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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
 
Form 8-K

CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934
DATE OF REPORT – May 20, 2025
(Date of earliest event reported)
 
HONEYWELL INTERNATIONAL INC.
(Exact name of Registrant as specified in its Charter)
 
Delaware 1-8974 22-2640650
(State or other jurisdiction of
incorporation)		 (Commission File Number) (I.R.S. Employer Identification
Number)

855 S. MINT STREET, CHARLOTTE, NC..................................................28202
......(Address of principal executive offices).................................................(Zip Code)

 Registrant’s telephone number, including area code: (704) 627-6200

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: 
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:
Title of each class Trading Symbol(s) Name of each exchange on which registered
Common Stock, par value $1 per share HON The Nasdaq Stock Market LLC
3.500% Senior Notes due 2027 HON 27 The Nasdaq Stock Market LLC
2.250% Senior Notes due 2028 HON 28A The Nasdaq Stock Market LLC
3.375% Senior Notes due 2030 HON 30 The Nasdaq Stock Market LLC
0.750% Senior Notes due 2032 HON 32 The Nasdaq Stock Market LLC
3.750% Senior Notes due 2032 HON 32A The Nasdaq Stock Market LLC
4.125% Senior Notes due 2034 HON 34 The Nasdaq Stock Market LLC
3.750% Senior Notes due 2036 HON 36 The Nasdaq Stock Market LLC
 
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging Growth Company ☐
 
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. ☐ 



Item 5.07     Submission of Matters to a Vote of Security Holders
Honeywell International Inc. (the “Company”) held its Annual Meeting of Shareowners on May 20, 2025. The following matters set forth in our Proxy Statement dated April 9, 2025 (the “2025 Proxy Statement”), which was filed with the Securities and Exchange Commission pursuant to Regulation 14A under the Securities Exchange Act of 1934, were voted upon with the results indicated below.

1.The nominees listed below were elected directors with the respective votes set forth opposite their names:
For Against Abstain Broker Non Votes
Duncan B. Angove 465,646,132 14,148,799 1,593,020 72,531,204
William S. Ayer 465,534,111 14,330,963 1,522,877 72,531,204
Kevin Burke 463,379,886 16,469,422 1,538,643 72,531,204
D. Scott Davis 439,852,979 39,808,572 1,726,400 72,531,204
Deborah Flint 467,260,897 12,436,257 1,690,797 72,531,204
Vimal Kapur 464,655,981 14,957,465 1,774,505 72,531,204
Michael W. Lamach 471,398,110 8,426,311 1,563,530 72,531,204
Rose Lee 474,633,466 5,303,644 1,450,841 72,531,204
Grace Lieblein 459,776,359 19,810,745 1,800,847 72,531,204
Robin Watson 476,401,774 3,487,391 1,498,786 72,531,204
Stephen Williamson 475,386,656 4,440,944 1,560,351 72,531,204

2.The shareowners approved, on a non-binding advisory basis, the compensation of the Company’s named executive officers as disclosed in the 2025 Proxy Statement. The voting results are set forth below:
For Against Abstain Broker Non Votes
449,212,927 29,309,661 2,865,363 72,531,204

3.The shareowners approved the appointment of Deloitte & Touche LLP as independent accountants for 2025. The voting results are set forth below:
For Against Abstain
544,449,524 8,177,924 1,291,707

4.The shareowners approved the Liability Management Reorganization Proposal. The voting results are set forth below:
For Against Abstain Broker Non Votes
475,299,833 3,707,012 2,381,106 72,531,204

5.The shareowners did not approve the shareowner proposal titled “Independent Board Chairman.” The voting results are set forth below:
For Against Abstain Broker Non Votes
110,847,503 367,963,930 2,576,518 72,531,204





SIGNATURE
 
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 
Date: May 23, 2025 HONEYWELL INTERNATIONAL INC.  
       
 
By: /s/ Su Ping Lu
  Su Ping Lu
  Senior Vice President, General Counsel and Corporate Secretary