2018 Proxy Statement

TEXTRON 2018 PROXY STATEMENT 1 Date and Time Wednesday, April 25, 2018 11:00 a.m. Eastern Daylight Time Place &RPSDQ\·V SULQFLSDO H[HFXWLYH RIÀFH 40 Westminster Street Providence, Rhode Island NOTICE OF ANNUAL MEETING To the Shareholders of Textron Inc.: The 2018 annual meeting of shareholders of Textron Inc. will be held on Wednesday, April 25, 2018 at 11:00 a.m. at the &RPSDQ\¶V SULQFLSDO H[HFXWLYH RI¿FH ORFDWHG DW :HVWPLQVWHU 6WUHHW 3URYLGHQFH 5KRGH ,VODQG IRU WKH IROORZLQJ SXUSRVHV 7R HOHFW WKH HOHYHQ GLUHFWRU QRPLQHHV QDPHG LQ WKH SUR[\ VWDWHPHQW WR KROG RI¿FH XQWLO WKH QH[W DQQXDO VKDUHKROGHUV¶ PHHWLQJ 7R DSSURYH 7H[WURQ¶V H[HFXWLYH FRPSHQVDWLRQ RQ DQ DGYLVRU\ EDVLV 3. To ratify the appointment by the Audit Committee of Ernst & Young LLP DV 7H[WURQ¶V LQGHSHQGHQW UHJLVWHUHG SXEOLF DFFRXQWLQJ ¿UP IRU 4. If properly presented at the meeting, to consider and act upon two shareholder proposals, set forth beginning on page 51 in the accompanying proxy statement, which are opposed by the Board RI 'LUHFWRUV DQG 5. To transact any other business as may properly come before the meeting or any adjournment or postponement of the meeting. You are entitled to vote all shares of common stock registered in your name at the close of business on February 26, 2018. If your shares are held in the name of your broker or bank and you wish to attend the meeting in person and vote your shares, your broker or bank must issue to you a proxy covering your shares. As permitted by the rules of the Securities and Exchange Commission, we are making our proxy materials available to shareholders primarily via the Internet, rather than mailing printed copies of these materials to shareholders. On March 7, 2018, we mailed to many of our shareholders a Notice of Internet Availability of Proxy Materials (the “Notice”) containing instructions on how to access and review our proxy materials, including our Proxy Statement and the Annual Report to Shareholders, and vote online. This process is designed to expedite shareholders’ receipt of proxy materials, lower the cost of the annual meeting, and help conserve natural resources. If you received a Notice by mail, you will not receive a printed copy of the proxy materials unless you request one. If you would prefer to receive printed proxy materials, please follow the instructions included in the Notice. Shareholders who requested paper copies of the proxy materials or previously elected to receive our proxy materials electronically did not receive the Notice and will receive the proxy materials in the format requested. Whether or not you plan to attend the meeting, we urge you to cast your vote as soon as possible so that your shares may be represented at the meeting. You may vote your shares via the Internet or by telephone by following the instructions included on the Notice. Alternatively, if you received paper copies of the proxy materials by mail, you can also vote by mail by following the instructions on the proxy card. A list of shareholders entitled to vote at the 2018 annual meeting will be open to examination by any shareholder for any SXUSRVH JHUPDQH WR WKH PHHWLQJ IRU WHQ GD\V SULRU WR WKH PHHWLQJ DW 7H[WURQ¶V SULQFLSDO H[HFXWLYH RI¿FH :HVWPLQVWHU Street, Providence, Rhode Island 02903. By order of the Board of Directors, E. Robert Lupone Executive Vice President, General Counsel and Secretary Providence, Rhode Island March 7, 2018