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Spin-off leaves Honeywell Aerospace (HONAV) director with shares and phantom units

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Reuss Mark L reported acquisition or exercise transactions in this Form 4 filing.

Honeywell Aerospace Inc. director Mark L. Reuss reported his post spin-off holdings and a new deferred compensation award. Honeywell International completed the previously announced spin-off of Honeywell Aerospace by distributing a pro rata dividend of one share of HONA common stock for every two Honeywell shares held as of June 15, 2026.

Following this distribution, Reuss holds 12 shares of HONA common stock directly and was credited with 135.1441 Deferred Compensation (Phantom Shares) tied to HONA stock. These phantom shares are granted under the Deferred Compensation Plan for Non-Employee Directors and will be settled in cash based on Honeywell Aerospace’s share price at future settlement.

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Insider Reuss Mark L
Role null
Type Security Shares Price Value
Grant/Award Deferred Compensation (Phantom Shares) 135.144 $226.24 $31K
holding Common Stock -- -- --
Holdings After Transaction: Deferred Compensation (Phantom Shares) — 135.144 shares (Direct, null); Common Stock — 12 shares (Direct, null)
Footnotes (1)
  1. On June 29, 2026, Honeywell International Inc. ("Honeywell") distributed a pro rata dividend to Honeywell shareowners of one share of common stock, par value $0.01 per share ("HONA Common Stock"), of Honeywell Aerospace Inc., a Delaware corporation ("HONA"), for every two shares of Honeywell common stock, par value $1.00 per share, held by each holder of record as of the close of business on June 15, 2026, to effect the previously announced spin-off of HONA from Honeywell. Deferred Compensation (Phantom Shares) are allocated based on the price of HONA Common Stock on the contribution date by dividing the dollar amount of the contribution by the price per share of HONA Common Stock. HONA Common Stock prices are based on the mean of the highest and lowest sales price on the date of contribution. Phantom Shares are settled in cash based on the price of HONA Common Stock at settlement. Phantom shares are accrued under the Deferred Compensation Plan for Non-Employee Directors and will be settled in cash based on elections by the Reporting Person as permitted under the Plan.
Spin-off ratio 1 HONA share for every 2 Honeywell shares Pro rata dividend to effect spin-off on June 29, 2026
Common shares held 12 shares HONA common stock held directly after spin-off distribution
Phantom shares granted 135.1441 units Deferred Compensation (Phantom Shares) tied to HONA stock
Allocation price $226.2400 per share HONA price used to allocate phantom shares on contribution date
Record date June 15, 2026 Shareowners of record eligible for HONA spin-off dividend
Distribution date June 29, 2026 Date Honeywell International distributed HONA shares as dividend
HONA par value $0.01 per share Par value of Honeywell Aerospace Inc. common stock
Honeywell par value $1.00 per share Par value of Honeywell International Inc. common stock
pro rata dividend financial
"distributed a pro rata dividend to Honeywell shareowners of one share of common stock"
spin-off financial
"to effect the previously announced spin-off of HONA from Honeywell"
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.
Deferred Compensation (Phantom Shares) financial
"Deferred Compensation (Phantom Shares) are allocated based on the price of HONA Common Stock"
Deferred Compensation Plan for Non-Employee Directors financial
"Phantom shares are accrued under the Deferred Compensation Plan for Non-Employee Directors"
phantom shares financial
"Phantom Shares are settled in cash based on the price of HONA Common Stock"
Phantom shares are a form of employee or executive compensation that mimics the economic value of owning company stock without actually issuing real shares; holders receive cash or equivalent payments tied to the company’s share price or dividends. Think of it like a receipt that pays out if the stock rises — it aligns managers’ interests with shareholders but does not dilute ownership, while creating a future cash obligation that investors should watch as it can affect company cash flow and valuation.
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Learn about SEC filing dates
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*
Reuss Mark L

(Last)(First)(Middle)
C/O HONEYWELL AEROSPACE INC.
1944 E SKY HARBOR CIRCLE N

(Street)
PHOENIX ARIZONA 85034

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Honeywell Aerospace Inc. [ HONA ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/29/2026
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 Stock12(1)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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Deferred Compensation (Phantom Shares)(2)06/29/2026A135.1441 (3) (3)Common Stock135.1441$226.24135.1441D
Explanation of Responses:
1. On June 29, 2026, Honeywell International Inc. ("Honeywell") distributed a pro rata dividend to Honeywell shareowners of one share of common stock, par value $0.01 per share ("HONA Common Stock"), of Honeywell Aerospace Inc., a Delaware corporation ("HONA"), for every two shares of Honeywell common stock, par value $1.00 per share, held by each holder of record as of the close of business on June 15, 2026, to effect the previously announced spin-off of HONA from Honeywell.
2. Deferred Compensation (Phantom Shares) are allocated based on the price of HONA Common Stock on the contribution date by dividing the dollar amount of the contribution by the price per share of HONA Common Stock. HONA Common Stock prices are based on the mean of the highest and lowest sales price on the date of contribution. Phantom Shares are settled in cash based on the price of HONA Common Stock at settlement.
3. Phantom shares are accrued under the Deferred Compensation Plan for Non-Employee Directors and will be settled in cash based on elections by the Reporting Person as permitted under the Plan.
Remarks:
/s/ Jennifer Nelson for Mark L. Reuss07/01/2026
** 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)

FAQ

What does this Form 4 filing show for Honeywell Aerospace (HONAV) director Mark L. Reuss?

The filing shows Mark L. Reuss’s updated Honeywell Aerospace holdings after a spin-off dividend and a new deferred compensation award. He now holds common shares directly plus additional cash-settled phantom shares under a non-employee director deferred compensation plan.

How was the Honeywell Aerospace (HONAV) spin-off from Honeywell International structured?

Honeywell International completed the spin-off by paying a pro rata dividend of one HONA common share for every two Honeywell common shares held. The distribution occurred on June 29, 2026, for shareowners of record at the close of business on June 15, 2026.

How many Honeywell Aerospace (HONAV) shares does Mark L. Reuss hold after the spin-off?

After the spin-off dividend, Mark L. Reuss holds 12 shares of Honeywell Aerospace common stock directly. This reflects the shares credited to him through Honeywell International’s one-for-two pro rata distribution used to complete the Honeywell Aerospace separation.

What are Deferred Compensation (Phantom Shares) reported for Honeywell Aerospace (HONAV)?

The Deferred Compensation (Phantom Shares) are cash-settled units tied to Honeywell Aerospace’s stock price. They are allocated by dividing the contribution amount by the HONA share price and are ultimately settled in cash based on the stock price at settlement, not delivered as actual shares.

How many phantom shares tied to Honeywell Aerospace (HONAV) did Mark L. Reuss receive?

Mark L. Reuss was credited with 135.1441 Deferred Compensation (Phantom Shares) linked to Honeywell Aerospace common stock. These units were granted under the Deferred Compensation Plan for Non-Employee Directors and represent a compensation award rather than a market purchase of HONA shares.

How is the value of Honeywell Aerospace (HONAV) phantom shares determined for Mark L. Reuss?

The number of phantom shares is determined by dividing the dollar contribution amount by the HONA share price on the contribution date. That price equals the mean of the highest and lowest sales prices that day, and future cash settlement is based on HONA’s price at settlement.