in stages through February 11, 2028.

Insider Trade Summary

1,135 shares exercised/converted

Exercise 5 txns

Insider Kapur Vimal

Role Chief Executive Officer

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units	1,135	$0.00	$0.00
Exercise	Common Stock	1,135	$0.00	$0.00
Exercise Price or Tax Liability	Common Stock	494	$242.08	$120K
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--

Holdings After Transaction: Restricted Stock Units — 1,077 contracts (Direct); Common Stock — 2,708 shares (Direct); Common Stock — 34,774 shares (Indirect, Held in a Trust); Common Stock — 984.0348 shares (Indirect, Held in a 401k plan)

Footnotes (5)

1. F1. Instrument converts to common stock on a one-for-one basis.
2. F2. The Restricted Stock Units held by the Reporting Person were adjusted based on an applicable adjustment factor for the Solstice Advanced Materials spin-off that occurred on October 30, 2025.
3. F3. Includes the reinvestment of dividend equivalents into 91 additional restricted stock units.
4. F4. The Restricted Stock Units were granted under the 2016 Stock Incentive Plan of Honeywell International Inc. and its Affiliates and vest 33%, 33% and 34% on each of February 11, 2024, February 11, 2026 and February 11, 2028, respectively.
5. F5. Excludes reinvestment of dividend equivalents during the vesting period.

FAQ

What insider transactions did Honeywell (HON) CEO Vimal Kapur report?

Vimal Kapur reported exercising 1,135 restricted stock units into common stock and a related tax-withholding disposition of 494 common shares at $242.08 per share, resulting in 2,708 directly owned shares after the transactions.

Did Honeywell (HON) CEO Vimal Kapur buy or sell shares on the open market?

The filing shows no open-market buy or sell. Kapur converted 1,135 restricted stock units into common stock and used 494 shares to satisfy tax obligations, a non-open-market tax-withholding disposition coded as transaction type “F.”

How many Honeywell (HON) shares does Vimal Kapur own directly after the transactions?

After the reported equity transactions, Vimal Kapur directly owns 2,708 shares of Honeywell common stock. This reflects the RSU conversion and the 494-share tax-withholding disposition reported for February 11, 2026.

What indirect Honeywell (HON) holdings does Vimal Kapur report?

Kapur reports indirect ownership of 34,774 Honeywell common shares held in a trust and 984.0348 shares held in a 401(k) plan. These positions supplement his directly held shares disclosed in the same insider filing.

How are Vimal Kapur’s Honeywell (HON) restricted stock units structured?

The restricted stock units convert to common stock on a one-for-one basis. They were granted under Honeywell’s 2016 Stock Incentive Plan and vest 33%, 33% and 34% on February 11, 2024, February 11, 2026 and February 11, 2028, respectively.

Why were Vimal Kapur’s Honeywell (HON) restricted stock units adjusted?

The restricted stock units were adjusted using an applicable adjustment factor linked to the Solstice Advanced Materials spin-off on October 30, 2025, and include the reinvestment of dividend equivalents into 91 additional restricted stock units.

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Accepted by SEC EDGAR 02/13/2026 - 04:49 PM Learn about SEC filing dates

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Kapur Vimal

(Last) (First) (Middle)

855 S. MINT STREET

(Street)

CHARLOTTE NC 28202

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
HONEYWELL INTERNATIONAL INC [ HON ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Executive Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/11/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	02/11/2026		M		1,135	A	(1)	3,202	D
Common Stock	02/11/2026		F		494	D	$242.08	2,708	D
Common Stock								34,774	I	Held in a Trust
Common Stock								984.0348	I	Held in a 401k plan

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Units	(1)	02/11/2026		M			1,135(2)(3)	(4)	(4)	Common Stock	1,135(2)(3)	$0	1,077(5)	D

Explanation of Responses:

1. Instrument converts to common stock on a one-for-one basis.

2. The Restricted Stock Units held by the Reporting Person were adjusted based on an applicable adjustment factor for the Solstice Advanced Materials spin-off that occurred on October 30, 2025.

3. Includes the reinvestment of dividend equivalents into 91 additional restricted stock units.

4. The Restricted Stock Units were granted under the 2016 Stock Incentive Plan of Honeywell International Inc. and its Affiliates and vest 33%, 33% and 34% on each of February 11, 2024, February 11, 2026 and February 11, 2028, respectively.

5. Excludes reinvestment of dividend equivalents during the vesting period.

Remarks:

	Richard Kent for Vimal Kapur	02/13/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.