UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
Form 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934
DATE OF REPORT – September 1, 2022
(Date of earliest event reported)
(Exact name of Registrant as specified in its Charter)
| (State or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer Identification Number) | ||||||
............(Address of principal executive offices)......................................................(Zip Code)
Registrant’s telephone number, including area code: (704 ) 627-6200
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |||||
| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |||||
| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |||||
| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) | |||||
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||||||||
* The common stock is also listed on the London Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging Growth Company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. | ||||
On September 1, 2022, Robin Watson, 55, former Chief Executive Officer of John Wood Group PLC, was appointed to the Board of Directors of Honeywell International Inc. (the “Company”) as an independent Director, with immediate effect. Mr. Watson will stand for re-election at the Company’s 2023 Annual Meeting of Shareowners. He will receive compensation as a non-employee director in accordance with the Company's previously-disclosed non-employee director compensation practices.
Item 7.01 | Regulation FD Disclosure. | ||||
The Company issued the press release attached hereto as Exhibit 99.1 with respect to the matters set forth in Item 5.02 above.
The information in Item 7.01 of this Current Report on Form 8-K is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, and shall not be deemed incorporated by reference into any filing made under the Securities Act of 1933, as amended, or the Exchange Act, except as otherwise expressly stated in such filing.
(d) Exhibits
Exhibit # | Description | |||||||
| 99.1 | ||||||||
| 104 | Cover Page Interactive Data File (the cover page XBRL tags are embedded within the Inline XBRL document). | |||||||
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Date: | September 1, 2022 | HONEYWELL INTERNATIONAL INC. | |||||||||||||||
By: /s/ Anne T. Madden | |||||||||||||||||
| Anne T. Madden | |||||||||||||||||
| Senior Vice President and General Counsel | |||||||||||||||||
| Contacts: | |||||
| Media | Investor Relations | ||||
| Bevin Maguire | Sean Meakim | ||||
| (704) 654-7023 | (704) 627-6200 | ||||
| bevin.maguire@honeywell.com | sean.meakim@honeywell.com | ||||
HONEYWELL APPOINTS ROBIN WATSON TO BOARD OF DIRECTORS
CHARLOTTE, N.C., September 1, 2022 -- Honeywell (NASDAQ: HON) announced today that its board of directors has elected Robin Watson, 55, former Chief Executive Officer (CEO) of John Wood Group PLC, to its board of directors as an independent director.
Watson was appointed CEO of Wood in 2016 after serving as both chief operating officer and an executive member of the Wood Group Board of Directors since 2013. During his tenure as CEO, Watson led the transformation of Wood from an oil field services company to an integrated engineering and consultancy company, spanning a variety of growing end markets in energy and the built environment, with a focus on sustainable technologies. Watson stepped down from his position as Wood’s CEO in July 2022 and currently serves as an advisory consultant for the company.
Prior to joining Wood, Watson was a director and senior manager at Petrofac, working in a variety of roles in service and investment delivery. He began his career in management and engineering at Mobil Oil in the United Kingdom.
“Robin brings demonstrated experience to Honeywell’s board in helping organizations deliver a more sustainable future,” said Darius Adamczyk, chairman and chief executive officer of Honeywell. “His experience and passion for driving the energy transition has been demonstrated throughout his career, but especially in his transformational leadership of Wood Group. His success in identifying opportunities for sustainable outcomes, implementing digital technologies, and achieving emissions-reducing green solutions make him an invaluable addition as we continue Honeywell’s own transformation.”
Watson holds an honors degree in offshore & mechanical engineering from Heriot-Watt University and a master's degree in business administration (MBA) from University of Strathclyde. He has been a Non-Executive Director at the Institute of Directors since August 2021. Robin also received the Commander of the Order of the British Empire Award as part of the Queen’s 2020 Birthday Honors.
Honeywell (www.honeywell.com) is a Fortune 100 technology company that delivers industry specific solutions that include aerospace products and services; control technologies for buildings and industry; and performance materials globally. Our technologies help everything from aircraft, buildings, manufacturing plants, supply chains, and workers become more connected to make our world smarter, safer, and more sustainable. For more news and information on Honeywell, please visit www.honeywell.com/newsroom.