RTX Corporation is soliciting proxies for its 2026 Annual Meeting, where shareowners will vote on electing ten directors, an advisory say-on-pay proposal, and ratifying PricewaterhouseCoopers as 2026 auditor.
RTX highlights strong 2025 performance, including more than $138 billion in new bookings and a 23% increase in backlog to $268 billion, supported by record aerospace and defense demand. Cash flow from operating activities reached $10.6 billion and free cash flow was $7.9 billion. The company reports a 61% total shareowner return for 2025, compared with 18% for the S&P 500 Index, and a 7.9% increase in the quarterly dividend, from $0.63 to $0.68 per share.
Executive pay is heavily at risk and tied to financial metrics such as adjusted net income, free cash flow, adjusted EPS, ROIC and relative TSR. For 2025, RTX-wide annual incentive performance factors were 164%, and 2023–2025 performance share units vested at 146%. CEO Christopher T. Calio’s 2025 total direct compensation is shown as $27.65 million, with large long-term incentive awards. The proxy also details board composition, leadership structure combining Chairman and CEO, a robust Independent Lead Director role, committee responsibilities, risk oversight (including cybersecurity, product safety and AI), and ongoing board refreshment and self-evaluation practices.
RTX Corporation reported that James A. Winnefeld Jr. has resigned from its Board of Directors, effective March 5, 2026. The company states that his resignation was not due to any dispute or disagreement regarding RTX’s operations, policies, practices, or Code of Conduct.
Following his departure, the size of RTX’s Board will be reduced from eleven to ten directors, indicating the Board will continue with one fewer member rather than filling the seat immediately.
RTX Corp executive Dantaya M. Williams reported an open-market sale of company stock. On February 23, 2026, Williams sold 12,713 shares of RTX common stock at an average price of $202.8326 per share, leaving 16,749.4821 shares held directly.
The filing also reports 4,971 shares of RTX common stock held indirectly through a savings plan trustee.
RTX Corp EVP and CFO Neil G. Mitchill Jr. reported a mix of option exercises and share sales. He exercised stock appreciation rights into 19,394 shares of common stock at an exercise price of $76.00 per share, increasing his direct holdings before subsequent dispositions.
On the same date, he disposed of 3,473 and 3,697 shares back to the issuer and sold 5,921, 6,303 and 23,531 shares of common stock in open-market transactions at weighted average prices around $205.54 to $205.58 per share, based on price ranges detailed in the footnotes. After these transactions, he directly held 59,556 common shares and indirectly held 1,475 shares through a savings plan trustee.
RTX Corp executive Maharajh Ramsaran, EVP and General Counsel, reported an open-market sale of 15,124 shares of RTX common stock. The shares were sold on February 19, 2026 at a weighted average price of $204.6498 per share, based on multiple same-day trades between $204.62 and $204.7662.
After this transaction, Ramsaran directly owned 13,184 RTX shares. In addition, an indirect holding of 3,934 RTX shares was reported as held "By Savings Plan Trustee," reflecting shares associated with a savings plan account.
RTX Corp Chairman, President and CEO Christopher T. Calio exercised stock appreciation rights for 31,199 shares of common stock at an exercise price of $76 per share, then disposed of a significant portion of the resulting shares.
He sold a total of 63,568 shares of common stock in open-market transactions and a disposition to the issuer, at weighted average prices around $203–$205 per share, leaving 90,268.18 shares held directly after these transactions and 4,427 shares held indirectly by a savings plan trustee.
RTX Corp filed a Rule 144 notice listing proposed sales of common stock, including 19,595 shares from a SAR exercise dated 02/19/2026 and 43,973 shares from RSU vesting dated 02/08/2026.
The filing lists these specific share quantities and transaction types; cash‑flow treatment and aggregate offering details are not provided in the excerpt.