Scott C. Donnelly Voluntary(1) Disability Death For Cause Not For Cause Change in Control(2) Annual Incentive / Severance $ 0 $ 0 $ 0 $ 0 $ 7,324,667 $10,987,000 RSU settled in stock or cash(3) 15,693,740 15,693,740 15,693,740 0 15,693,740 15,693,740 Stock Options(3) 4,921,436 4,921,436 4,921,436 0 4,921,436 4,921,436 Cash settlement of PSUs(3) 13,573,422 7,208,313 7,208,313 0 13,573,422 13,573,422 Pension benefit(4) 0 0 0 0 8,020,843 11,399,414 Other benefits(5) 0 0 0 0 154,729 422,100 Amount Triggered due to Termination $ 34,188,598 $ 27,823,489 $ 27,823,489 $ 0 $ 49,688,837 $ 56,997,112 Frank T. Connor Voluntary(1) Disability Death For Cause Not For Cause Change in Control(2) Annual Incentive / Severance $ 0 $ 0 $ 0 $ 0 $ 2,448,333 $ 2,448,333 RSU settled in stock or cash(3) 4,629,612 4,629,612 4,629,612 0 4,629,612 4,629,612 Stock Options(3) 1,451,123 1,451,123 1,451,123 0 1,451,123 1,451,123 Cash settlement of PSUs(3) 4,019,174 2,131,080 2,131,080 0 4,019,174 4,019,174 Pension benefit 0 0 0 0 0 0 Other benefits(5) 0 0 0 0 0 23,526 Amount Triggered due to Termination $ 10,099,909 $ 8,211,815 $ 8,211,815 $ 0 $ 12,548,242 $ 12,571,768 E. Robert Lupone Voluntary Disability Death For Cause Not For Cause Change in Control(2) Annual Incentive / Severance $ 0 $ 0 $ 0 $ 0 $ 1,688,300 $ 1,688,300 RSU settled in stock or cash(3) 2,010,720 2,010,720 2,010,720 0 2,010,720 2,010,720 Stock Options(3) 635,270 635,270 635,270 0 635,270 635,270 Cash settlement of PSUs(3) 1,755,274 936,637 936,637 0 1,755,274 1,755,274 Pension benefit 0 0 0 0 0 0 Other benefits(5) 0 0 0 0 0 7,426 Amount Triggered due to Termination $ 4,401,264 $ 3,582,627 $ 3,582,627 $ 0 $ 6,089,564 $ 6,096,990 Julie G. Duffy Voluntary(1) Disability Death For Cause Not For Cause Change in Control(2) Annual Incentive / Severance $ 0 $ 0 $ 0 $ 0 $ 1,278,833 $ 1,278,833 RSU settled in stock or cash(3) 1,458,622 1,458,622 1,458,622 0 1,458,622 1,458,622 Stock Options(3) 478,995 478,995 478,995 0 478,995 478,995 Cash settlement of PSUs(3) 1,330,474 709,817 709,817 0 1,330,474 1,330,474 Pension benefit 0 0 0 0 0 0 Other benefits(5) 0 0 0 0 0 23,526 Amount Triggered due to Termination $ 3,268,091 $ 2,647,434 $ 2,647,434 $ 0 $ 4,546,924 $ 4,570,450 (1)All of the NEOs are retirement eligible (age 55 with at least ten years of service to Textron) which entitles them to continued vesting of their unvested RSUs, stock options and PSUs upon a voluntary termination. (2)Amounts reported in the “Change in Control” column are paid only upon a “not for cause” or “good reason” termination in connection with a Change in Control. (3)Amounts reported for RSUs, stock options and PSUs reflect accelerated, prorated and/or continued vesting triggered by termination event under each scenario, respectively. PSU amounts have been calculated assuming that the 2021-2023 PSU cycle will be paid at 100% of target and the 2022–2024 PSU cycle will be paid at 100% of target. (4)Potential pension benefits have been calculated assuming a discount rate of 5.55%. (5)Other benefits (i) for Mr. Donnelly, includes, under the “Not for Cause” scenario, $12,529 in continuation of insurance coverage and $142,200 in additional benefits under retirement plans, and, under the “Change in Control” scenario, $18,793 in continuation of insurance coverage, $213,300 in additional benefits under retirement plans and outplacement assistance valued at $190,006, (ii) for the other NEOs, represents continuation of health benefits. TEXTRON 2023 PROXY STATEMENT 49
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