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Honeywell International (NASDAQ: HON) exec converts RSUs, withholds shares for taxes

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Honeywell International executive James Masso, President/CEO Process Automation, settled 1,879 restricted stock units into an equal number of common shares on July 16, 2026, after adjustments related to the spin-off of Honeywell Aerospace and a reverse stock split of Honeywell Technologies.

Of the common shares issued, 620 were disposed of at $224.00 per share to satisfy tax obligations. Following this transaction, 3,733 restricted stock units remain outstanding, with 1,839 units vesting on July 14, 2027 and 1,894 units vesting on July 14, 2028, excluding reinvested dividend equivalents.

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Insider Masso James
Role Pres/CEO, Process Automation
Type Security Shares Price Value
Exercise Restricted Stock Units F3, F1, F2, F4, F5, F6 1,879 $0.00 $0.00
Exercise Common Stock F1, F2, F3 1,879 -- --
Exercise Price or Tax Liability Common Stock F1 620 $224.00 $139K
Holdings After Transaction: Restricted Stock Units — 3,733 shares (Direct); Common Stock — 1,259 shares (Direct)
Footnotes (6)
  1. F1. Reflects settlement of restricted stock units granted under the 2016 Stock Incentive Plan of Honeywell International Inc. and its Affiliates that vested on July 14, 2026. The transaction date reported, July 16, 2026, is the date on which the blackout period ended following the successful completion of the spin-off of Honeywell Aerospace Inc. ("Honeywell Aerospace") from Honeywell International Inc. ("Honeywell Technologies") on June 29, 2026.
  2. F2. The units were adjusted to reflect the spin-off of Honeywell Aerospace from Honeywell Technologies and further adjusted to reflect the reverse stock split of Honeywell Technologies.
  3. F3. Instrument converts to common stock on a one-for-one basis.
  4. F4. Includes the reinvestment of dividend equivalents into 40 additional restricted stock units.
  5. F5. The restricted stock units were granted under the 2016 Stock Incentive Plan of Honeywell International Inc. and its Affiliates with 1,839 units vesting on July 14, 2027 and 1,894 units vesting on July 14, 2028. The units were adjusted to reflect the spin-off of Honeywell Aerospace from Honeywell Technologies on June 29, 2026 and further adjusted to reflect the reverse stock split of Honeywell Technologies.
  6. F6. Excludes reinvestment of dividend equivalents during the vesting period.
RSUs settled 1,879 units Restricted stock units converted into common stock on July 16, 2026
Common shares acquired 1,879 shares Common stock received from one-for-one RSU conversion
Shares withheld for taxes 620 shares Disposition under code F to satisfy tax obligations
Tax withholding price $224.00 per share Per-share value for 620 shares delivered for tax liability
RSUs remaining 3,733 units Restricted stock units outstanding after the reported settlement
2027 vesting tranche 1,839 units RSUs scheduled to vest on July 14, 2027
2028 vesting tranche 1,894 units RSUs scheduled to vest on July 14, 2028
Restricted Stock Units financial
"Reflects settlement of restricted stock units granted under the 2016 Stock Incentive Plan"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
dividend equivalents financial
"Includes the reinvestment of dividend equivalents into 40 additional restricted stock units"
Payments tied to employee or contractor equity awards that mirror the cash dividends paid on the company’s stock; they give the holder the same economic benefit as owning the shares without transferring actual shares—often paid in cash or additional award units when the award becomes payable. Investors care because these payments affect a company’s compensation costs, cash flow and potential share dilution, and they signal how management is being rewarded and aligned with shareholders.
spin-off financial
"adjusted to reflect the spin-off of Honeywell Aerospace from Honeywell Technologies"
A spin-off happens when a company creates a new, independent business by separating part of itself, like splitting off a division into its own company. This often happens so the new company can focus better on its own goals or attract different investors. It matters because it can lead to more growth opportunities and clearer focus for both companies.
reverse stock split financial
"further adjusted to reflect the reverse stock split of Honeywell Technologies"
A reverse stock split reduces a company's number of outstanding shares while raising the price per share proportionally, so the total value of each investor's holding is unchanged; a 1-for-10 split turns 100 shares worth $1 each into 10 shares worth $10 each. Companies often do this to regain compliance with an exchange's minimum price rule or to attract investors who avoid very low-priced stocks.
blackout period financial
"the date on which the blackout period ended following the successful completion of the spin-off"
A blackout period is a temporary window when company insiders, employees or certain plan participants are barred from buying or selling the company’s stock, usually around earnings releases or other material events. It matters to investors because it reduces the risk of unfair trading based on secret information and can affect share liquidity and timing—think of it as a “no trading” zone set to keep the market fair and orderly.

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FAQ

What insider transactions did HON executive James Masso report on this Form 4?

James Masso reported settlement of 1,879 restricted stock units into common stock and a related disposition of 620 shares at $224.00 per share to cover tax obligations, all dated July 16, 2026.

How many Honeywell (HON) shares did James Masso acquire through RSU conversion?

Through RSU conversion, James Masso acquired 1,879 shares of Honeywell common stock on a one-for-one basis. These shares resulted from restricted stock units granted under Honeywell’s 2016 Stock Incentive Plan, adjusted for a spin-off and reverse stock split.

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

A total of 620 shares of Honeywell common stock were disposed of at $224.00 per share to satisfy tax obligations. This tax-withholding transaction is reported with code F, indicating payment of tax liability by delivering securities.

What restricted stock units remain outstanding for HON executive James Masso?

After this transaction, 3,733 restricted stock units remain outstanding for James Masso. These units exclude any future reinvestment of dividend equivalents and have scheduled vesting dates in 2027 and 2028 under the 2016 Stock Incentive Plan.

When will James Masso’s remaining Honeywell (HON) restricted stock units vest?

Remaining restricted stock units for James Masso vest in two tranches: 1,839 units on July 14, 2027 and 1,894 units on July 14, 2028. These RSUs were adjusted for the Honeywell Aerospace spin-off and a reverse stock split.

How did the Honeywell Aerospace spin-off affect HON executive James Masso’s RSUs?

Masso’s restricted stock units were adjusted to reflect the spin-off of Honeywell Aerospace from Honeywell Technologies and a subsequent reverse stock split. The reported RSU and share amounts incorporate these corporate actions and related adjustments under the 2016 Stock Incentive Plan.
SEC Form 4
FORM 4UNITED 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*
Masso James

(Last)(First)(Middle)
855 S. MINT STREET

(Street)
CHARLOTTE NORTH CAROLINA 28202

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
HONEYWELL INTERNATIONAL INC [ HON ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Pres/CEO, Process Automation
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
07/16/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock07/16/2026(1)M1,879(2)A(3)1,879D
Common Stock07/16/2026(1)F620D$2241,259D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Units(3)07/16/2026(1)M1,879(2)(4) (5) (5)Common Stock1,879(2)(4)$03,733(5)(6)D
Explanation of Responses:
1. Reflects settlement of restricted stock units granted under the 2016 Stock Incentive Plan of Honeywell International Inc. and its Affiliates that vested on July 14, 2026. The transaction date reported, July 16, 2026, is the date on which the blackout period ended following the successful completion of the spin-off of Honeywell Aerospace Inc. ("Honeywell Aerospace") from Honeywell International Inc. ("Honeywell Technologies") on June 29, 2026.
2. The units were adjusted to reflect the spin-off of Honeywell Aerospace from Honeywell Technologies and further adjusted to reflect the reverse stock split of Honeywell Technologies.
3. Instrument converts to common stock on a one-for-one basis.
4. Includes the reinvestment of dividend equivalents into 40 additional restricted stock units.
5. The restricted stock units were granted under the 2016 Stock Incentive Plan of Honeywell International Inc. and its Affiliates with 1,839 units vesting on July 14, 2027 and 1,894 units vesting on July 14, 2028. The units were adjusted to reflect the spin-off of Honeywell Aerospace from Honeywell Technologies on June 29, 2026 and further adjusted to reflect the reverse stock split of Honeywell Technologies.
6. Excludes reinvestment of dividend equivalents during the vesting period.
Remarks:
Richard Kent for James Masso07/20/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)