2019 Proxy Statement

TEXTRON 2019 PROXY STATEMENT 43 NONQUALIFIED DEFERRED COMPENSATION The table below shows the deferred compensation activity for each NEO during 201 under nonquali¿ed deferred compensation plans maintained by Textron. Scott C. Donnelly Spillover Savings Plan 7,70 (1 6,670) 0 620,7 Frank T. Connor Spillover Savings Plan 6,250 (79,2 6) 0 6 ,6 6 E. Robert Lupone Spillover Savings Plan 69, 11 ( 0,55 ) 0 2 ,7 7 Julie G. Duffy Deferred Income Plan 0 ( 0) 0 19,2 0 Spillover Savings Plan 11,010 (5, 7 ) 0 5,6 5 Name Plan Name Registrant Contributions in Last FY ($) (1) Aggregate Earnings in Last FY ($) (2) Aggregate Withdrawals/ Distributions ($) Aggregate Balance at Last FYE ($) (3) (1) The amounts shown in this column include contributions made by Textron into each executive’s notional deferred income account in the Textron Spillover Savings Plan (the “SSP”) in 201 . There are two types of Company contributions made under the SSP. First, if a participant contributes at least 10 of eligible compensation to the tax quali¿ed Textron Savings Plan (“TSP”), then the participant’s stock unit account within the SSP is credited with a match equal to 5 of eligible compensation reduced by the matching contribution under the TSP. Second, for Mr. Lupone and other employees hired after 2009 who are not eligible for a de¿ned bene¿t pension plan, the Company credits the interest bearing Moody’s account within the SSP with an amount equal to of eligible compensation reduced by the contribution that was made by the Company under the TSP. These amounts are also reported in the “All Other Compensation” column in the Summary Compensation table on page 6. (2) The amounts in this column reÀect aggregate earnings during the ¿scal year on amounts accrued in the participants’ accounts under the SSP and the DIP, if applicable, based upon the terms of each plan, as described below. To the extent the credited rate exceeds 120 of the long term applicable federal rate, such earnings are considered “above market earnings”. The amount of above market earnings in the DIP was $905 for Ms. Duffy. These earnings are also reported in the “Change in Pension 9alue and Nonquali¿ed Deferred Compensation Earnings” column in the Summary Compensation Table. ( ) Of these balances, the following amounts were reported in Summary Compensation Tables in prior year proxy statements: Mr. Donnelly $ 69, 70, Mr. Connor $2 9,1 , Mr. Lupone $ 09,7 0 and Ms. Duffy $6,661. This information is provided to clarify the extent to which amounts payable as deferred compensation represent compensation reported in our prior proxy statements, rather than additional currently earned compensation. A brief description of the Company’s deferred compensation plans referenced above follows. DIP: Deferred Income Plan for Textron Executives NEOs deferring compensation into the Deferred Income Plan for Textron Executives (“DIP”) have forgone current compensation in exchange for an unsecured promise from the Company to pay the deferred amount after their employment ends. NEOs can defer up to 0 of their base salary and certain other cash compensation including annual incentive compensation and long term incentive distributions settled in cash. The “principal” amount that is deferred can be credited with either a Moody’s based interest rate or a rate of return that approximates the return on investment for a share of Textron common stock, including dividend equivalents, based upon the elections made annually by each NEO. The interest rate applicable to the Moody’s account is the average Moody’s Corporate Bond Yield Index as published by Moody’s Investors Service, Inc. The compounded Moody’s yield for 201 was .75 , which was applied to all deferrals made subsequent to December 1, 2001. SSP: Textron Spillover Savings Plan The Textron Spillover Savings Plan (the “SSP”) makes up for forgone Company matches into the tax quali¿ed Textron Savings Plan because of federal compensation limits, as a result of deferring income under the DIP, and for employees hired or rehired after 2009 who are not eligible for a de¿ned bene¿t pension plan. NEO contributions to the quali¿ed savings plan are capped at 10 of eligible compensation up to the Internal Revenue Code limit ($275,000 in 201 ). The contribution amount for employees hired or rehired after 2009 is based on of eligible compensation. Contributions under the SSP are tracked in the form of unfunded book entry accounts credited as stock units, which earn dividend equivalents and which are reinvested into stock units. NEOs are not permitted to make contributions to the SSP.