Textron 2021 Proxy Statement
TEXTRON 2021 PROXY STATEMENT 15 CORPORATE GOVERNANCE GUIDELINES AND POLICIES Textron’s Corporate Governance Guidelines and Policies, originally adopted in 1996 and most recently revised in February 2020, meet or exceed the listing standards adopted by the New York Stock Exchange and are posted on Textron’s website, www.textron.com , under “Investors—Corporate Governance--Corporate Governance Guidelines and Policies,” and are also available in print upon request to Textron’s Secretary. CODE OF ETHICS Textron’s Business Conduct Guidelines, originally adopted in 1979 and most recently revised in September 2010, are applicable to all employees of Textron, including the principal executive officer, the principal financial officer and the principal accounting officer. The Business Conduct Guidelines are also applicable to directors with respect to their responsibilities as members of the Board of Directors. The Business Conduct Guidelines are posted on Textron’s website, www.textron.com , under “Corporate Responsibility—Ethics and Compliance--Textron’s Business Conduct Guidelines,” and are also available in print upon request to Textron’s Secretary. We intend to post on our website, at the address specified above, any amendments to the Business Conduct Guidelines or the grant of a waiver from a provision of the Business Conduct Guidelines requiring disclosure under applicable Securities and Exchange Commission rules within four business days following the date of the amendment or waiver. BOARD OVERSIGHT OF ENVIRONMENTAL, SOCIAL AND GOVERNANCE MATTERS The Board of Directors recently revised the charter of the Nominating and Corporate Governance Committee to specifically include as one of its responsibilities assisting the Board in fulfilling its oversight responsibilities relating to the Company’s policies and practices regarding environmental, social and governance (“ESG”) matters that are significant to the Company. Our other Board Committees also have oversight responsibility for ESG topics under their purview. The Executive Vice President, General Counsel and Chief Compliance Officer of the Company reports to the Audit Committee of the Board of Directors on both legal, ethics and compliance matters and environmental, health and safety matters at each Audit Committee meeting. The Organization and Compensation Committee has oversight of management succession, talent development and diversity and inclusion efforts. The Audit Committee and the full Board are also directly engaged with E&S risk areas through our comprehensive enterprise risk management program. CORPORATE RESPONSIBILITY AND SUSTAINABILITY Textron is committed to being a responsible corporate citizen. Our corporate responsibility efforts include the following focus areas: • Working to decrease the environmental impact of our business activities throughout our operations – In 2020 we established a new set of enterprise-wide 5-year improvement goals specific to the following areas of focus: greenhouse gas emissions, energy use, water use and waste generation. – T extron’s business will strive to achieve the following goals by 2025: 1) reduce greenhouse gas emission intensity by 20%; 2) reduce energy use intensity by 10%; 3) reduce water use intensity by 10%; and 4) reduce waste generation intensity by 10%. • Enhancing workplace safety and the health and well-being of our employees – Our Global Environmental Health and Safety (EHS) Policies and Standards establish a management system framework that includes goal setting, risk reduction, compliance auditing, and performance reporting throughout the enterprise. The program is guided by the Textron EHS Council, whose members include the senior EHS leaders from the Textron corporate office and each business unit. We use an annual goal setting process to drive injury rate improvements. Performance to the injury rate reduction goal is reported to senior leadership and the Audit Committee of the Board. • Offering our employees opportunities to grow and develop their careers – Our talent development programs are designed to prepare our employees at all levels to take on new career and growth opportunities at Textron. Leadership, professional and functional training courses are tailored for employees at each stage of their careers and include a mix of enterprise-wide and business unit-specific programs.
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