SEC Filing | Honeywell International Inc.

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SEC FORM 3 SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Mattimore Karen

(Last)

(First)

(Middle)

300 SOUTH TRYON STREET

(Street)

CHARLOTTE

28202

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
06/10/2020

3. Issuer Name and Ticker or Trading Symbol
HONEYWELL INTERNATIONAL INC [ HON ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
SrVP, HR and Communications

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	7	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Employee Stock Options (right to buy)	⁽¹⁾	02/26/2023	Common Stock	5,119	66.43	D
Employee Stock Options (right to buy)	⁽¹⁾	02/26/2024	Common Stock	7,352	89.48	D
Employee Stock Options (right to buy)	⁽¹⁾	02/25/2025	Common Stock	7,352	98.93	D
Employee Stock Options (right to buy)	⁽¹⁾	02/24/2026	Common Stock	9,452	98.7	D
Employee Stock Options (right to buy)	⁽²⁾	02/27/2027	Common Stock	12,532	119.69	D
Employee Stock Options (right to buy)	⁽³⁾	02/26/2028	Common Stock	12,532	148.79	D
Employee Stock Options (right to buy)	⁽⁴⁾	02/25/2029	Common Stock	12,371	154.22	D
Employee Stock Options (right to buy)	⁽⁵⁾	02/13/2030	Common Stock	13,234	180.92	D
Restricted Stock Units	⁽⁷⁾	⁽⁷⁾	Common Stock	2,817	⁽⁶⁾	D
Restricted Stock Units	⁽⁸⁾	⁽⁸⁾	Common Stock	1,798	⁽⁶⁾	D
Restricted Stock Units	⁽⁹⁾	⁽⁹⁾	Common Stock	4,701	⁽⁶⁾	D
Restricted Stock Units	⁽¹⁰⁾	⁽¹⁰⁾	Common Stock	1,727	⁽⁶⁾	D
Restricted Stock Units	⁽¹¹⁾	⁽¹¹⁾	Common Stock	1,567	⁽⁶⁾	D
Supplemental Savings Plan Interests	⁽¹²⁾	⁽¹²⁾	Common Stock	322.9749	⁽¹²⁾	D

Explanation of Responses:

1. The Employee Stock Options were granted under the 2011 Stock Incentive Plan and are fully vested.

2. The Employee Stock Options were granted under the 2016 Stock Incentive Plan with 9,399 options fully vested and 3,133 options vesting on February 28, 2021.

3. The Employee Stock Options were granted under the 2016 Stock Incentive Plan with 6,266 options fully vested and 3,133 options vesting on February 27, 2021 and 3,133 options vesting on February 27, 2022.

4. The Employee Stock Options were granted under the 2016 Stock Incentive Plan with 3,092 options fully vested and 3,092 options vesting on February 26, 2021; 3,092 options vesting on February 26, 2022 and 3,095 options vesting on February 26, 2023.

5. The Employee Stock Options were granted under the 2016 Stock Incentive Plan with 3,309 options vesting on February 14, 2021; 3,308 options vesting on February 14, 2022; 3,309 options vesting on February 14, 2023 and 3,308 options vesting on February 14, 2024.

6. Instrument converts to common stock on a one-for-one basis.

7. The Restricted Stock Units were granted under the 2011 Stock Incentive Plan with 1,387 units vesting on July 31, 2020 and 1,430 units vesting on July 31, 2022.

8. The Restricted Stock Units were granted under the 2016 Stock Incentive Plan with all units vesting on February 27, 2021.

9. The Restricted Stock Units were granted under the 2016 Stock Incentive Plan with 1,550 units vesting on July 27, 2020, 1,551 vesting on July 27, 2022 and 1,600 units vesting on July 27, 2024.

10. The Restricted Stock Units were granted under the 2016 Stock Incentive Plan with all units vesting on February 26, 2022.

11. The Restricted Stock Units were granted under the 2016 Stock Incentive Plan with all units vesting on February 14, 2023.

12. Reflects phantom shares of common stock represented by contributions to my account under the Executive Supplemental Savings Plan under rule 16b-3 on June 10, 2020.

	Su Ping Lu for Karen Mattimore	06/22/2020
	** Signature of Reporting Person	Date
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 5 (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.
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      This Statement confirms that the undersigned has authorized
and designated each of Anne T. Madden, Su Ping Lu or Victor J.
Miller (the "Designees") to execute and file on the undersigned's
behalf all Forms 3, 4, 5 and 144 (including any amendments thereto) that
the undersigned may be required to file with the U.S. Securities and Exchange
Commission as a result of the undersigned's ownership of or transactions
in securities of Honeywell International Inc. The authority of the Designees
under this Statement shall continue until the undersigned is no longer
required to file Forms 4 and 5 with regard to the undersigned's ownership
of or transactions in securities of Honeywell International Inc., unless
earlier revoked in writing. The undersigned acknowledges that the Designees
are not assuming any of the undersigned's responsibilities to comply with
Section 16 of the Securities Exchange Act of 1934.


Date:  June 12, 2020

                                           /s/ Karen Mattimore
                                           -----------------------