Honeywell 2013 Annual Report Download - page 136

(1) Equity compensation plans approved by shareowners awards under which are included in column
(a) of the table are the 2011 Stock Incentive Plan of Honeywell International Inc. and its Affiliates
(the “2011 Stock Incentive Plan”), the 2006 Stock Incentive Plan of Honeywell International Inc.
and its Affiliates (the “2006 Stock Incentive Plan”), and the 2003 Stock Incentive Plan of Honeywell
International Inc. and its Affiliates (the “2003 Stock Incentive Plan”) (30,284,081 shares of Common
Stock to be issued for options with a weighted average term of 6.43 years; 18,000 shares to be
issued for stock appreciation rights (“SARs”); 6,665,554 RSUs subject to continued employment;
and 1,805,848 deferred RSUs of earned and vested awards where delivery of shares has been
deferred); and the 2006 Stock Plan for Non-Employee Directors of Honeywell International Inc. (the
“2006 Non-Employee Director Plan”) and the 1994 Stock Plan for Non-Employee Directors of
Honeywell International Inc. (the “1994 Non-Employee Director Plan”) (354,356 shares of Common
Stock to be issued for options; and 23,277 RSUs subject to continued services). RSUs included in
column (a) of the table represent the full number of RSUs awarded and outstanding whereas the
number of shares of Common Stock to be issued upon vesting will be lower than what is reflected
on the table due to the net share settlement process used by the Company (whereas the value of
shares required to meet employee statutory minimum tax withholding requirements are not issued).
1,092,801 growth plan units were issued for the performance cycle commencing on January 1,
2010 and ending December 31, 2011 pursuant to the 2006 Stock Incentive Plan. The second and
final payment related to these growth plan units was paid in March 2013, subject to active
employment on the payment date. 1,535,800 growth plan units were issued for the performance
cycle commencing January 1, 2012 and ending December 31, 2013 pursuant to the 2011 Stock
Incentive Plan. 50% of the payment related to these growth plan units, if any, will be paid in March
2014 and the remaining 50% will be paid in March 2015, subject to active employment on the
payment dates.
The ultimate value of any growth plan award may be paid in cash or shares of Common Stock and,
thus, growth plan units are not included in the table above. The ultimate value of growth plan units
depends upon the achievement of pre-established performance goals during the two-year
performance cycle.
Because the number of future shares that may be distributed to employees participating in the
Honeywell Global Stock Plan is unknown, no shares attributable to that plan are included in column
(a) of the table above.
(2) Column (b) relates to stock options and does not include any exercise price for RSUs or growth
plan units granted to employees or non-employee directors under equity compensation plans.
RSUs do not have an exercise price because their value is dependent upon attainment of certain
performance goals or continued employment or service and they are settled for shares of Common
Stock on a one-for-one basis. Growth plan units are denominated in cash and the ultimate value of
the award is dependent upon attainment of certain performance goals.
(3) The number of shares that may be issued under the 2011 Stock Incentive Plan as of December 31,
2013 is 25,913,501 which includes the following additional shares under the 2011 Stock Incentive
Plan (or any Prior Plan as defined in the 2011 Stock Incentive Plan) that may again be available for
issuance: shares that are settled for cash, expire, are canceled, or under any Prior Plan, are
tendered in satisfaction of an option exercise price or tax withholding obligations, are reacquired
with cash tendered in satisfaction of an option exercise price or with monies attributable to any tax
deduction enjoyed by Honeywell to the exercise of an option, or are under any outstanding awards
assumed under any equity compensation plan of an entity acquired by Honeywell. No securities
are available for future issuance under the 2006 Stock Incentive Plan, the 2003 Stock Incentive
Plan, or the 1994 Non-Employee Director Plan.
The number of shares that may be issued under the Honeywell Global Stock Plan as of December 31,
2012 is 2,133,595. This plan is an umbrella plan for three plans maintained solely for eligible
employees of participating non-U.S. countries.
A sub-plan of the Honeywell Global Stock Plan, the UK Sharebuilder Plan, allows an eligible UK
employee to contribute a specified percentage of their taxable earnings that is then invested in
shares. The Company matches those shares and dividends paid are used to purchase additional
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