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(Mark One)

(Exact name of registrant as specified in its charter)

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes þ No ¨

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes þ No ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act (Check one):

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No þ

As of April 14, 2023, there were 201,679,524 shares of common stock outstanding.

    

Our Consolidated Financial Statements include the accounts of Textron Inc. (Textron) and its majority-owned subsidiaries.  We have prepared these unaudited consolidated financial statements in accordance with accounting principles generally accepted in the U.S. for interim financial information.  Accordingly, these interim financial statements do not include all of the information and footnotes required by accounting principles generally accepted in the U.S. for complete financial statements.  The consolidated interim financial statements included in this quarterly report should be read in conjunction with the consolidated financial statements included in our Annual Report on Form 10-K for the year ended December 31, 2022.  In the opinion of management, the interim financial statements reflect all adjustments (consisting only of normal recurring adjustments) that are necessary for the fair presentation of our consolidated financial position, results of operations and cash flows for the interim periods presented. The results of operations for the interim periods are not necessarily indicative of the results to be expected for the full year.

Our financings are conducted through two separate borrowing groups.  The Manufacturing group consists of Textron consolidated with its majority-owned subsidiaries that operate in the Textron Aviation, Bell, Textron Systems, Industrial and Textron eAviation segments. The Finance group, which also is the Finance segment, consists of Textron Financial Corporation and its consolidated subsidiaries. We designed this framework to enhance our borrowing power by separating the Finance group. Our Manufacturing group operations include the development, production and delivery of tangible goods and services, while our Finance group provides financial services. Due to the fundamental differences between each borrowing group’s activities, investors, rating agencies and analysts use different measures to evaluate each group’s performance. To support those evaluations, we present balance sheet and cash flow information for each borrowing group within the Consolidated Financial Statements. All significant intercompany transactions are eliminated from the Consolidated Financial Statements, including retail financing activities for inventory sold by our Manufacturing group and financed by our Finance group.

We prepare our financial statements in conformity with generally accepted accounting principles, which require us to make estimates and assumptions that affect the amounts reported in the financial statements.  Actual results could differ from those estimates. Our estimates and assumptions are reviewed periodically, and the effects of changes, if any, are reflected in the Consolidated Statements of Operations in the period that they are determined.

For contracts where revenue is recognized over time, we recognize changes in estimated contract revenues, costs and profits using the cumulative catch-up method of accounting. This method recognizes the cumulative effect of changes on current and prior periods with the impact of the change from inception-to-date recorded in the current period.  Anticipated losses on contracts are recognized in full in the period in which the losses become probable and estimable.  

In the first quarter of 2023, our cumulative catch-up adjustments increased segment profit by $8 million and net income by $6 million, $0.03 per diluted share. In the first quarter of 2022, our cumulative catch-up adjustments decreased segment profit by $17 million and net income by $13 million, $0.06 per diluted share.

Accounts receivable is composed of the following:

Finance receivables are presented in the following table:

We internally assess the quality of our finance receivables based on a number of key credit quality indicators and statistics such as delinquency, loan balance to estimated collateral value and the financial strength of individual borrowers and guarantors.  Because many of these indicators are difficult to apply across an entire class of receivables, we evaluate individual loans on a quarterly basis and classify these loans into three categories based on the key credit quality indicators for the individual loan. These three categories are performing, watchlist and nonaccrual.

We classify finance receivables as nonaccrual if credit quality indicators suggest full collection of principal and interest is doubtful. In addition, we automatically classify accounts as nonaccrual once they are contractually delinquent by more than three months unless collection of principal and interest is not doubtful. Accounts are classified as watchlist when credit quality indicators have deteriorated as compared with typical underwriting criteria, and we believe collection of full principal and interest is probable but not certain. All other finance receivables that do not meet the watchlist or nonaccrual categories are classified as performing.

We measure delinquency based on the contractual payment terms of our finance receivables.  In determining the delinquency aging category of an account, any/all principal and interest received is applied to the most past-due principal and/or interest amounts due. If a significant portion of the contractually due payment is delinquent, the entire finance receivable balance is reported in accordance with the most past-due delinquency aging category.

Finance receivables categorized based on the credit quality indicators and by the delinquency aging category are summarized as follows:

At April 1, 2023, 33% of our performing finance receivables were originated since the beginning of 2021 and 30% were originated from 2018 to 2020. For finance receivables categorized as watchlist 94% were originated since the beginning of 2020 and for nonaccrual, 65% were originated from 2018 to 2020.

On a quarterly basis, we evaluate individual larger balance accounts for impairment.  A finance receivable is considered impaired when it is probable that we will be unable to collect all amounts due according to the contractual terms of the loan agreement based on our review of the credit quality indicators described above. Impaired finance receivables include both nonaccrual accounts and accounts for which full collection of principal and interest remains probable, but the account’s original terms have been, or are expected to be, significantly modified.  If the modification specifies an interest rate equal to or greater than a market rate for a finance receivable with comparable risk, the account is not considered impaired in years subsequent to the modification.

A summary of finance receivables and the allowance for credit losses, based on the results of our impairment evaluation, is provided below. The finance receivables included in this table specifically exclude leveraged leases in accordance with U.S. generally accepted accounting principles.

Inventories are composed of the following:

Changes in our warranty liability are as follows:

We primarily lease certain manufacturing plants, offices, warehouses, training and service centers at various locations worldwide through operating leases. Our operating leases have remaining lease terms up to 26 years, which include options to extend the lease term for periods up to 25 years when it is reasonably certain the option will be exercised. Operating lease cost totaled $17 million in both the first quarter of 2023 and 2022. Variable and short-term lease costs were not significant. Cash paid for operating leases totaled $17 million in both the first quarter of 2023 and 2022, and is classified in cash flows from operating activities. Noncash transactions totaled $15 million and $7 million in the first quarter of 2023 and 2022, respectively, reflecting the recognition of operating lease assets and liabilities for new or extended leases.

Balance sheet and other information related to our operating leases is as follows:

At April 1, 2023, maturities of our operating lease liabilities on an undiscounted basis totaled $53 million for the remainder of 2023, $63 million for 2024, $55 million for 2025, $42 million for 2026, $37 million for 2027 and $237 million thereafter.

We measure fair value at the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.  We prioritize the assumptions that market participants would use in pricing the asset or liability into a three-tier fair value hierarchy. This fair value hierarchy gives the highest priority (Level 1) to quoted prices in active markets for identical assets or liabilities and the lowest priority (Level 3) to unobservable inputs in which little or no market data exist, requiring companies to develop their own assumptions. Observable inputs that do not meet the criteria of Level 1, which include quoted prices for similar assets or liabilities in active markets or quoted prices for identical assets and liabilities in markets that are not active, are categorized as Level 2. Level 3 inputs are those that reflect our estimates about the assumptions market participants would use in pricing the asset or liability based on the best information available in the circumstances. Valuation techniques for assets and liabilities measured using Level 3 inputs may include methodologies such as the market approach, the income approach or the cost approach and may use unobservable inputs such as projections, estimates and management’s interpretation of current market data. These unobservable inputs are utilized only to the extent that observable inputs are not available or cost effective to obtain.

We manufacture and sell our products in a number of countries throughout the world, and, therefore, we are exposed to movements in foreign currency exchange rates. We primarily utilize foreign currency exchange contracts with maturities of no more than three years to manage this volatility. These contracts qualify as cash flow hedges and are intended to offset the effect of exchange rate fluctuations on forecasted sales, inventory purchases and overhead expenses. Net gains and losses recognized in earnings and Accumulated other comprehensive loss on cash flow hedges, including gains and losses related to hedge ineffectiveness, were not significant in the periods presented.

Our foreign currency exchange contracts are measured at fair value using the market method valuation technique. The inputs to this technique utilize current foreign currency exchange forward market rates published by third-party leading financial news and data providers. These are observable data that represent the rates that the financial institution uses for contracts entered into at that date; however, they are not based on actual transactions, so they are classified as Level 2.  At April 1, 2023 and December 31, 2022, we had foreign currency exchange contracts with notional amounts upon which the contracts were based of $623 million and $354 million, respectively. At April 1, 2023, the fair value amounts of our foreign currency exchange contracts were a $2 million asset and a $11 million liability. At December 31, 2022, the fair value amount of our foreign currency exchange contracts was an $11 million liability.

Our Finance group enters into interest rate swap agreements to mitigate certain exposures to fluctuations in interest rates. By using these contracts, we are able to convert floating-rate cash flows to fixed-rate cash flows. These agreements are designated as cash flow hedges. At April 1, 2023 and December 31, 2022, we had a swap agreement for a notional amount of $272 million that matures in August 2023, and a swap agreement for a notional amount of $25 million that matures in June 2025. The fair value of these swap agreements was a $5 million asset at April 1, 2023 and an $8 million asset at December 31, 2022. The fair value of these swap agreements is determined using values published by third-party leading financial news and data providers. These values are observable data that represent the value that financial institutions use for contracts entered into at that date, but are not based on actual transactions, so they are classified as Level 2.

The carrying value and estimated fair value of our financial instruments that are not reflected in the financial statements at fair value are as follows:

Fair value for the Manufacturing group debt is determined using market observable data for similar transactions (Level 2).  The fair value for the Finance group debt was determined primarily based on discounted cash flow analyses using observable market inputs from debt with similar duration, subordination and credit default expectations (Level 2). Fair value estimates for finance receivables were determined based on internally developed discounted cash flow models primarily utilizing significant unobservable inputs (Level 3), which include estimates of the rate of return, financing cost, capital structure and/or discount rate expectations of current market participants combined with estimated loan cash flows based on credit losses, payment rates and expectations of borrowers’ ability to make payments on a timely basis.

A reconciliation of Shareholders’ equity is presented below:

Dividends per share of common stock were $0.02 for both the first quarter of 2023 and 2022.

We calculate basic and diluted earnings per share (EPS) based on net income, which approximates income available to common shareholders for each period.  Basic EPS is calculated using the two-class method, which includes the weighted-average number of common shares outstanding during the period and restricted stock units to be paid in stock that are deemed participating securities as they provide nonforfeitable rights to dividends. Diluted EPS considers the dilutive effect of all potential future common stock, including stock options.  

The weighted-average shares outstanding for basic and diluted EPS are as follows:

Stock options to purchase 2.0 million and 1.0 million shares of common stock were excluded from the calculation of diluted weighted-average shares outstanding for the first quarter of 2023 and 2022, respectively, as their effect would have been anti-dilutive.

The components of Accumulated other comprehensive loss are presented below:

The before and after-tax components of Other comprehensive income are presented below:

We operate in, and reported financial information for, the following six business segments: Textron Aviation, Bell, Textron Systems, Industrial, Textron eAviation and Finance. Segment profit is an important measure used for evaluating performance and for decision-making purposes. Beginning in 2023, we changed how we measure our manufacturing segment operating results to exclude the non-service components of pension and postretirement income, net; LIFO inventory provision; and intangible asset amortization. This measure also continues to exclude interest expense, net for Manufacturing group; certain corporate expenses; gains/losses on major business dispositions; and special charges. The prior period has been recast to conform to this presentation. The measurement for the Finance segment includes interest income and expense along with intercompany interest income and expense.

Our revenues by segment, along with a reconciliation of segment profit to income before income taxes, are included in the table below:

Our revenues disaggregated by major product type are presented below:

Our revenues for our segments by customer type and geographic location are presented below:

Our remaining performance obligations, which is the equivalent of our backlog, represent the expected transaction price allocated to our contracts that we expect to recognize as revenues in future periods when we perform under the contracts.  These remaining obligations exclude unexercised contract options and potential orders under ordering-type contracts such as Indefinite Delivery, Indefinite Quantity contracts. At April 1, 2023, we had $13.1 billion in remaining performance obligations of which we expect to recognize revenues of approximately 85% through 2024, an additional 12% through 2026, and the balance thereafter.  

Assets and liabilities related to our contracts with customers are reported on a contract-by-contract basis at the end of each reporting period. At April 1, 2023 and December 31, 2022, contract assets totaled $621 million and $680 million, respectively, and contract liabilities totaled $1.7 billion and $1.5 billion, respectively, reflecting timing differences between revenues recognized, billings and payments from customers. We recognized revenues of $316 million and $206 million in the first quarter of 2023 and 2022, respectively, that were included in the contract liability balance at the beginning of each year.

Under our share-based compensation plan, we have authorization to provide awards to selected employees and non-employee directors in the form of stock options, restricted stock, restricted stock units, stock appreciation rights, performance stock, performance share units and other awards.  Compensation expense included in net income for our share-based compensation plan is as follows:

Compensation expense included stock option expense of $14 million and $12 million in the first quarter of 2023 and 2022, respectively. We typically grant stock appreciation rights to selected non-U.S. employees. At April 1, 2023, outstanding stock appreciation rights totaled 617,074 with a weighted-average exercise price of $54.62 and a weighted-average remaining contractual life of 6.4 years; these units had an intrinsic value of $10 million, compared to $14 million at April 2, 2022.

Options to purchase our shares have a maximum term of ten years and generally vest ratably over a three-year period. Stock option compensation cost is calculated under the fair value approach using the Black-Scholes option-pricing model to determine the fair value of options granted on the date of grant. The expected volatility used in this model is based on historical volatilities and implied volatilities from traded options on our common stock.  The expected term is based on historical option exercise data, which is adjusted to reflect any anticipated changes in expected behavior.

We grant options annually on the first day of March. The assumptions used in our option-pricing model for these grants and the weighted-average fair value for these options are as follows:

The stock option activity during the first quarter of 2023 is provided below:

At April 1, 2023, our outstanding options had an aggregate intrinsic value of $152 million and a weighted-average remaining contractual life of 6.2 years. Our exercisable options had an aggregate intrinsic value of $138 million and a weighted-average remaining contractual life of 5.1 years at April 1, 2023.  The total intrinsic value of options exercised during the first quarter of 2023 and 2022 was $19 million and $23 million, respectively.

We issue restricted stock units that include the right to receive dividend equivalents and are settled in both cash and stock. Beginning in 2020, new grants of restricted stock units will vest in full on the third anniversary of the grant date. Restricted stock units granted prior to 2020 vest one-third each in the third, fourth and fifth year following the year of the grant. Compensation cost is determined using the fair value of these units based on the trading price of our common stock. For units payable in stock, we use the trading price on the grant date, while units payable in cash are remeasured using the price at each reporting period date.

The activity for restricted stock units payable in both stock and cash during the first quarter of 2023 is provided below:

The fair value of the restricted stock unit awards that vested and/or amounts paid under these awards is as follows:

The activity for our performance share units during the first quarter of 2023 is as follows:

Cash paid under these awards totaled $27 million and $15 million in the first quarter of 2023 and 2022, respectively.

We provide defined benefit pension plans and other postretirement benefits to eligible employees.  The components of net periodic benefit income for these plans are as follows:

We are subject to actual and threatened legal proceedings and other claims arising out of the conduct of our business, including proceedings and claims relating to commercial and financial transactions; government contracts; alleged lack of compliance with applicable laws and regulations; disputes with suppliers, production partners or other third parties; product liability; patent and trademark infringement; employment disputes; and environmental, health and safety matters. Some of these legal proceedings and claims seek damages, fines or penalties in substantial amounts or remediation of environmental contamination. As a government contractor, we are subject to audits, reviews and investigations to determine whether our operations are being conducted in accordance with applicable regulatory requirements. Under federal government procurement regulations, certain claims brought by the U.S. Government could result in our suspension or debarment from U.S. Government contracting for a period of time. On the basis of information presently available, we do not believe that existing proceedings and claims will have a material effect on our financial position or results of operations.

An analysis of our consolidated operating results is set forth below. A more detailed analysis of our segments’ operating results is provided in the Segment Analysis section on pages 20 to 24.

Revenues increased $23 million, 1%, in the first quarter of 2023, compared with the first quarter of 2022. The revenue increase primarily included the following factors:

•Higher Textron Aviation revenues of $109 million, reflecting higher pricing of $58 million and higher volume and mix of $51 million, which includes higher defense and aftermarket volume.

•Higher Industrial revenues of $94 million, largely due to higher volume and mix of $88 million at both product lines.

•Higher Textron Systems revenues of $33 million, largely reflecting higher volume.

•Lower Bell revenues of $213 million, reflecting lower military spares and support and V-22 and H-1 production volume.

Cost of sales increased $39 million, 2%, in the first quarter of 2023, compared with the first quarter of 2022, largely due to $77 million of inflation and LIFO inventory provision, partially offset by the impact of lower net volume and mix.

Our backlog is summarized below:

We operate in, and report financial information for, the following six business segments: Textron Aviation, Bell, Textron Systems, Industrial, Textron eAviation and Finance. Segment profit is an important measure used for evaluating performance and for decision-making purposes. Beginning in 2023, we changed how we measure our manufacturing segment operating results to exclude the non-service components of pension and postretirement income, net; LIFO inventory provision; and intangible asset amortization. This measure also continues to exclude interest expense, net for Manufacturing group; certain corporate expenses; gains/losses on major business dispositions; and special charges. The prior period has been recast to conform to this presentation. The measurement for the Finance segment includes interest income and expense along with intercompany interest income and expense. Operating expenses for the Manufacturing segments include cost of sales and selling and administrative expense, while excluding certain corporate expenses, LIFO inventory provision, intangible asset amortization and special charges.

In our discussion of comparative results for the Manufacturing group, changes in revenues and segment profit for our commercial businesses typically are expressed in terms of volume and mix, pricing, foreign exchange, acquisitions and dispositions, inflation and performance. For revenues, volume and mix represents changes in revenues from increases or decreases in the number of units delivered or services provided and the composition of products and/or services sold. For segment profit, volume and mix represents a change due to the number of units delivered or services provided and the composition of products and/or services sold at different profit margins. Pricing represents changes in unit pricing. Foreign exchange is the change resulting from translating foreign-denominated amounts into U.S. dollars at exchange rates that are different from the prior period. Revenues generated by acquired businesses are reflected in Acquisitions for a twelve-month period, while reductions in revenues and segment profit from the sale of businesses are reflected as Dispositions. Inflation represents higher material, wages, benefits, pension service cost or other costs. Performance reflects an increase or decrease in research and development, depreciation, selling and administrative costs, warranty, product liability, quality/scrap, labor efficiency, overhead, product line profitability, start-up, ramp up and cost-reduction initiatives or other manufacturing inputs.

Approximately 22% of our 2022 revenues were derived from contracts with the U.S. Government, including those under the U.S. Government-sponsored foreign military sales program.  For our segments that contract with the U.S. Government, changes in revenues related to these contracts are expressed in terms of volume.  Changes in segment profit for these contracts are typically expressed in terms of volume and mix and performance; these include cumulative catch-up adjustments associated with a) revisions to the transaction price that may reflect contract modifications or changes in assumptions related to award fees and other variable consideration or b) changes in the total estimated costs at completion due to improved or deteriorated operating performance.

The following factors contributed to the change in Textron Aviation’s revenues from the prior year quarter:

Textron Aviation’s revenues increased $109 million, 10%, in the first quarter of 2023, compared with the first quarter of 2022, reflecting higher pricing of $58 million and higher volume and mix of $51 million, which includes higher defense and aftermarket volume. We delivered 35 Citation jets and 34 commercial turboprops in the first quarter of 2023, compared with 39 Citation jets and 31 commercial turboprops in the first quarter of 2022.

Textron Aviation’s operating expenses increased $94 million, 10%, in the first quarter of 2023, compared with the first quarter of 2022, largely due to inflation of $41 million and higher volume and mix described above.

The following factors contributed to the change in Textron Aviation’s segment profit from the prior year quarter:

Segment profit at Textron Aviation increased $15 million, 14%, in the first quarter of 2023, compared with the first quarter of 2022, due to favorable pricing, net of inflation of $17 million, and the impact from higher volume and mix described above, partially offset by an unfavorable impact from performance of $17 million.

A significant portion of Bell’s military aircraft and support program revenues is from the U.S. Government for the V-22 tiltrotor aircraft and the H-1 helicopter platforms, which are transitioning from production to the support stage over the next few years. Under the current contracts, production is expected to end in 2023 for the H-1 helicopter and 2025 for the V-22 tiltrotor. In December 2022, Bell was awarded the development contract for the U.S. Army's Future Long Range Assault Aircraft program. The award was protested by a competitor, but, on April 6, 2023, the Government Accountability Office denied the protest. The U.S. Army has cancelled the stop-work order, and work on the contract is proceeding.

The following factors contributed to the change in Bell’s revenues from the prior year quarter:

Bell’s revenues decreased $213 million, 26%, in the first quarter of 2023, compared with the first quarter of 2022, reflecting lower military spares and support and V-22 and H-1 production volume. We delivered 22 commercial helicopters in the first quarter of 2023, compared with 25 commercial helicopters in the first quarter of 2022. 

Bell’s operating expenses decreased $182 million, 24% in the first quarter of 2023, compared with the first quarter of 2022, primarily due to lower volume and mix described above.

The following factors contributed to the change in Bell’s segment profit from the prior year quarter:

Bell’s segment profit decreased $31 million, 34%, in the first quarter of 2023, compared with the first quarter of 2022, largely due to lower volume and mix described above, partially offset by a favorable impact from performance of $29 million, which includes $18 million of lower research and development costs.

The following factors contributed to the change in Textron Systems’ revenues from the prior year quarter:

Textron Systems' revenues increased $33 million, 12%, in the first quarter of 2023, compared with the first quarter of 2022, largely reflecting higher volume.

Textron Systems’ operating expenses increased $27 million, 11%, in the first quarter of 2023, compared with the first quarter of 2022, largely related to higher volume described above.

The following factors contributed to the change in Textron Systems’ segment profit from the prior year quarter:

Textron Systems’ segment profit increased $6 million, 21%, in the first quarter of 2023, compared with the first quarter of 2022, largely due to a favorable impact from performance of $6 million.

The following factors contributed to the change in Industrial’s revenues from the prior year quarter:

Industrial segment revenues increased $94 million, 11%, in the first quarter of 2023, compared with the first quarter of 2022, largely due to higher volume and mix of $88 million at both product lines.

Industrial's operating expenses increased $92 million, 12%, in the first quarter of 2023, compared with the first quarter of 2022, principally reflecting the impact of higher volume and mix described above .

The following factors contributed to the change in Industrial’s segment profit from the prior year quarter:

Segment profit for the Industrial segment increased $2 million, 5%, in the first quarter of 2023, compared with the first quarter of 2022, largely due to higher volume and mix of $8 million as described above and an $8 million favorable impact from pricing, net of inflation, principally in the Specialized Vehicles product line, partially offset by an unfavorable impact of $12 million from performance.

In the first quarter of 2023, Textron eAviation segment revenues totaled $4 million and segment loss totaled $9 million, which was primarily related to research and development costs.

Finance segment revenues decreased $4 million in the first quarter of 2023, compared with the first quarter of 2022, and segment profit decreased $1 million. The following table reflects information about the Finance segment’s credit performance related to finance receivables.