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TEXTRON 2017 PROXY STATEMENT
2
CHANGING OR REVOKING A PROXY
Whether voting by mail, via the Internet or by telephone, if you are a shareholder of record you may change or revoke your
proxy at any time before it is voted by submitting a new proxy with a later date, voting via the Internet or by telephone at a
later time, delivering a written notice of revocation to Textron’s Secretary, or voting in person at the meeting. If your shares
are held in the name of your broker or bank, you may change or revoke your voting instructions by contacting the bank or
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at the annual meeting.
REQUIRED VOTE
A quorum is required to conduct business at the meeting. A quorum requires the presence, in person or by proxy, of the
holders of a majority of the issued and outstanding shares entitled to vote at the meeting. Abstentions and broker “non-votes”
are counted as present and entitled to vote for purposes of determining a quorum. A broker non-vote occurs when you fail to
provide voting instructions to your broker for shares owned by you but held in the name of your broker and your broker does
not have authority to vote without instructions from you. Under those circumstances, your broker may be authorized to vote for
you without your instructions on routine matters but is prohibited from voting without your instructions on non-routine matters.
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instructions. Non-routine matters include the election of directors, approval of the Short-Term Incentive Plan, the advisory
votes related to Textron’s executive compensation and the shareholder proposal. Those items for which your broker cannot
vote result in broker non-votes.
Election of each of the nominees for director requires a vote of the majority of the votes cast at the meeting, which means
that the number of shares voted “for” a nominee for director must exceed the number of shares voted “against” that nominee.
Abstentions and broker non-votes are not counted for this purpose and will have no effect on the outcome of the election.
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person or represented by proxy and entitled to vote on the matter. Abstentions will have the same effect as votes “against” the
proposal, and broker non-votes (when applicable) will have no effect on the outcome of the vote.
COSTS OF PROXY SOLICITATION
Textron pays the cost of this solicitation of proxies. Textron will request that persons who hold shares for others, such as
banks and brokers, solicit the owners of those shares and will reimburse them for their reasonable out-of-pocket expenses
for those solicitations. In addition to solicitation by mail, Textron employees may solicit proxies by telephone, by electronic
means and in person, without additional compensation for these services. Textron has hired Alliance Advisors, LLC of
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reasonable out-of-pocket expenses.
CONFIDENTIAL VOTING POLICY
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ballots are transcribed and provided to Textron’s Secretary. Votes are counted by Broadridge Financial Solutions, Inc. and
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ATTENDING THE MEETING
If your shares are held in the name of your bank or broker and you plan to attend the meeting, please bring proof of ownership
with you to the meeting. A bank or brokerage account statement showing that you owned voting stock of Textron on February 27,
2017 is acceptable proof to obtain admittance to the meeting. If you are a shareholder of record, no proof of ownership is
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for admission to the meeting.