2019 Proxy Statement

38 TEXTRON 2019 PROXY STATEMENT GRANTS OF PLAN-BASED AWARDS IN FISCAL 2018 The following table sets forth information on plan based compensation awards granted to the NEOs during Textron’s 201 ¿scal year. Annual equity awards were approved on January 0, 201 for grant on March 1, 201 . Estimated Possible Payouts Under Non-Equity Incentive Plan Awards (1) Estimated Future Payouts Under Equity Incentive Plan Awards (2) Scott C. Donnelly Annual IC 1, 5 ,000 ,70 ,000 1 201 PSUs ,2 5,015 , 52,522 1, 75,7 1 201 RSUs 5 ,1 9 ,095, 9 1 201 Stock Options 19 , 20 5 .2 ,06 ,171 1 201 PSUs (7) 2, 29,250 Frank T. Connor Annual IC 50,000 1,700,000 1 201 PSUs 9 7,6 1, 06,5 1 9 ,765 1 201 RSUs 15, 05 97,1 7 1 201 Stock Options 56,179 5 .2 9, 1 1 201 PSUs (7) 695,667 E. Robert Lupone Annual IC 570,000 1,1 0,000 1 201 PSUs 15,707 62 ,561 176,7 6 1 201 RSUs 6, 29 97,721 1 201 Stock Options 2 ,906 5 .2 9 ,262 1 201 PSUs (7) 1 ,152 Julie G. Duffy Annual IC 00,000 600,000 1 201 PSUs 2 , 22 51,6 99,691 1 201 RSUs , 51 22 ,2 2 1 201 Stock Options 1 ,0 5 .2 222, 17 1 201 PSUs (7) 70,1 (1) These amounts refer to awards of annual incentive compensation made under our Short Term Incentive Plan. The performance metrics and methodology for calculating payments are described in the CD&A. (2) These amounts refer to PSU grants made under the Textron Inc. 2015 Long Term Incentive Plan, which are performance based long term grants of share units paid in cash, designed to reward the achievement of speci¿ed goals over three distinct ¿scal year performance periods. The performance metrics and methodology for calculating payments are described in the CD&A. Grants of PSUs in 201 vest at the end of ¿scal 2020. The “target” amount to be paid in 2021 assumes 100 earned and is based on the 201 ¿scal year end share price of $ 5.65. The “maximum” that can be paid per the plan design is 150 of the PSUs granted, as described in the CD&A. Both target and maximum amounts assume median TSR performance for the three year performance period. ( ) These amounts represent the number of RSUs granted in 201 pursuant to the Textron Inc. 2015 Long Term Incentive Plan. RSUs earn dividend equivalents until vested and vest over ¿ve years, in three equal annual installments, beginning on the third anniversary of the grant date. ( ) These amounts represent the number of stock options granted in 201 pursuant to the Textron Inc. 2015 Long Term Incentive Plan. All annual grants of stock options vest ratably over three years, beginning on March 1, 2019, and annually thereafter. (5) ReÀects the exercise price for the stock options granted on March 1, 201 which is equal to the closing price on the grant date. (6) Represents the grant date fair value of each equity award listed in the table as determined in accordance with generally accepted accounting principles. :ith respect to PSUs granted in 201 , the amounts in this column represent the value of only the 201 portion of the 201 2020 grant because the grant is subject to three single year performance periods (201 , 2019 and 2020). (7) Represents grant date fair value of the 201 portion of the 2016 201 and 2017 2019 PSU awards. All Other Stock All Other Grant Awards: Option Exercise Date Fair Number of Awards: or Base Value Shares Number of Price of Stock of Stock Securities of Option and Grant Grant Target Maximum Target Maximum or Stock Underlying Awards Option Name Date Type ($) ($) ($) ($) Units (#) (3) Options (#) (4) ($/sh) (5) Awards (6)