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TEXTRON 2016 PROXY STATEMENT

INFORMATION ABOUT THE ANNUAL MEETING

GENERAL

This proxy statement, which is first being made available to shareholders on or about March 8, 2016, is furnished in

connection with the solicitation by the Board of Directors of Textron Inc. of proxies to be voted at the annual meeting of

shareholders to be held on April 27, 2016, at 11:00 a.m. at the Company’s principal executive office, located at 40 Westminster

Street, Providence, Rhode Island, and at any adjournments or postponements thereof.

SHAREHOLDERS WHO MAY VOTE

All shareholders of record at the close of business on March 1, 2016 will be entitled to vote. As of March 1, 2016, Textron had

outstanding 269,045,375 shares of common stock, each of which is entitled to one vote with respect to each matter to be voted

upon at the meeting. Proxies are solicited to give all shareholders who are entitled to vote on the matters that come before

the meeting the opportunity to do so whether or not they attend the meeting in person.

INTERNET AVAILABILITY OF PROXY MATERIALS

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 8, 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.

VOTING

Shareholders of record may vote via the Internet or by using the toll-free telephone number listed on the proxy card or Notice.

Please follow the instructions for Internet or telephone voting provided on the proxy card or Notice. Alternatively, if you

received paper copies of the proxy materials by mail, you can vote by mail by following the instructions on the proxy card.

If you vote via the Internet or by telephone, please do not return a signed proxy card. Shareholders who hold their shares

through a bank or broker can vote via the Internet or by telephone if these options are offered by the bank or broker. If you

received the proxy materials in paper form from your bank or broker, the materials include a voting instruction card so you

can instruct the holder of record on how to vote your shares.

If voting by mail, please complete, sign, date and return your proxy card enclosed with the proxy statement in the

accompanying postage-paid envelope. You can specify how you want your shares voted on each proposal by marking the

appropriate boxes on the proxy card. If your proxy card is signed and returned without specifying a vote or an abstention

on any proposal, it will be voted according to the recommendation of the Board of Directors on that proposal. That

recommendation is shown for each proposal on the proxy card.

You also may vote in person at the meeting.

If your shares are held in the name of your broker or bank and you wish

to vote in person at the meeting, you must request your broker or bank to issue you a proxy covering your shares.

SAVINGS PLAN PARTICIPANTS

If you are a participant in a Textron savings plan with a Textron stock fund as an investment option, the accompanying proxy

card shows the number of shares allocated to your account under the plan. When you vote via the Internet or by telephone,

or your proxy card is returned properly signed, the plan trustee will vote your proportionate interest in the plan shares in

the manner you direct, or if you vote by mail and make no direction, in proportion to directions received from the other plan

participants (except for any shares allocated to your Tax Credit Account under the Textron Savings Plan, which will be voted

only as you direct). All directions will be held in confidence.