Honeywell 2003 Annual Report Download - page 26

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(4) Equity compensation plans not approved by shareowners that are included in
the table are the Supplemental Non-Qualified Savings Plans for Highly
Compensated Employees of Honeywell International Inc. and its Subsidiaries,
the AlliedSignal Incentive Compensation Plan for Executive Employees of
AlliedSignal Inc. and its Subsidiaries, and the Deferred Compensation Plan
for Non-Employee Directors of Honeywell International Inc.
The Supplemental Non-Qualified Savings Plans for Highly Compensated
Employees of Honeywell International Inc. and its Subsidiaries are unfunded,
nonqualified plans that provide benefits equal to the employee deferrals and
company matching allocations that would have been provided under Honeywell's
U.S. tax-qualified savings plan if the Internal Revenue Code limitations on
compensation and contributions did not apply. The company matching
contribution is credited to participants' accounts in the form of notional
shares of Honeywell common stock. Additional notional shares are credited to
participants' accounts equal to the value of any cash dividends payable on
actual shares of Honeywell common stock. The notional shares are distributed
in the form of actual shares of Honeywell common stock when payments are
made to participants under the plans.
The AlliedSignal Incentive Compensation Plan for Executive Employees of
AlliedSignal Inc. and its Subsidiaries was a cash incentive compensation
plan maintained by AlliedSignal Inc. This plan has expired. Employees were
permitted to defer receipt of a cash bonus payable under the plan and invest
the deferred bonus in notional shares of Honeywell common stock. The
notional shares are distributed in the form of actual shares of Honeywell
common stock when payments are made to participants under the plan. No
further deferrals can be made under this plan. The number of Honeywell
securities that remain to be issued under this expired plan is 55,910.
The Deferred Compensation Plan for Non-Employee Directors of Honeywell
International Inc. provides for mandatory and elective deferral of certain
payments to non-employee directors. Mandatory deferrals are invested in
notional shares of Honeywell common stock. Directors may also invest any
elective deferrals in notional shares of Honeywell common stock. Additional
notional shares are credited to participant accounts equal to the value of
any cash dividends payable on actual shares of Honeywell common stock.
Notional shares of Honeywell common stock are converted to an equivalent
amount of cash at the time the distributions are made from the plan to
directors. However, two former directors are entitled to receive periodic
distributions of actual shares of Honeywell common stock that were
notionally allocated to their accounts in years prior to 1992. The number of
Honeywell securities that remain to be issued to these two directors is
4,772.
(5) Column (b) does not include any exercise price for notional shares allocated
to employees under Honeywell's equity compensation plans not approved by
shareowners because all of these shares are notionally allocated as a
matching contribution under the non-qualified savings plans or as a notional
investment of deferred bonuses or fees under the cash incentive compensation
and directors' plans as described in note 4 and are only settled for shares
of Honeywell common stock on a one-for-one basis.
(6) No securities are available for future issuance under the AlliedSignal
Incentive Compensation Plan for Executive Employees of AlliedSignal Inc. and
its Subsidiaries and the Deferred Compensation Plan for Non-Employee
Directors of Honeywell International Inc. The cash incentive compensation
plan has expired. All notional investments in shares of Honeywell common
stock are converted to cash when payments are made under the directors' plan
(other than with respect to 4,772 shares of Honeywell common stock included
in column (a) that is payable to two former directors). The amount of
securities available for future issuance under the Supplemental
Non-Qualified Savings Plan for Highly Compensated Employees of Honeywell
International Inc. and its Subsidiaries is not determinable because the
number of securities that may be issued under these plans depends upon the
amount deferred to the plans by participants in future years.
The table does not contain information for the following plans and arrangements:
Employee benefit plans of Honeywell intended to meet the requirements
of Section 401(a) of the Internal Revenue Code and a small number of
foreign employee benefit plans which are similar to such Section 401(a)
plans.
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