Honeywell (HON) CEO Kapur converts RSUs, withholds shares for taxes

Rhea-AI Filing Summary

Honeywell International CEO Vimal Kapur reported equity award transactions involving company stock. On February 10, 2026, 2,742 restricted stock units were converted on a one-for-one basis into 2,742 shares of Honeywell common stock. In a related transaction, 1,192 shares were disposed of at $242.02 per share to satisfy tax withholding obligations, leaving 2,067 directly held shares after these transactions.

Kapur also reports indirect ownership of 34,774 common shares held in a trust and 984.0348 common shares held in a 401(k) plan. The restricted stock units were granted under Honeywell’s 2016 Stock Incentive Plan and vest in three annual installments on February 10, 2025, 2026, and 2027.

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)
02/10/2026

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	02/10/2026		M		2,742	A	(1)	3,259	D
Common Stock	02/10/2026		F		1,192	D	$242.02	2,067	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)	02/10/2026		M			2,742(2)(3)	(4)	(4)	Common Stock	2,742(2)(3)	$0	2,652(5)	D

Explanation of Responses:

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

2. Includes the reinvestment of dividend equivalents into 170 additional restricted stock units.

3. 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.

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 10, 2025, February 10, 2026 and February 10, 2027, respectively.

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

Remarks:

	Richard Kent for Vimal Kapur	02/12/2026
	** 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.

FAQ

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

Vimal Kapur reported the conversion of restricted stock units into common shares. On February 10, 2026, 2,742 restricted stock units converted on a one-for-one basis into 2,742 Honeywell common shares as part of his equity compensation, with a portion later withheld for taxes.

How many Honeywell (HON) shares were withheld for taxes in Kapur’s Form 4?

1,192 Honeywell common shares were disposed of to cover tax obligations. These shares were transferred at $242.02 per share in a transaction coded “F,” which denotes payment of tax liability by delivering securities rather than an open-market sale.

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

Kapur directly holds 2,067 Honeywell common shares after the transactions. This reflects the net result of 2,742 shares received from restricted stock unit conversion and 1,192 shares disposed of to satisfy tax withholding requirements on February 10, 2026.

What indirect Honeywell (HON) holdings does Vimal Kapur report on this Form 4?

Kapur reports two categories of indirect Honeywell share holdings. He lists 34,774 common shares held in a trust and 984.0348 common shares held in a 401(k) plan, both reported as indirect ownership interests separate from his directly held shares.

What are the terms of the Honeywell restricted stock units held by Vimal Kapur?

The restricted stock units were granted under Honeywell’s 2016 Stock Incentive Plan. They vest in three tranches of 33%, 33%, and 34% on February 10, 2025, February 10, 2026, and February 10, 2027, respectively, and convert to common stock one-for-one.

How did the Solstice Advanced Materials spin-off affect Kapur’s Honeywell RSUs?

Kapur’s restricted stock units were adjusted for the Solstice Advanced Materials spin-off. The filing notes the RSUs were modified based on an applicable adjustment factor related to the October 30, 2025 spin-off, and the totals include 170 additional units from dividend equivalent reinvestments.