Honeywell (HON) director exercises options and sells 5,847 shares

Filing Impact

(Very High)

Filing Sentiment

(Negative)

Form Type

Rhea-AI Filing Summary

Honeywell International Inc. director Grace Lieblein reported a mix of option exercises and share sales in Honeywell stock. On February 23, 2026, she exercised three stock option grants, converting them into common shares at exercise prices of $117.58, $135.78, and $163.47 per share. The filing also shows three open-market sales totaling 5,847 common shares at a sale price of $243.73 per share. After these transactions, she held 15,889 Honeywell common shares directly. One option exercise was carried out under a pre-established Rule 10b5-1 trading plan adopted on November 24, 2025.

Insider Trade Summary

Net Seller: 5,847 shares ($1,425,089)

Net Sell 9 txns

Insider Lieblein Grace

Role Director

Sold 5,847 shs ($1.43M)

Type	Security	Shares	Price	Value
Exercise	Stock Option (Right to Buy)	3,171	$0.00	--
Exercise	Stock Option (Right to Buy)	2,423	$0.00	--
Exercise	Stock Option (Right to Buy)	2,183	$0.00	--
Exercise	Common Stock	3,171	$117.58	$373K
Sale	Common Stock	2,242	$243.73	$546K
Exercise	Common Stock	2,423	$135.78	$329K
Sale	Common Stock	1,819	$243.73	$443K
Exercise	Common Stock	2,183	$163.47	$357K
Sale	Common Stock	1,786	$243.73	$435K

Holdings After Transaction: Stock Option (Right to Buy) — 0 shares (Direct); Common Stock — 17,130 shares (Direct)

Footnotes (1)

The exercise was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on November 24, 2025. All options held by the Reporting Person have been adjusted to increase the number of shares and reduce the exercise price in a manner subject to the adjustment provisions the Garrett Motion Inc. spin-off from Honeywell which occurred on October 1, 2018; the Resideo Technologies, Inc. spin-off from Honeywell which occurred on October 29, 2018; and have been adjusted to increase the number of shares and reduce the exercise price based on an applicable adjustment ratio for the Solstice Advanced Materials spin-off that occurred on October 30, 2025. All stock options held by the Reporting Person have been adjusted to increase the number of shares and reduce the exercise price based on an applicable adjustment ratio for the Solstice Advanced Materials spin-off that occurred on October 30, 2025. Represents exempt grant of non-qualified stock options under the 2016 Stock Plan for Non-Employee Directors of Honeywell International Inc. that vested in four equal annual installments, with the first installment vesting on April 24, 2018. Represents exempt grant of non-qualified stock options under the 2016 Stock Plan for Non-Employee Directors of Honeywell International Inc. that vested in four equal annual installments, with the first installment vesting on April 23, 2019. Represents exempt grant of non-qualified stock options under the 2016 Stock Plan for Non-Employee Directors of Honeywell International Inc. that vested in four equal annual installments, with the first installment vesting on April 29, 2020.

Form 4 Insider Transactions: What Each Field Means →

02/24/2026 - 06:19 PM

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^*

Lieblein Grace

(Last)

(First)

(Middle)

855 S. MINT STREET

(Street)

CHARLOTTE

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
	Officer (give title below)	Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
02/23/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	02/23/2026		M⁽¹⁾		3,171	A	$117.58⁽²⁾	17,130	D
Common Stock	02/23/2026		S		2,242	D	$243.73	14,888	D
Common Stock	02/23/2026		M⁽¹⁾		2,423	A	$135.78⁽²⁾	17,311	D
Common Stock	02/23/2026		S		1,819	D	$243.73	15,492	D
Common Stock	02/23/2026		M⁽¹⁾		2,183	A	$163.47⁽³⁾	17,675	D
Common Stock	02/23/2026		S		1,786	D	$243.73	15,889	D

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Stock Option (Right to Buy)	$117.58⁽²⁾	02/23/2026		M⁽¹⁾			3,171	04/24/2021⁽⁴⁾	04/23/2027⁽⁴⁾	Common Stock	3,171⁽²⁾	$0	0	D
Stock Option (Right to Buy)	$135.78⁽²⁾	02/23/2026		M⁽¹⁾			2,423	04/24/2022⁽⁵⁾	04/23/2028⁽⁵⁾	Common Stock	2,423⁽²⁾	$0	0	D
Stock Option (Right to Buy)	$163.47⁽³⁾	02/23/2026		M⁽¹⁾			2,183	04/29/2023⁽⁶⁾	04/28/2029⁽⁶⁾	Common Stock	2,183⁽³⁾	$0	0	D

Explanation of Responses:

1. The exercise was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on November 24, 2025.

2. All options held by the Reporting Person have been adjusted to increase the number of shares and reduce the exercise price in a manner subject to the adjustment provisions the Garrett Motion Inc. spin-off from Honeywell which occurred on October 1, 2018; the Resideo Technologies, Inc. spin-off from Honeywell which occurred on October 29, 2018; and have been adjusted to increase the number of shares and reduce the exercise price based on an applicable adjustment ratio for the Solstice Advanced Materials spin-off that occurred on October 30, 2025.

3. All stock options held by the Reporting Person have been adjusted to increase the number of shares and reduce the exercise price based on an applicable adjustment ratio for the Solstice Advanced Materials spin-off that occurred on October 30, 2025.

4. Represents exempt grant of non-qualified stock options under the 2016 Stock Plan for Non-Employee Directors of Honeywell International Inc. that vested in four equal annual installments, with the first installment vesting on April 24, 2018.

5. Represents exempt grant of non-qualified stock options under the 2016 Stock Plan for Non-Employee Directors of Honeywell International Inc. that vested in four equal annual installments, with the first installment vesting on April 23, 2019.

6. Represents exempt grant of non-qualified stock options under the 2016 Stock Plan for Non-Employee Directors of Honeywell International Inc. that vested in four equal annual installments, with the first installment vesting on April 29, 2020.

Remarks:

	Richard Kent for Grace Lieblein	02/24/2026
	** 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.

Source: View Original Filing on SEC EDGAR

FAQ

What did Honeywell (HON) director Grace Lieblein report on this Form 4?

Honeywell director Grace Lieblein reported exercising several stock options and selling common shares. The transactions on February 23, 2026 converted options into stock and included open-market sales totaling 5,847 shares, leaving her with 15,889 Honeywell shares held directly.

How many Honeywell (HON) shares did Grace Lieblein sell in the latest filing?

Grace Lieblein sold 5,847 Honeywell common shares in total. The sales occurred on February 23, 2026 at a reported price of $243.73 per share, as part of open-market or private transactions described in the Form 4 filing.

What stock options did Grace Lieblein exercise in Honeywell (HON)?

Grace Lieblein exercised three Honeywell stock option grants that converted into common shares. The reported exercise prices were $117.58, $135.78, and $163.47 per share, reflecting options previously granted under Honeywell’s 2016 Stock Plan for Non-Employee Directors.

How many Honeywell (HON) shares does Grace Lieblein own after these transactions?

After the reported exercises and sales, Grace Lieblein directly owns 15,889 Honeywell common shares. This figure reflects her share balance following the February 23, 2026 transactions disclosed in the Form 4 insider trading report.

Was a Rule 10b5-1 trading plan involved in Grace Lieblein’s Honeywell (HON) transactions?

Yes. One option exercise was carried out under a Rule 10b5-1 trading plan. The filing notes the plan was adopted by Grace Lieblein on November 24, 2025, providing a pre-arranged framework for executing that specific transaction.

What role does Grace Lieblein hold at Honeywell (HON) in this Form 4?

In this Form 4, Grace Lieblein is identified as a director of Honeywell International Inc. The transactions relate to her equity holdings and option awards as a non-employee director under Honeywell’s director stock compensation programs.