2019 Proxy Statement

TEXTRON 2019 PROXY STATEMENT 9 CORPORATE GOVERNANCE GOVERNANCE HIGHLIGHTS Textron is committed to sound corporate governance practices, including the following: Director Independence ‡ 10 of our 11 director nominees are independent, with our CEO being the only management director. ‡ Our three principal Board committees, the Audit, Nominating and Corporate Governance, and Organization and Compensation Committees, are each comprised of entirely independent directors. ‡ The independent directors meet regularly in executive session without management present. Independent Lead Director ‡ Our independent directors elect a director from among them to serve as Lead Director, generally for a three year term, with annual rati¿cation. ‡ The Lead Director is assigned clearly de¿ned and expansive duties. ‡ The Lead Director presides at executive sessions of the independent directors without management present at each regularly scheduled Board meeting. Board Accountability and Practices Shareholder Rights Textron Stock ‡ All directors must stand for election annually and be elected by a majority of votes cast in uncontested elections. ‡ During 201 , each director attended at least 75 of the total number of Board and applicable committee meetings, and all director nominees attended the Annual Meeting of Shareholders. ‡ The Board and each of its three principal committees perform annual self evaluations. ‡ Directors may not stand for reelection after their 75th birthday. ‡ Shareholders holding 25 of our outstanding shares may call a special meeting of shareholders. ‡ Our By Laws provide for proxy access to allow eligible shareholders to include their own director nominees in the Company’s proxy materials. ‡ :e have robust stock ownership requirements for both our directors and our senior executives, all of whom currently meet their respective requirements. ‡ Our executives and our directors are prohibited from hedging or pledging Textron securities.