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Cover and table of contents

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Cover and table of contents

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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Form 10-K

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☒ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

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For the fiscal year ended January 4, 2020

or

☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

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For the transition period from to .

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Commission File Number 1-5480

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Textron Inc**.**

(Exact name of registrant as specified in its charter)

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​Delaware​05-0315468​
​(State or other jurisdiction of incorporation or organization)​(I.R.S. Employer Identification No.)​

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​40 Westminster Street**,** Providence**,** RI​02903​
​(Address of principal executive offices)​(Zip code)​

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Registrant’s Telephone Number, Including Area Code: (401) 421-2800

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

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​Title of Each ClassTrading Symbol(s)Name of Each Exchange on Which Registered​
​Common Stock — par value $0.125TXTNew York Stock Exchange​

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Securities registered pursuant to Section 12(g) of the Act: None

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. ⌧Yes ◻ No

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Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act . ◻ Yes ⌧ No

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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 ◻ No

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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 ◻ No

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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):

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Large accelerated filer ⌧Accelerated filer ◻
Non-accelerated filer ◻Smaller reporting company ☐
Emerging growth company ☐

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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. ◻

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

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The aggregate market value of the registrant’s Common Stock held by non-affiliates at June 29, 2019 was approximately $12.2 billion based on the New York Stock Exchange closing price for such shares on that date. The registrant has no non-voting common equity.

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At February 8, 2020, 228,049,518 shares of Common Stock were outstanding.

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Documents Incorporated by Reference

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Part III of this Report incorporates information from certain portions of the registrant’s Definitive Proxy Statement for its Annual Meeting of Shareholders to be held on April 29, 2020.

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Textron Inc.

Index to Annual Report on Form 10-K

For the Fiscal Year Ended January 4, 2020

​​Page
PART I​​
Item 1.Business​3
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Item 1A.Risk Factors​9
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Item 1B.Unresolved Staff Comments​15
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Item 2.Properties​15
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Item 3.Legal Proceedings​16
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Item 4.Mine Safety Disclosures​16
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PART II​​​
Item 5.Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities​17
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Item 6.Selected Financial Data​18
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Item 7.Management’s Discussion and Analysis of Financial Condition and Results of Operations​19
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Item 7A.Quantitative and Qualitative Disclosures About Market Risk​35
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Item 8.Financial Statements and Supplementary Data​36
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Item 9.Changes In and Disagreements With Accountants on Accounting and Financial Disclosure​77
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Item 9A.Controls and Procedures​77
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PART III​​​
Item 10.Directors, Executive Officers and Corporate Governance​79
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Item 11.Executive Compensation​79
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Item 12.Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters​79
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Item 13.Certain Relationships and Related Transactions and Director Independence​79
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Item 14.Principal Accountant Fees and Services​79
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PART IV​​​
Item 15.Exhibits and Financial Statement Schedules​80
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Item 16.Form 10-K Summary​83
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Signatures​​84

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PART I

Next: Item 1. Business