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TEXTRON 2016 PROXY STATEMENT
ELECTION OF DIRECTORS
BOARD MEMBERSHIP QUALIFICATIONS
The Board of Directors believes that the Board, as a whole, should possess a combination of skills, professional experience
and diversity of backgrounds necessary to oversee the Company’s business. In addition, the Board believes that there are
certain attributes that every director should possess, as reflected in the Board’s membership criteria. Accordingly, the Board
and the Nominating and Corporate Governance Committee consider the qualifications of directors and director candidates
individually and in the broader context of the Board’s overall composition and the Company’s current and future needs.
The Nominating and Corporate Governance Committee is responsible for developing and recommending criteria for director
nominees to the Board for approval. All of our current Board members share certain qualifications and attributes consistent
with these criteria, which are set forth in the Company’s Corporate Governance Guidelines and Policies and are summarized
below under “Board Committees—Nominating and Corporate Governance Committee”. These criteria include possessing
specific skills and experience aligned with Textron’s strategic direction and operating challenges and that complement the
overall composition of the Board. In addition, each Board member has demonstrated core business competencies, including
high achievement and a record of success. All of our Board members are enthusiastic about Textron and devote sufficient time
to be fully engaged in their role as a Textron Board member. Finally, all of our directors, other than our current CEO, satisfy the
independence standards established by the New York Stock Exchange.
NOMINEES FOR DIRECTOR
At the 2016 annual meeting, eleven directors are to be elected to hold office until the 2017 annual meeting and until their
successors have been elected and qualified. All eleven nominees are currently Textron directors. It is the intention of the
persons named on the accompanying proxy card, unless otherwise instructed, to vote “for” each of the directors who have been
nominated for election. If any director nominee is unable or unwilling to serve as a nominee at the time of the annual meeting,
the persons named as proxies will vote for the balance of the nominees and may vote for a substitute nominee designated by
the present Board.
Textron’s directors have experience with businesses that operate in industries in which Textron operates, such as the defense,
aviation, manufacturing and finance industries, or that involve skills, such as marketing or product branding, that are integral
to Textron’s operations. Our Nominating and Corporate Governance Committee and our Board have determined that each of
our directors has the experience, attributes and skills needed to collectively comprise an effective and well-functioning Board.
Biographical information about each nominee, as well as highlights of the specific experience, qualifications, attributes and
skills of our individual Board members, are included below:
Scott C. Donnelly
Director Since 2009
Mr. Donnelly, 54, is Chairman, President and Chief Executive Officer of Textron. Mr. Donnelly joined
Textron in June 2008 as Executive Vice President and Chief Operating Officer and was promoted to
President and Chief Operating Officer in January 2009. He was appointed to the Board of Directors
in October 2009, became Chief Executive Officer of Textron in December 2009 and Chairman of the
Board in September 2010. Previously, Mr. Donnelly was the President and CEO of General Electric
(GE) Company’s Aviation business unit, a position he had held since July 2005. GE’s Aviation
business unit is a leading maker of commercial and military jet engines and components as well as
integrated digital, electric power and mechanical systems for aircraft. Prior to July 2005, Mr. Donnelly
served as Senior Vice President of GE Global Research, one of the world’s largest and most
diversified industrial research organizations with facilities in the U.S., India, China and Germany
and held various other management positions since joining GE in 1989. In 2013, Mr. Donnelly joined
the board of directors of Medtronic plc.
Experience, Qualifications, Attributes and Skills
Mr. Donnelly has significant experience, gained in a variety of positions at General Electric and
Textron, in the aerospace and defense sector, innovation, manufacturing, sales and marketing,
portfolio management, talent development and business processes. Mr. Donnelly brings to the Board
first-hand, real-time experience in, and understanding of, Textron operations gained through his
service with the Company as Chief Operating Officer and now Chairman, President and CEO.