Textron 2020 Proxy Statement

38 TEXTRON 2020 PROXY STATEMENT Award EXECUTIVE COMPENSATION The following Summary Compensation Table sets forth information concerning compensation of our principal executive officer, principal financial officer and each other individual who was serving as an executive officer at the end of Textron’s 2019 fiscal year (each, an “NEO” and collectively, the “NEOs”). SUMMARY COMPENSATION TABLE Change in Pension Value and Nonqualified Non-Equity Deferred Stock Option Incentive Plan Compensation All Other Salary Awards Awards Compensation Earnings Compensation Name and Principal Position Year ($) (1) ($) (2) ($) (3) ($) (4) ($) (5) ($) (6) Total ($) Scott C. Donnelly 2019 1,236,000 8,247,424 3,544,166 1,737,000 4,056,094 100,914 18,921,598  Chairman, President and 2018 1,229,077 6,900,386 3,068,171 2,223,000 412,297 115,986 13,948,917  Chief Executive Officer 2017 1,191,154 6,653,694 3,030,742 2,160,000 1,676,783 112,957 14,825,330 Frank T. Connor 2019 1,000,000 2,411,829 1,045,038 937,000 1,208,027 81,711 6,683,605  Executive Vice President and 2018 1,000,000 1,991,619 889,314 1,019,000 230,970 82,531 5,213,434  Chief Financial Officer 2017 990,385 1,907,576 863,756 1,020,000 596,815 88,292 5,466,824 E. Robert Lupone 2019 792,308 1,050,566 450,164 562,000 0 98,628 2,953,666  Executive Vice President, 2018 754,231 887,659 394,262 683,000 0 94,161 2,813,313  General Counsel and Secretary 2017 724,231 860,777 387,173 657,000 0 86,221 2,715,402 Julie G. Duffy 2019 540,385 621,510 309,491 387,000 929,448 32,619 2,820,453  Executive Vice President, 2018 495,192 394,161 222,317 360,000 149,519 30,260 1,651,449  Human Resources 2017 403,216 191,741 86,388 342,000 347,325 25,561 1,396,231 (1) Base salary increases, if any, are implemented in the first pay period in March of each year; therefore, amounts shown in this column may not exactly match the base salaries disclosed in the CD&A. (2) The numbers shown in this column represent the grant date fair values of equity awards granted during the fiscal year, whether settled in stock or cash. The amounts for 2019 include PSUs (granted in 2017, 2018 and 2019 for all NEOs) and RSUs (granted in 2019), which are described in the CD&A. The grant date fair values have been determined based on the closing share price on the date of grant. For PSUs, because performance criteria are established on an annual basis, the amounts shown are for the first year of the three-year performance cycle beginning in 2019, plus the second year of the three-year performance cycle beginning in 2018, plus the third year of the three-year performance cycle beginning in 2017. The grant date fair value of each equity-based award for 2019 is detailed below. Mr. Donnelly Mr. Connor Mr. Lupone Ms. Duffy  Performance Share Units $4,410,762 $1,280,556 $ 563,254 $286,493  Restricted Stock Units 3,836,662 1,131,273 487,312 335,017 Total $8,247,424 $2,411,829 $1,050,566 $621,510 The PSU values above represent target performance. Assuming maximum performance is achieved, then the grant date fair value of the PSUs would be: Mr. Donnelly $6,616,143, Mr. Connor $1,920,834, Mr. Lupone $844,882 and Ms. Duffy $429,739. (3) The amounts that appear in this column represent the grant date fair value of stock options granted during the fiscal year. The grant date fair values have been determined based on the assumptions and methodologies set forth in Note 15 Share-Based Compensation in Textron’s Annual Report on Form 10-K for the fiscal year ended January 4, 2020. The number of shares underlying the stock options granted to each NEO during 2019 is detailed in the Grants of Plan- Based Awards in Fiscal 2019 table on page 40. (4) The amounts in this column reflect annual incentive compensation earned under Textron’s annual incentive compensation program. (5) The amounts in this column are attributable to the change in actuarial present value from December 29, 2018 to January 4, 2020 of accumulated pension benefits under all defined benefit plans in which the NEOs participate. For Ms. Duffy, this column also includes $222 in above-market non-qualified deferred compensation earnings that were posted to her interest-bearing account under the Deferred Income Plan for Textron Executives. Earnings are considered “above-market” if they were higher than 120% of the long-term applicable federal rate with compounding.