Textron (TXT) Proxy Filing summary

Executive summary

• Annual meeting scheduled for April 29, 2026, to be held virtually; shareholders will vote on director elections, auditor ratification, and executive compensation approval.

• Revenues for 2025 were $14.8 billion (up 8%), segment profit $1.4 billion (up 14%), and backlog increased 5% to $18.8 billion; significant investments in R&D and capital expenditures.

• Leadership changes include Lisa Atherton appointed as President and CEO effective January 4, 2026, and Scott Donnelly transitioning to Executive Chairman.

Voting matters and shareholder proposals

• Shareholders will vote to elect eleven director nominees, ratify Ernst & Young LLP as independent auditor, and approve executive compensation on an advisory basis.

• Proxy access allows eligible shareholders to nominate directors; proposals for the 2027 meeting must be submitted by November 6, 2026.

Board of directors and corporate governance

• 81% of director nominees are independent; board refreshment has resulted in a majority with less than five years' tenure.

• Board committees (Audit, Nominating and Corporate Governance, Organization and Compensation) are fully independent.

• Lead Director is elected by independent directors; annual board and committee self-evaluations are conducted.

• Directors must stand for election annually and may not stand for re-election after age 75.