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86
PART IV
Item 15. Exhibits and Financial Statement Schedules
Financial Statements and Schedules — See Index on Page 37.
Exhibits
3.1
Restated Certificate of Incorporation of Textron as filed with the Secretary of State of Delaware on April 29, 2010.
Incorporated by reference to Exhibit 3.1 to Textron’s Quarterly Report on Form 10-Q for the fiscal quarter ended
April 3, 2010.
3.2
Amended and Restated By-Laws of Textron Inc. Incorporated by reference to Exhibit 3.2 to Textron’s Quarterly
Report on Form 10-Q for the fiscal quarter ended April 3, 2010.
4.1A
Indenture dated as of December 9, 1999, between Textron Financial Corporation and SunTrust Bank (formerly
known as Sun Trust Bank, Atlanta) (including form of debt securities). Incorporated by reference to Exhibit 4.1 to
Amendment No. 2 to Textron Financial Corporation’s Registration Statement on Form S-3 (No. 333-88509).
4.1B
First Supplemental Indenture dated November 16, 2006, between Textron Financial Corporation and U.S. Bank
National Association (successor trustee to Sun Trust Bank) to Indenture dated as of December 9, 1999. Incorporated
by reference to Exhibit 4.3 of Textron Financial Corporation’s Form S-3 (File No. 333-138755).
4.1C
Form of Medium-Term Note of Textron Financial Corporation. Incorporated by reference to Exhibit 4.3 to Textron
Financial Corporation’s Current Report on Form 8-K filed November 17, 2006.
4.2
Support Agreement dated as of May 25, 1994, between Textron Inc. and Textron Financial Corporation. Incorporated
by reference to Exhibit 10.1 to Textron Financial Corporation’s Registration Statement on Form 10 (File No. 0-
27559).
NOTE:
Instruments defining the rights of holders of certain issues of long-term debt of Textron have not been filed as
exhibits because the authorized principal amount of any one of such issues does not exceed 10% of the total assets of
Textron and its subsidiaries on a consolidated basis. Textron agrees to furnish a copy of each such instrument to the
Commission upon request.
NOTE:
Exhibits 10.1 through 10.21 below are management contracts or compensatory plans, contracts or agreements.
10.1A
Textron Inc. 2007 Long-Term Incentive Plan (Amended and Restated as of April 28, 2010). Incorporated by
reference to Exhibit 99(D)(1) to Textron’s Schedule TO filed on July 1, 2010.
10.1B
Form of Non-Qualified Stock Option Agreement. Incorporated by reference to Exhibit 10.2 to Textron’s Quarterly
Report on Form 10-Q for the fiscal quarter ended June 30, 2007.
10.1C
Form of Incentive Stock Option Agreement. Incorporated by reference to Exhibit 10.3 to Textron’s Quarterly Report
on Form 10-Q for the fiscal quarter ended June 30, 2007.
10.1D
Form of Restricted Stock Unit Grant Agreement. Incorporated by reference to Exhibit 10.4 to Textron’s Quarterly
Report on Form 10-Q for the fiscal quarter ended June 30, 2007.
10.1E
Form of Restricted Stock Unit Grant Agreement with Dividend Equivalents. Incorporated by reference to Exhibit
10.2 to Textron’s Quarterly Report on Form 10-Q for the fiscal quarter ended March 29, 2008.
10.1F
Form of Cash-Settled Restricted Stock Unit Grant Agreement with Dividend Equivalents. Incorporated by reference
to Exhibit 10.1G to Textron’s Annual Report on Form 10-K for the fiscal year ended January 3, 2009.
10.1G
Form of Performance Share Unit Grant Agreement. Incorporated by reference to Exhibit 10.1H to Textron’s Annual
Report on Form 10-K for the fiscal year ended January 3, 2009.