Textron (TXT) 10-K risk factor changes: FY2024 vs FY2023
The 2024-12-28 10-K against the 2023-12-30 one, compared heading by heading and sentence by sentence.
Item 1A23 rewritten16 added5 removed192 unchanged
All filing items796 rewritten328 added271 removed1,619 unchanged
Summary
counted, not written
- Item 1A lists 25 risk factor headings: 0 new, 2 reworded and 23 unchanged since FY2023. 0 headings from FY2023 no longer appear.
- Sentence by sentence, 328 added, 271 removed, 796 rewritten and 1,619 unchanged across 18 items that differ.
New Item 1A headings (0)
No risk factor heading in this filing is absent from FY2023.
Removed Item 1A headings (0)
Every FY2023 risk factor heading is still here, word for word or reworded.
Reworded Item 1A headings (2)
- We are subject to
[removed: the]risks of doing business[removed: in foreign countries][added: globally] that could adversely impact our business. - Our success is highly dependent on our ability to
[removed: hire][added: hire, train] and retain a qualified workforce.
A heading is new when no FY2023 heading matches it after ignoring case and punctuation, and reworded when it shares at least 60 percent of its words with one that went away. All current risk factor headings.
Sentences by item
24 items, with every count and a link to each item that changed
Underlined words on a shaded ground are new in FY2024; struck-through words were in FY2023. Sentences that are wholly new or wholly gone are labelled rather than marked.
Item 1A. Risk Factors
23 rewritten, 16 added, 5 removed, 192 unchanged
[removed: The] [added: From time to time, the] demand for our aircraft products has been adversely impacted by unexpected events and may be impacted by such events in the future.
During [removed: 2023,] [added: 2024,] we derived approximately [removed: 21%] [added: 25%] of our revenues from sales to a variety of U.S. Government entities.
[removed: A loss of such revenues could materially] and adversely impact our results of operations and financial condition.
We also enter into “fee for service” contracts with the U.S. Government where we retain ownership of, and consequently the risk of loss on, aircraft and equipment [added: supplied to perform under these contracts.]
Additionally, fixed-price contracts generally require progress payments rather than performance-based payments which can delay our ability to recover a significant amount of costs [removed: incurred on a contract and thus affect the timing of our cash flows.]
Due to the nature of our work under government contracts, we sometimes experience unforeseen technological or schedule difficulties and cost overruns due to inflation, labor shortages, supply chain [removed: challenges] [added: challenges, bid protests,] and/or other factors.
We cannot be sure that our competitors will not develop competing technologies which gain superior market acceptance compared to our [removed: products.]
Such risks include difficulties in integrating newly acquired businesses and operations in an efficient and cost-effective manner; challenges in achieving expected strategic objectives, cost savings and other benefits; the risk that the acquired businesses’ markets do not evolve as anticipated and that the acquired businesses’ products and technologies do not prove to be those needed to be successful in those markets; the risk that our due diligence reviews of the acquired business do not identify or adequately assess all of the material issues which impact valuation of the business or result in costs or liabilities in excess of what we anticipated; the risk that we pay a purchase price that exceeds what the future results of operations would have merited; the risk [added: that the acquired business may have significant internal control deficiencies or exposure to regulatory sanctions; and the potential loss of key customers, suppliers and employees of the acquired businesses.]
Negative macroeconomic factors may have an adverse effect on our business, results of operations and financial condition, as well as on our distributors, [removed: customers] [added: customers, subcontractors] and suppliers, and on activity in many of the industries and markets we serve.
[removed: As a U.S. defense contractor, we] [added: We routinely] face persistent security threats, including threats to our IT infrastructure and unlawful attempts to gain access to our [added: confidential, classified or otherwise proprietary] information via phishing/malware campaigns and other cyberattack methods, as well as threats to the physical security of our facilities and [removed: employees, as do our customers, suppliers, subcontractors and joint venture partners.][added: employees.]
Future attacks or breaches of data security, whether of our [added: systems, the] systems [added: of our customers, suppliers, subcontractors] or [added: other business partners, or] the systems of our service providers or other third parties who may have access to our data for business purposes, could disrupt our operations, cause the loss of business information or compromise confidential information, exposing us to liability or regulatory action.
We are subject to [removed: the] risks of doing business [removed: in foreign countries] [added: globally] that could adversely impact our business.
During [removed: 2023,] [added: 2024,] we derived approximately [removed: 32%] [added: 29%] of our revenues from international business, including U.S. exports.
[removed: The occurrence of any of] these events could materially increase our costs and expenses and have a material adverse effect on our business, financial condition and results of operations.
Increased worldwide public awareness and concern regarding global climate change has resulted and is likely to continue to result in more legislative and regulatory [removed: efforts] [added: efforts, in the U.S., the European Union and in other jurisdictions in which we operate, in an effort] to address the negative impacts of climate change.
[removed: Such] [added: Recently enacted] laws and regulations [removed: are likely to include] [added: include, and future such laws and regulations may include,] more prescriptive [added: required] reporting on environmental metrics, climate change related risks and associated financial [added: and other] impacts, as well as increased oversight of and reporting on our supply chain and other compliance requirements.
Stricter limits on greenhouse gas emissions generated by our facilities or by our products that produce carbon [removed: emissions] [added: emissions, carbon pricing mechanisms and/or energy taxes] could also be imposed.
[removed: We expect that compliance] [added: Compliance] with [removed: such laws and regulations will require additional internal resources and] [added: stricter limits] may necessitate larger investment in product development and manufacturing equipment and/or facilities, as well as sourcing from new suppliers and/or higher costs from existing [removed: suppliers, all of which would increase our direct and indirect costs and negatively impact our business, results of operations, financial condition and competitive position.][added: suppliers.]
In addition, our stakeholders expect us to reduce greenhouse gas emissions from the use of our products, including by developing and incorporating sustainable technologies into [added: our products.]
[removed: our] products.
Our success is highly dependent on our ability to [removed: hire] [added: hire, train] and retain a qualified workforce.
Our success is highly dependent upon our ability to [removed: hire] [added: hire, train] and retain a workforce with the skills necessary for our businesses to develop and manufacture the products desired by our customers.
Approximately 7,400, or [removed: 27%,] [added: 28%,] of our U.S. employees are [removed: unionized,] [added: represented by labor unions under various collective bargaining agreements with varying durations] and [added: expiration dates, and] many of our non-U.S. employees are represented by organized councils.
A loss of such revenues could materially
incurred on a contract and thus affect the timing of our cash flows.
In addition, changes in laws or policies governing the terms of foreign trade, and in particular increased trade restrictions, tariffs or taxes on imports from countries where we manufacture or sell our products or from where we import products or raw materials (either directly or through our suppliers) could adversely impact our competitive position, business operations and financial results.
The threats we face vary from those common to most industries, to attacks by more advanced and persistent, highly organized adversaries, including nation state actors, which target us for the national security information in our possession, for our role in developing advanced technology systems or with the goal of committing fraudulent activity.
Our customers, suppliers and subcontractors are likewise targeted, and attack methods continue to evolve.
Some cyberattacks depend on human error or manipulation, including phishing attacks or schemes that use social engineering or artificial intelligence to gain access to systems or carry out disbursement of funds or other frauds.
Developments in artificial intelligence and machine learning provide threat actors with the capability to use more sophisticated means to attack our systems and may exacerbate cybersecurity risk.
For information on our cybersecurity governance, risk management and strategy, see Item 1C.
Cybersecurity.
The occurrence of any of
We expect that compliance with such laws and regulations will require additional internal and external resources.
These increased regulatory requirements are expected to increase our direct and indirect costs and could negatively impact our business, results of operations, financial condition and competitive position.
From time to time, our collective bargaining agreements expire and are subject to renegotiation at that time.
We may not be able to negotiate successor collective bargaining agreements upon expiration without experiencing labor disputes, including strikes or work stoppages, or we may be unable to renegotiate such contracts on favorable terms.
For example, on September 21, 2024, Textron Aviation’s largest union rejected a proposed new contract and engaged in a strike that had an adverse effect on Textron Aviation's ability to meet its production and delivery schedules, and negatively impacted revenues and segment profit in 2024.
If we experience any extended interruption of operations at any of our facilities as a result of labor disputes, strikes or other work stoppages, our business, financial condition or results of operations could be adversely affected.
supplied to perform under these contracts.
that the acquired business may have significant internal control deficiencies or exposure to regulatory sanctions; and the potential loss of key customers, suppliers and employees of the acquired businesses.
Attempts to gain unauthorized access to our confidential, classified or otherwise proprietary information or that of our employees or customers, as well as other security breaches, are persistent, continue to evolve and require highly skilled IT resources.
As a result, from time to time we experience work stoppages, which can negatively impact our ability to manufacture our products on a timely basis, resulting in strain on our relationships with our customers, loss or delay of revenues and/or increased cost.
The presence of unions also may limit our flexibility in responding to competitive pressures in the marketplace.
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations
119 rewritten, 99 added, 115 removed, 152 unchanged
Financial highlights for [removed: 2023] [added: 2024] also include:
- Generated [removed: $1.3] [added: $1.0] billion of net cash from operating activities from our manufacturing businesses.
- Invested [removed: $570] [added: $491] million in research and development projects and [removed: $402] [added: $364] million in capital expenditures.
- Returned [removed: $1.2] [added: $1.1] billion to our shareholders through the repurchase of [removed: 16.2] [added: 12.9] million shares of our common stock.
A discussion of our financial condition and operating results for [removed: 2023] [added: 2024] compared with [removed: 2022] [added: 2023] is provided below, while a discussion of [removed: 2022] [added: 2023] compared with [removed: 2021] [added: 2022] can be found in Item 7.
Management’s Discussion and Analysis of Financial Condition and Results of Operations of our Annual Report on Form 10-K for the year ended December [removed: 31, 2022.][added: 30, 2023.]
[removed: As a result of this change, the prior periods] [added: Prior period amounts] have been recast to conform to [removed: this] [added: the new] presentation.
| *(Dollars in millions)* | | | [removed: 2023] [added: 2024] | | | [removed: 2022] [added: 2023] | | | [removed: 2021] [added: 2022] | | | [removed: 2023] [added: 2024] | | | [removed: 2022] [added: 2023] | | |
| Revenues | | | $ | [removed: 13,683] [added: 13,702] | | $ | [removed: 12,869] [added: 13,683] | | $ | [removed: 12,382] [added: 12,869] | | [removed: 6%] [added: —%] | | | [removed: 4%] [added: 6%] | | |
[removed: | Cost] [added: Cost] of [removed: sales | | | 11,405 | | | 10,800 | | | 10,297 | | | 6% | | | 5% | | |][added: Sales]
| Gross margin as a percentage of Manufacturing revenues | | | [removed: 16.3%] [added: 18.0%] | | | [removed: 15.7%] [added: 20.5%] | | | [removed: 16.5%] [added: 20.4%] | | | | | | | | |
| Selling and administrative expense | | | [removed: 1,225] [added: 1,156] | | | [removed: 1,186] [added: 1,225] | | | [removed: 1,221] [added: 1,186] | | | [removed: 3%] [added: (6)%] | | | [removed: (3)%] [added: 3%] | | |
| Interest expense, net | | | [removed: 77] [added: 97] | | | [removed: 107] [added: 77] | | | [removed: 142] [added: 107] | | | [removed: (28)%] [added: 26%] | | | [removed: (25)%] [added: (28)%] | | |
| Special charges | | | [removed: 126] [added: 78] | | | [removed: —] [added: 126] | | | [removed: 25] [added: —] | | | [removed: —] [added: (38)%] | | | [removed: —] [added: 100%] | | |
| Non-service components of pension and postretirement income, net | | | [removed: 237] [added: 263] | | | [removed: 240] [added: 237] | | | [removed: 159] [added: 240] | | | [removed: (1)%] [added: 11%] | | | [removed: 51%] [added: (1)%] | | |
Revenues increased [removed: $814 million, 6%,] [added: $19 million] in [removed: 2023,] [added: 2024,] compared with [removed: 2022.][added: 2023, largely due to the following factors:]
[removed: - Higher] Textron [removed: Aviation] [added: Aviation’s] revenues [removed: of $300] [added: decreased $89] million, [added: 2%, in 2024, compared with 2023,] reflecting [removed: higher pricing] [added: lower volume and mix] of [removed: $335] [added: $270] million, [added: which was principally a result of the strike discussed below,] partially offset by [removed: lower volume and mix] [added: higher pricing] of [removed: $35] [added: $181] million.
[removed: Cost of Sales and Selling] [added: Selling] and Administrative Expense
[removed: In 2023,] [added: Bell's] cost of sales increased [removed: $605] [added: $507] million, [removed: 6%,] [added: 21%, in 2024,] compared with [removed: 2022, largely] [added: 2023, primarily] due to the [removed: impact of] higher [removed: net] volume and mix [removed: described above, and $257 million of inflation.][added: discussed above.]
[removed: Gross] [added: Consolidated gross] margin as a percentage of Manufacturing revenues [removed: increased 60] [added: decreased 250] basis points in [removed: 2023,] [added: 2024,] compared with [removed: 2022, largely] [added: 2023, primarily] due to [removed: higher margins] [added: lower gross margin] at the [removed: Industrial,] Bell [added: segment, largely due to the mix of contracts discussed above,] and [added: at the] Textron Aviation [removed: segments.][added: segment, reflecting the mix of aircraft sold and manufacturing inefficiencies, largely due to the strike.]
For [removed: 2023, 2022] [added: 2024, 2023] and [removed: 2021,] [added: 2022,] gross interest expense totaled [removed: $133] [added: $146] million, [removed: $129] [added: $133] million and [removed: $142] [added: $129] million, respectively.
Special charges [added: of $78 million and $126 million in 2024 and 2023, respectively,] include restructuring activities and asset impairment charges as described in Note [removed: 16] [added: 15] to the Consolidated Financial Statements [removed: in Item 8.][added: on page [62](#i39696783ec8f49feb6a31e192d6d4341_154).]
Non-service components of pension and postretirement income, net [removed: decreased] [added: increased] by [removed: $3] [added: $26] million, [removed: 1%,] [added: 11%,] in [removed: 2023,] [added: 2024,] compared with [removed: 2022.][added: 2023.]
| | | | [removed: 2023] [added: 2024] | | | [removed: 2022] [added: 2023] | | | [removed: 2021] [added: 2022] | | |
| Effective tax rate | | | [removed: 15.2%] [added: 12.5%] | | | 15.2% | | | [removed: 14.4%] [added: 15.2%] | | |
In [removed: 2023 and 2022,] [added: 2023,] the effective tax rate of 15.2% was lower than the U.S. federal statutory tax rate of 21%, largely due to the favorable impact of research and development credits and tax deductions for foreign-derived intangible income.
For a full reconciliation of our effective tax rate to the U.S. federal statutory tax rate, see Note [removed: 17] [added: 16] to the Consolidated Financial Statements [removed: in Item 8.][added: on page [63](#i39696783ec8f49feb6a31e192d6d4341_157).]
We [removed: conduct our business through] [added: operate in, and report financial information for, the following] six operating segments: Textron Aviation, Bell, Textron Systems, Industrial, Textron eAviation and Finance.
In our discussion of comparative results for the Manufacturing group, [added: material] changes in revenues and segment profit for our commercial businesses typically are expressed in terms of [added: product line revenues, including] volume and [removed: mix, pricing,] [added: mix and pricing;] foreign [removed: exchange,] [added: exchange;] acquisitions and [removed: dispositions, inflation] [added: dispositions; inflation; manufacturing efficiency;] and [removed: performance.][added: changes in research and development costs and selling and administrative expense.]
Approximately [removed: 21%] [added: 25%] of our [removed: 2023] [added: 2024] 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, [added: material] 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 [removed: performance; these include] [added: contract performance, which includes] 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.
| Aircraft | | | $ | [removed: 3,577] [added: 3,374] | | $ | [removed: 3,387] [added: 3,577] | | $ | [removed: 3,116] [added: 3,387] | | [removed: 6%] [added: (6)%] | | | [removed: 9%] [added: 6%] | | |
| Aftermarket parts and services | | | [removed: 1,796] [added: 1,910] | | | [removed: 1,686] [added: 1,796] | | | [removed: 1,450] [added: 1,686] | | | [removed: 7%] [added: 6%] | | | [removed: 16%] [added: 7%] | | |
| Total revenues | | | [removed: 5,373] [added: 5,284] | | | [removed: 5,073] [added: 5,373] | | | [removed: 4,566] [added: 5,073] | | | [removed: 6%] [added: (2)%] | | | [removed: 11%] [added: 6%] | | |
| Segment profit | | | $ | [removed: 649] [added: 566] | | $ | [removed: 560] [added: 649] | | $ | [removed: 349] [added: 560] | | [removed: 16%] [added: (13)%] | | | [removed: 60%] [added: 16%] | | |
| Profit margin | | | [removed: 12.1%] [added: 10.7%] | | | [removed: 11.0%] [added: 12.1%] | | | [removed: 7.6%] [added: 11.0%] | | | | | | | | |
| Backlog | | | $ | [removed: 7,169] [added: 7,845] | | $ | [removed: 6,387] [added: 7,169] | | $ | [removed: 4,120] [added: 6,387] | | [removed: 12%] [added: 9%] | | | [removed: 55%] [added: 12%] | | |
| *(In millions)* | | | [removed: 2023 versus 2022] [added: 2024] | | | [added: 2023 | | | 2022 | | |]
[removed: Volume and mix included] [added: Aircraft revenues decreased $203 million, 6%, due to] lower [added: volume and mix, largely from] Citation jet and [removed: pre-owned volume,] [added: commercial turboprop deliveries,] partially offset by higher [removed: defense, aftermarket, commercial turboprop and other aircraft volume.][added: pricing.]
In 2024, our operating results were adversely impacted by a strike at the Textron Aviation segment.
On September 21, 2024, the International Association of Machinists and Aerospace Workers (IAM) District 70, Local Lodge 774 called a strike against Textron Aviation.
On October 20, 2024, an agreement was reached on a new five-year labor contract.
As a result, our revenues and profit were unfavorably impacted in the second half of 2024 due to delayed aircraft deliveries and manufacturing inefficiencies associated with the labor disruption and the recovery of operating activities.
At the Industrial segment, we experienced lower revenues and profit in 2024, largely resulting from a decline in demand in our end markets for Textron Specialized Vehicles products.
We are in the process of conducting a strategic review of our powersports product line, as discussed in Note 15 to the Consolidated Financial Statements on page [62](#i39696783ec8f49feb6a31e192d6d4341_154).
At our Bell segment, the ramp up of the FLRAA program contributed to a 14% growth in its revenues for the year.
In August, the U.S. Army announced approval of Milestone B for the FLRAA program, establishing it as a program of record and transitioning it to the Engineering and Manufacturing Development phase.
In the second half of the year, Bell was awarded contracts totaling approximately $3.0 billion for this phase of the program that contributed to a total company backlog increase of $4.0 billion, 29%, to $17.9 billion at the end of 2024.
This backlog increase included growth of $676 million at the Textron Aviation segment, reflecting steady customer demand supported by new products, and $644 million at the Textron Systems segment, which included new contract awards for the Ship-to-Shore Connector program.
In November 2023, the Financial Accounting Standards Board issued Accounting Standard Update (ASU) No. 2023-07, *Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures*, which requires a public entity to disclose, on an annual and interim basis, significant segment expenses and other segment items that are regularly provided to the Chief Operating Decision Maker.
The new standard is effective for fiscal years beginning after December 15, 2023.
We adopted ASU 2023-07 in the fourth quarter of 2024 and have recast management’s discussion and analysis of the results of operations of our company to include a discussion of the additional expense categories.
In connection with the adoption of this standard, research and development costs previously included within Cost of products sold are now reported on a separate line in our Consolidated Statements of Operations.
| Cost of sales | | | 11,200 | | | 10,835 | | | 10,199 | | | 3% | | | 6% | | |
| Research and development costs | | | 491 | | | 570 | | | 601 | | | (14)% | | | (5)% | | |
- Higher Bell revenues of $432 million, largely reflecting higher military aircraft and support revenues of $347 million, primarily due to higher volume on the FLRAA program, partially offset by lower volume on the V-22 program.
- Lower Industrial revenues of $326 million, due to lower revenues of $263 million at Textron Specialized Vehicles, principally in the powersports and personal transportation vehicles product lines due to reduced demand in their end markets, and lower revenues of $63 million at Kautex.
- Lower Textron Aviation revenues of $89 million, reflecting lower volume and mix of $270 million, principally a result of the strike discussed in the Segment Analysis section below, partially offset by higher pricing of $181 million in both the aircraft and aftermarket parts and services product lines.
In 2024, cost of sales increased $365 million, 3%, compared with 2023.
The increase in cost was largely due to a $299 million impact from inflation and higher LIFO inventory provision and a $38 million inventory valuation charge to write down inventory to its net realizable value at Textron Specialized Vehicles as discussed in Note 15 to the Consolidated Financial Statements on page [62](#i39696783ec8f49feb6a31e192d6d4341_154).
In addition, higher LIFO inventory provision and the inventory valuation charge noted above accounted for 80 basis points of the decrease.
Research and Development Costs
Research and development costs decreased $79 million, 14%, in 2024, compared with 2023, largely reflecting the winddown of the Future Attack Reconnaissance Aircraft Program at the Bell segment, partially offset by a $17 million increase at the Textron eAviation segment, largely due to development efforts on hybrid and electric propulsion aircraft.
Selling and administrative expense decreased $69 million, 6%, in 2024, compared with 2023, primarily reflecting lower compensation expense, which included lower shared-based and incentive compensation and savings from restructuring activities.
In 2024, interest expense, net increased $20 million, 26%, compared with 2023, primarily due to an increase in the weighted-average interest rate of our debt and $7 million in lower interest income.
The increase is based on our annual valuation at the end of 2023 and is primarily driven by the impact of actual pension asset returns that exceeded our expected return on plan assets.
In 2024, the effective tax rate of 12.5% was lower than the U.S. federal statutory tax rate of 21%, largely due to the favorable impact of research and development credits and the effective settlement of certain tax positions in the fourth quarter of 2024, which is discussed in Note 16 to the Consolidated Financial Statements on page [63](#i39696783ec8f49feb6a31e192d6d4341_157).
Segment profit for the manufacturing segments excludes the non-service components of pension and postretirement income, net; LIFO inventory provision; intangible asset amortization; interest expense, net for Manufacturing group; certain corporate expenses; gains/losses on major business dispositions; special charges and the inventory valuation charge to write down production-related powersports inventory.
The operating costs used to derive segment profit for our manufacturing segments includes cost of sales, research and development costs and selling and administrative expense.
The cost of sales discussed in this Segment Analysis section excludes the LIFO inventory provision, intangible asset amortization and the inventory valuation charge discussed above that are reported within Cost of products sold or Cost of services sold on the Consolidated Statement of Operations.
Manufacturing efficiency includes changes in material, labor and overhead variances to standards, typically due to scrap rates, labor efficiency or inefficiencies, facility usage and other manufacturing productivity inputs.
| Cost of sales | | | 4,102 | | | 4,116 | | | 3,905 | | | —% | | | 5% | | |
| Research and development costs | | | 208 | | | 199 | | | 191 | | | 5% | | | 4% | | |
| Selling and administrative expense | | | 408 | | | 409 | | | 417 | | | —% | | | (2)% | | |
Aftermarket parts and services revenues increased $114 million, 6%, due to higher pricing and volume.
On September 21, 2024, the IAM District 70, Local Lodge 774 called a strike against Textron Aviation.
The strike impacted approximately 5,000 of Textron Aviation’s employees at the manufacturing, parts and distribution and service center facilities in Wichita.
On October 20, 2024, Textron Aviation and the IAM reached an agreement on a new five-year labor contract.
The strike had a significant adverse impact on Textron Aviation’s ability to meet its production and delivery schedules in the third quarter and continuing into the fourth quarter of 2024.
In 2023, Textron’s revenues increased 6%, compared with 2022, reflecting the impact of higher pricing, principally at the Textron Aviation, Industrial and Bell segments, and higher volume and mix at the Industrial segment.
Segment profit increased 17%, compared with 2022, largely due to higher pricing, net of inflation at the Textron Aviation and Industrial segments.
Our backlog increased 5% in 2023 to $13.9 billion, which included a $782 million increase at the Textron Aviation segment.
During 2023, we continued to manage through the impacts of ongoing global supply chain shortages/delays and labor shortages to deliver products to our customers.
Beginning in 2023, we changed how we measure our segment profit for the manufacturing segments, as discussed in the Segment Analysis section below.
The impact of the change in the segment profit measure on the narrative discussion of fluctuations in segment profit provided in Item 7.
Management’s Discussion and Analysis of Financial Condition and Results of Operations of our Annual Report on Form 10-K for the year ended December 31, 2022 was insignificant.
Financial Statements and Supplementary Data.
The revenue increase primarily included the following factors:
- Higher Industrial revenues of $376 million due to higher volume and mix of $280 million across both product lines and a favorable impact from pricing of $99 million.
- Higher Textron Systems revenues of $63 million, primarily due to higher volume of $44 million.
- Higher Bell revenues of $56 million, reflecting higher pricing of $68 million, partially offset by lower volume and mix of $12 million.
Selling and administrative expense increased $39 million, 3%, in 2023, compared with 2022, primarily reflecting higher share-based compensation expense and $27 million of inflation, largely in labor costs, partially offset by a $17 million recovery of amounts that were previously written off related to one customer relationship at the Finance segment.
In 2023, interest expense, net decreased $30 million, 28%, compared with 2022, primarily due to an increase in interest income of $34 million.
Beginning in 2023, we changed how we measure our segment profit for the manufacturing segments 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 periods have been recast to conform to this presentation.
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.
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.
| Operating expenses | | | 4,724 | | | 4,513 | | | 4,217 | | | 5% | | | 7% | | |
Textron Aviation Revenues and Operating Expenses
Factors contributing to the 2023 year-over-year revenue change are provided below:
| | | | | | |
| --- | --- | --- | --- | --- | --- |
| Pricing | | | $ | 335 | |
| Volume and mix | | | (35) | | |
| Total change | | | $ | 300 | |
Textron Aviation’s revenues increased $300 million, 6%, in 2023, compared with 2022, reflecting higher pricing of $335 million, partially offset by lower volume and mix of $35 million.
Textron Aviation’s operating expenses increased $211 million, 5%, in 2023, compared with 2022, largely reflecting inflation of $176 million.
Factors contributing to 2023 year-over-year segment profit change are provided below:
| Pricing, net of inflation | | | $ | 159 | |
| Volume and mix | | | 9 | | |
| Performance | | | (79) | | |
| Total change | | | $ | 89 | |
Textron Aviation’s segment profit increased $89 million, 16%, in 2023, compared with 2022, due to favorable pricing, net of inflation of $159 million and a favorable impact from the mix of products and services sold, partially offset by an unfavorable impact from performance of $79 million, largely related to supply chain and labor inefficiencies.
Textron Aviation Backlog
| Operating expenses | | | 2,827 | | | 2,809 | | | 2,965 | | | 1% | | | (5)% | | |
A significant portion of Bell’s military aircraft and support program revenues has been from the U.S. Government for the V-22 tiltrotor aircraft and the H-1 helicopter platforms.
Under current contracts, production of the V-22 tiltrotor aircraft is expected to end with final deliveries in the next two years after which this program will transition to the support stage.
For the H-1 helicopter, final deliveries under the current contract are expected to be completed in early 2024, fully transitioning this platform to the support stage.
An excerpt. Shown here: 40 of 119 rewritten, 40 of 99 added and 40 of 115 removed. The counts are complete. For every sentence, read Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations in the FY2024 filing and the FY2023 filing.
Item 7A. Quantitative and Qualitative Disclosures About Market Risk
7 rewritten, 2 added, 2 removed, 27 unchanged
The notional amount of outstanding foreign currency exchange contracts was [removed: $478] [added: $464] million and [removed: $354] [added: $478] million at December [removed: 30, 2023] [added: 28, 2024] and December [removed: 31, 2022,] [added: 30, 2023,] respectively.
We had interest rate swap agreements with a total notional amount of [removed: $210] [added: $289] million at December [removed: 30, 2023] [added: 28, 2024] and [removed: $297] [added: $210] million at December [removed: 31, 2022,] [added: 30, 2023,] which effectively converted certain floating-rate debt to a fixed-rate equivalent.
| | | | December [removed: 30, 2023] [added: 28, 2024] | | | | | | | | | December [removed: 31, 2022] [added: 30, 2023] | | | | | | | | |
| Foreign currency exchange contracts | | | [removed: 1] [added: $] | [added: (14)] | | [removed: 1] [added: $] | [added: (14)] | | [removed: 30] [added: $] | [added: 31] | | [removed: (11)] [added: $] | [added: 1] | | [removed: (11)] [added: $] | [added: 1] | | [removed: 28] [added: $] | [added: 30] | |
| Debt | | | [removed: $] [added: (3,164)] | [removed: (3,520)] | | [removed: $] [added: (2,989)] | [removed: (3,342)] | | [removed: $] [added: (49)] | [removed: (54)] | | [removed: $] [added: (3,520)] | [removed: (3,175)] | | [removed: $] [added: (3,342)] | [removed: (2,872)] | | [removed: $] [added: (54)] | [removed: (51)] | |
| Finance receivables | | | [removed: $ | 417] [added: 439] | | [removed: $] | [removed: 423] [added: 454] | | [removed: $] | 9 | | [removed: $] | [removed: 390] [added: 417] | | [removed: $] | [removed: 369] [added: 423] | | [removed: $] | [removed: 10] [added: 9] | | [added: |]
| Debt | | | [removed: (348)] [added: (341)] | | | [removed: (293)] [added: (311)] | | | [removed: (1)] [added: —] | | | [removed: (375)] [added: (348)] | | | [removed: (294)] [added: (293)] | | | (1) | | |
| | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | |
| Debt | | | $ | (6) | | $ | (6) | | $ | (1) | | $ | (6) | | $ | (6) | | $ | (1) | |
| | | | $ | (5) | | $ | (5) | | $ | 29 | | $ | (17) | | $ | (17) | | $ | 27 | |
Item 1. Business
55 rewritten, 19 added, 11 removed, 132 unchanged
Total revenues for [removed: 2023] [added: 2024] were $13.7 billion and are presented below by segment and customer type.
[removed: ][added: ]
Aftermarket parts and services includes commercial parts sales and maintenance, inspection and repair [removed: services.][added: services, and advanced flight training devices.]
Textron Aviation's business jets include the Cessna Citation M2 Gen2, Citation [removed: CJ3 Gen2,] [added: CJ3+,] Citation CJ4 Gen2, Citation XLS Gen2, Citation Latitude and the Citation Longitude.
[removed: In addition,] Textron Aviation’s military trainer and defense aircraft include the Beechcraft T-6 trainer, which has been used to train pilots from more than 40 countries, and the AT-6 light attack military [removed: aircraft, which has achieved military type certification from the U.S. Air Force.][added: aircraft.]
Textron [removed: Aviation also offers] [added: Aviation’s] piston engine aircraft [removed: including the Beechcraft Baron G58 and Bonanza G36, and] [added: include] the Cessna Skyhawk, Skylane, Turbo Skylane, [removed: and] Turbo Stationair [removed: HD.][added: HD and the Beechcraft Baron G58 and Bonanza G36.]
In support of its family of aircraft, Textron Aviation operates a global network of more than 20 service [removed: centers, two of which are co-located with Bell.][added: centers.]
[added: In addition,] Textron Aviation is developing the Citation Ascend, a high-performance midsize business jet, which is [added: continuing to progress through the Federal Aviation Administration's (FAA) certification process and is] expected to enter into service in 2025.
The Beechcraft Denali, a high-performance single engine turboprop aircraft [removed: also] under development, [removed: achieved its first flight in November 2021 and is in the certification process with the Federal Aviation Administration (FAA).][added: continues toward FAA certification.]
Bell is [removed: one of the] [added: a] leading [removed: suppliers] [added: supplier] of military and commercial helicopters, tiltrotor aircraft, and related spare parts and services in the world.
Bell’s [removed: major] [added: primary] U.S. Government programs are for the [removed: production and support of V-22 tiltrotor aircraft, primarily for the U.S. Department of Defense; the] development of [removed: the V-280 Valor,] a next generation tiltrotor aircraft for the U.S. Army’s Future Long Range Assault Aircraft (FLRAA) [removed: program;] [added: program] and [added: the] production and support of [removed: H-1 helicopters for] the [removed: U.S. Marine Corps.][added: V-22 tiltrotor aircraft and H-1 helicopters.]
The FLRAA development contract was awarded to Bell in December [removed: 2022 as part of the U.S. Army’s Future Vertical Lift (FVL) initiative.][added: 2022.]
Bell’s [removed: first] super medium commercial helicopter, the 525 Relentless, [removed: is currently in the certification process with the FAA.][added: continues toward FAA certification.]
Bell operates a global network of eight Company-operated service [removed: centers, two of which are co-located with Textron Aviation,] [added: centers] and four global parts distribution centers.
Notable products [added: currently] developed and produced by the Textron Systems segment include the Ship-to-Shore Connector, the U.S. Navy's next generation of Landing Craft Air Cushion vehicles; a family of test and simulation products; [removed: Shadow,] the [removed: U.S. Army's premier tactical unmanned aircraft system; the] Aerosonde Small Unmanned Aircraft System, a multi-mission capable unmanned aircraft system for commercial and military operations; and piston aircraft engines under the Lycoming brand.
Our Industrial segment designs and manufactures a variety of products within the Kautex and [added: Textron] Specialized Vehicles [removed: product lines.][added: businesses.]
In addition, Kautex produces plastic tanks for selective catalytic reduction systems used to [added: reduce emissions from diesel engines, and other fuel system components.]
Kautex [removed: has] also [removed: developed and begun to offer] [added: offers] lightweight, composite Pentatonic battery systems, which include enclosures, underbody protection and thermal management systems, for use in electric vehicles, from hybrid to full battery-powered.
Our [removed: Specialized Vehicles product line includes products sold by the] Textron Specialized Vehicles businesses [added: manufacture and sell products] under our E-Z-GO, Arctic Cat, TUG Technologies, Douglas Equipment, Premier, Safeaero, Ransomes, Jacobsen and Cushman brands.
The diversified customer base for [removed: the] [added: Textron] Specialized Vehicles [removed: product line] includes golf courses and resorts, government agencies and municipalities, consumers, outdoor enthusiasts, and commercial and industrial users such as factories, warehouses, airlines, planned communities, hunting preserves, educational and corporate campuses, sporting venues and landscaping professionals.
Sales are made through a network of independent distributors and dealers worldwide and the Bass Pro Shops and Cabela's retail outlets, which sell our [added: powersports] products under the Tracker Off Road brand, as well as factory direct resources.
In addition, we also manufacture [added: powersports] products for OEMs for resale to customers under the OEM’s branding.
Our Textron eAviation segment [removed: includes Pipistrel, a manufacturer of light aircraft, along with other] [added: is focused on] research and development initiatives related to sustainable aviation [removed: solutions.][added: solutions and includes Pipistrel, a manufacturer of light aircraft.]
[removed: Pipistrel’s] [added: Pipistrel offers a family of light aircraft and gliders with both electric and combustion engines, including the] Velis [removed: Electro] [added: Electro, which] is the world’s first, and currently only, electric aircraft to receive full type certification from the European Union Aviation Safety Agency and from the UK Civil Aviation Authority.
A substantial number of the originations in our finance receivable portfolio are cross-border transactions for aircraft sold outside of the U.S. In [removed: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] our Finance group made payments of [removed: $160] [added: $109] million and [removed: $92] [added: $160] million, respectively, to finance the Manufacturing group's sale of Textron-manufactured products to third parties.
Our backlog at the end of [removed: 2023] [added: 2024] and [removed: 2022] [added: 2023] is summarized below:
| *(In millions)* | | | December [removed: 30, 2023] [added: 28, 2024] | | | December [removed: 31, 2022] [added: 30, 2023] | | |
| Textron Aviation | | | $ | [removed: 7,169] [added: 7,845] | | $ | [removed: 6,387] [added: 7,169] | |
| Bell | | | [removed: 4,780] [added: 7,469] | | | [removed: 4,781] [added: 4,780] | | |
| Textron Systems | | | [removed: 1,950] [added: 2,594] | | | [removed: 2,098] [added: 1,950] | | |
| Total backlog | | | $ | [removed: 13,899] [added: 17,908] | | $ | [removed: 13,266] [added: 13,899] | |
Contracts with the U.S. Government, including contracts under the U.S. Government-sponsored foreign military sales program, generated approximately [removed: 21%] [added: 25%] of our consolidated revenues in [removed: 2023,] [added: 2024,] primarily in our Bell and Textron Systems segments.
[removed: These laws and regulations, among other things, require certification and disclosure of all cost and pricing] data in connection with contract negotiation; define allowable and unallowable costs and otherwise govern our right to reimbursement under certain cost-based U.S. Government contracts; and safeguard and restrict the use and dissemination of [added: classified and covered defense information and the export of certain products and technical data.]
See [removed: Aerospace] [added: the *Aerospace] and Defense [removed: Industry] [added: Industry*] section in Item 1A.
See [removed: Strategic Risks] [added: the *Strategic Risks*] section in Item 1A.
For additional information regarding environmental matters, see Note [removed: 18] [added: 17] to the Consolidated Financial Statements in Item 8.
Financial Statements and Supplementary Data, and [removed: Business] [added: the *Business] and Operational [removed: Risks] [added: Risks*] and [removed: Risks] [added: *Risks] Related to Regulatory, Legal and Other [removed: Matters] [added: Matters*] sections in Item 1A.
At December [removed: 30, 2023,] [added: 28, 2024,] we employed approximately [removed: 35,000] [added: 34,000] employees worldwide, with approximately 80% located in the U.S. and the remainder located outside of the U.S. Approximately 7,400, or [removed: 27%,] [added: 28%,] of our U.S. employees, most of whom work for our Bell and Textron Aviation segments, are represented by unions under collective bargaining agreements, and certain of our non-U.S. employees are represented by organized works councils.
From time to [removed: time] [added: time,] our collective bargaining agreements expire.
Historically, we have been successful in negotiating renewals to expiring agreements without any material disruption of operating [removed: activities,] [added: activities; however, on September 21, 2024, Textron Aviation’s largest union rejected a proposed new contract] and [removed: management considers employee relations to be good.][added: initiated a strike.]
In October 2024, Textron Aviation introduced its next generation of light jets, the Citation M2 Gen3, CJ3 Gen3 and CJ4 Gen3, which will include the revolutionary Garmin Emergency Autoland technology.
Currently under development, the CJ3 Gen2 is expected to enter into service in 2025, the CJ4 Gen3 is expected to enter into service in 2026, and the M2 Gen3 and CJ3 Gen3 are expected to enter into service in 2027.
In 2024, the U.S. Army announced approval of Milestone B for the FLRAA program, establishing FLRAA as a program of record and transitioning the program to the Engineering and Manufacturing Development phase.
This phase includes continued digital modeling, detailed hardware and software design, and fabrication of hardware, as Bell proceeds to critical design review and the first prototype flight planned for 2026.
In 2024, the FAA granted a light-sport aircraft airworthiness exemption for the Pipistrel Velis Electro, allowing flight training in an electric aircraft within the United States.
The Textron eAviation segment is also developing both hybrid and electric propulsion aircraft, including Pipistrel's Nuuva V300, a long-range, large-capacity hybrid-electric vertical takeoff and landing aircraft, and an electric vertical takeoff and landing (eVTOL) aircraft.
The Nuuva V300's first hover flight is expected in 2025 and initial testing on the Nexus, a full-scale technology demonstrator eVTOL, is expected to begin in 2025.
These laws and regulations, among other things, require certification and disclosure of all cost and pricing
The strike impacted approximately 5,000 of Textron Aviation’s employees at its manufacturing, parts and distribution and service center facilities in Wichita, Kansas.
On October 20, 2024, Textron Aviation and the union reached an agreement and a new five-year labor contract was ratified.
To maintain and enhance the safety of our employees, we promote a workplace safety culture of continuous improvement, shared responsibility, and individual accountability.
We use an annual goal setting
On October 23, 2024, we announced that Mr. Connor will be retiring effective February 28, 2025.
David Rosenberg, currently our Vice President – Investor Relations, has been appointed Executive Vice President and Chief Financial Officer to succeed Mr. Connor, effective March 1, 2025.
Mr. Rosenberg, 48, has more than 24 years of experience in the aviation industry.
Prior to his role as Vice President – Investor Relations, he served as Senior Vice President & Chief Financial Officer of Textron Aviation from 2018 through 2023, having previously held leadership positions in finance at Textron Aviation.
Following Textron’s acquisition of Beechcraft in 2014, as Textron Aviation’s Vice President, Integration & Strategy, Mr. Rosenberg led the successful merger and integration of Beechcraft and Textron’s Cessna Aircraft business, which created today’s Textron Aviation segment.
Prior to Textron’s acquisition of Beechcraft, Mr. Rosenberg held a series of leadership positions in financial planning, business management, strategic planning and operations with Beechcraft and its predecessor companies.
- Risks related to changing U.S. and foreign trade policies, including increased trade restrictions or tariffs; and
Bell is developing a tiltrotor aircraft, based on the V-280 Valor, to meet U.S. Army weapon system requirements.
The V-280 Valor first flew in December 2017 and has conducted over 200 hours of flight testing.
Bell is also developing a new rotorcraft, the Bell 360 Invictus, for the U.S. Army's Future Attack Reconnaissance Aircraft (FARA) Competitive Prototype Program, which is part of the U.S. government's FVL initiative.
In March 2020, the U.S. Army selected the 360 Invictus to move to the second phase of the Competitive Prototype Program.
Bell continues to progress on its development of the 360 Invictus Prototype under this phase of the cost-share program.
On February 8, 2024, as part of plans to rebalance its aviation modernization investments, the U.S. Army announced plans to discontinue development of the FARA at the conclusion of FY24 prototyping activities.
reduce emissions from diesel engines, and other fuel system components.
Pipistrel offers a family of light aircraft and gliders with both electric and combustion engines.
classified and covered defense information and the export of certain products and technical data.
Textron is committed to having a diverse workforce and inclusive workplaces throughout our global operations.
litigation staff with primary oversight of litigation throughout Textron.
An excerpt. Shown here: 40 of 55 rewritten, all 19 added and all 11 removed. The counts are complete. For every sentence, read Item 1. Business in the FY2024 filing and the FY2023 filing.
Cover and table of contents
26 rewritten, 8 added, 7 removed, 82 unchanged
[Table of [removed: Content](#i977290c73bc34362a4261d6a76667593_7)[s](#i977290c73bc34362a4261d6a76667593_7)][added: Content](#i39696783ec8f49feb6a31e192d6d4341_7)[s](#i39696783ec8f49feb6a31e192d6d4341_7)]
For the fiscal year ended December [removed: 30, 2023][added: 28, 2024]
The aggregate market value of the registrant’s Common Stock held by non-affiliates at [removed: July 1, 2023] [added: June 29, 2024] was approximately [removed: $13.3] [added: $16.0] billion based on the New York Stock Exchange closing price for such shares on that date.
At February [removed: 3, 2024, 192,853,981] [added: 1, 2025, 182,572,762] shares of Common Stock were outstanding.
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 [removed: 24, 2024.][added: 23, 2025.]
| [Item [removed: 1.](#i977290c73bc34362a4261d6a76667593_13)] [added: 1.](#i39696783ec8f49feb6a31e192d6d4341_13)] | | | [removed: [Business](#i977290c73bc34362a4261d6a76667593_13)] [added: [Business](#i39696783ec8f49feb6a31e192d6d4341_13)] | | | [removed: [3](#i977290c73bc34362a4261d6a76667593_13)] [added: [3](#i39696783ec8f49feb6a31e192d6d4341_13)] | | |
| [Item [removed: 1A.](#i977290c73bc34362a4261d6a76667593_16)] [added: 1A.](#i39696783ec8f49feb6a31e192d6d4341_16)] | | | [Risk [removed: Factors](#i977290c73bc34362a4261d6a76667593_16)] [added: Factors](#i39696783ec8f49feb6a31e192d6d4341_16)] | | | [removed: [9](#i977290c73bc34362a4261d6a76667593_16)] [added: [9](#i39696783ec8f49feb6a31e192d6d4341_16)] | | |
| [Item [removed: 1B.](#i977290c73bc34362a4261d6a76667593_19)] [added: 1B.](#i39696783ec8f49feb6a31e192d6d4341_19)] | | | [Unresolved Staff [removed: Comments](#i977290c73bc34362a4261d6a76667593_19)] [added: Comments](#i39696783ec8f49feb6a31e192d6d4341_19)] | | | [removed: [16](#i977290c73bc34362a4261d6a76667593_19)] [added: [16](#i39696783ec8f49feb6a31e192d6d4341_19)] | | |
| [Item [removed: 2.](#i977290c73bc34362a4261d6a76667593_22)] [added: 2.](#i39696783ec8f49feb6a31e192d6d4341_25)] | | | [removed: [Properties](#i977290c73bc34362a4261d6a76667593_22)] [added: [Properties](#i39696783ec8f49feb6a31e192d6d4341_25)] | | | [removed: [18](#i977290c73bc34362a4261d6a76667593_22)] [added: [18](#i39696783ec8f49feb6a31e192d6d4341_25)] | | |
| [Item [removed: 3.](#i977290c73bc34362a4261d6a76667593_25)] [added: 3.](#i39696783ec8f49feb6a31e192d6d4341_28)] | | | [Legal [removed: Proceedings](#i977290c73bc34362a4261d6a76667593_25)] [added: Proceedings](#i39696783ec8f49feb6a31e192d6d4341_28)] | | | [removed: [18](#i977290c73bc34362a4261d6a76667593_25)] [added: [18](#i39696783ec8f49feb6a31e192d6d4341_28)] | | |
| [Item [removed: 4.](#i977290c73bc34362a4261d6a76667593_28)] [added: 4.](#i39696783ec8f49feb6a31e192d6d4341_31)] | | | [Mine Safety [removed: Disclosures](#i977290c73bc34362a4261d6a76667593_28)] [added: Disclosures](#i39696783ec8f49feb6a31e192d6d4341_31)] | | | [removed: [18](#i977290c73bc34362a4261d6a76667593_28)] [added: [18](#i39696783ec8f49feb6a31e192d6d4341_31)] | | |
| [Item [removed: 5.](#i977290c73bc34362a4261d6a76667593_34)] [added: 5.](#i39696783ec8f49feb6a31e192d6d4341_37)] | | | [Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity [removed: Securities](#i977290c73bc34362a4261d6a76667593_34)] [added: Securities](#i39696783ec8f49feb6a31e192d6d4341_37)] | | | [removed: [18](#i977290c73bc34362a4261d6a76667593_34)] [added: [19](#i39696783ec8f49feb6a31e192d6d4341_37)] | | |
| [removed: [Item](#i977290c73bc34362a4261d6a76667593_1649) [6](#i977290c73bc34362a4261d6a76667593_1649)[.](#i977290c73bc34362a4261d6a76667593_1649)] [added: [Item 6.](#i39696783ec8f49feb6a31e192d6d4341_40)] | | | [removed: [\[Reserved\]](#i977290c73bc34362a4261d6a76667593_1649)] [added: [\[Reserved\]](#i39696783ec8f49feb6a31e192d6d4341_40)] | | | [removed: [19](#i977290c73bc34362a4261d6a76667593_1649)] [added: [19](#i39696783ec8f49feb6a31e192d6d4341_40)] | | |
| [Item [removed: 7.](#i977290c73bc34362a4261d6a76667593_37)] [added: 7.](#i39696783ec8f49feb6a31e192d6d4341_43)] | | | [Management’s Discussion and Analysis of Financial Condition and Results of [removed: Operations](#i977290c73bc34362a4261d6a76667593_37)] [added: Operations](#i39696783ec8f49feb6a31e192d6d4341_43)] | | | [removed: [20](#i977290c73bc34362a4261d6a76667593_37)] [added: [20](#i39696783ec8f49feb6a31e192d6d4341_43)] | | |
| [Item [removed: 7A.](#i977290c73bc34362a4261d6a76667593_73)] [added: 7A.](#i39696783ec8f49feb6a31e192d6d4341_79)] | | | [Quantitative and Qualitative Disclosures About Market [removed: Risk](#i977290c73bc34362a4261d6a76667593_73)] [added: Risk](#i39696783ec8f49feb6a31e192d6d4341_79)] | | | [removed: [32](#i977290c73bc34362a4261d6a76667593_73)] [added: [30](#i39696783ec8f49feb6a31e192d6d4341_79)] | | |
| [Item [removed: 8.](#i977290c73bc34362a4261d6a76667593_76)] [added: 8.](#i39696783ec8f49feb6a31e192d6d4341_82)] | | | [Financial Statements and Supplementary [removed: Data](#i977290c73bc34362a4261d6a76667593_76)] [added: Data](#i39696783ec8f49feb6a31e192d6d4341_82)] | | | [removed: [33](#i977290c73bc34362a4261d6a76667593_76)] [added: [31](#i39696783ec8f49feb6a31e192d6d4341_82)] | | |
| [Item [removed: 9.](#i977290c73bc34362a4261d6a76667593_169)] [added: 9.](#i39696783ec8f49feb6a31e192d6d4341_175)] | | | [Changes In and Disagreements With Accountants on Accounting and Financial [removed: Disclosure](#i977290c73bc34362a4261d6a76667593_169)] [added: Disclosure](#i39696783ec8f49feb6a31e192d6d4341_175)] | | | [removed: [69](#i977290c73bc34362a4261d6a76667593_169)] [added: [69](#i39696783ec8f49feb6a31e192d6d4341_175)] | | |
| [Item [removed: 9A.](#i977290c73bc34362a4261d6a76667593_172)] [added: 9A.](#i39696783ec8f49feb6a31e192d6d4341_178)] | | | [Controls and [removed: Procedures](#i977290c73bc34362a4261d6a76667593_172)] [added: Procedures](#i39696783ec8f49feb6a31e192d6d4341_178)] | | | [removed: [69](#i977290c73bc34362a4261d6a76667593_172)] [added: [69](#i39696783ec8f49feb6a31e192d6d4341_178)] | | |
| [Item [removed: 9C.](#i977290c73bc34362a4261d6a76667593_178)] [added: 9C.](#i39696783ec8f49feb6a31e192d6d4341_187)] | | | [Disclosure Regarding Foreign Jurisdictions that Prevent [removed: Inspections](#i977290c73bc34362a4261d6a76667593_178)] [added: Inspections](#i39696783ec8f49feb6a31e192d6d4341_187)] | | | [removed: [71](#i977290c73bc34362a4261d6a76667593_178)] [added: [71](#i39696783ec8f49feb6a31e192d6d4341_187)] | | |
| [Item [removed: 10.](#i977290c73bc34362a4261d6a76667593_184)] [added: 10.](#i39696783ec8f49feb6a31e192d6d4341_193)] | | | [Directors, Executive Officers and Corporate [removed: Governance](#i977290c73bc34362a4261d6a76667593_184)] [added: Governance](#i39696783ec8f49feb6a31e192d6d4341_193)] | | | [removed: [71](#i977290c73bc34362a4261d6a76667593_184)] [added: [71](#i39696783ec8f49feb6a31e192d6d4341_193)] | | |
| [Item [removed: 11.](#i977290c73bc34362a4261d6a76667593_187)] [added: 11.](#i39696783ec8f49feb6a31e192d6d4341_196)] | | | [Executive [removed: Compensation](#i977290c73bc34362a4261d6a76667593_187)] [added: Compensation](#i39696783ec8f49feb6a31e192d6d4341_196)] | | | [removed: [71](#i977290c73bc34362a4261d6a76667593_187)] [added: [71](#i39696783ec8f49feb6a31e192d6d4341_196)] | | |
| [Item [removed: 12.](#i977290c73bc34362a4261d6a76667593_190)] [added: 12.](#i39696783ec8f49feb6a31e192d6d4341_199)] | | | [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder [removed: Matters](#i977290c73bc34362a4261d6a76667593_190)] [added: Matters](#i39696783ec8f49feb6a31e192d6d4341_199)] | | | [removed: [71](#i977290c73bc34362a4261d6a76667593_190)] [added: [71](#i39696783ec8f49feb6a31e192d6d4341_199)] | | |
| [Item [removed: 13.](#i977290c73bc34362a4261d6a76667593_193)] [added: 13.](#i39696783ec8f49feb6a31e192d6d4341_202)] | | | [Certain Relationships and Related Transactions and Director [removed: Independence](#i977290c73bc34362a4261d6a76667593_193)] [added: Independence](#i39696783ec8f49feb6a31e192d6d4341_202)] | | | [removed: [71](#i977290c73bc34362a4261d6a76667593_193)] [added: [71](#i39696783ec8f49feb6a31e192d6d4341_202)] | | |
| [Item [removed: 14.](#i977290c73bc34362a4261d6a76667593_196)] [added: 14.](#i39696783ec8f49feb6a31e192d6d4341_205)] | | | [Principal Accountant Fees and [removed: Services](#i977290c73bc34362a4261d6a76667593_196)] [added: Services](#i39696783ec8f49feb6a31e192d6d4341_205)] | | | [removed: [71](#i977290c73bc34362a4261d6a76667593_196)] [added: [71](#i39696783ec8f49feb6a31e192d6d4341_205)] | | |
| [Item [removed: 15.](#i977290c73bc34362a4261d6a76667593_202)] [added: 15.](#i39696783ec8f49feb6a31e192d6d4341_211)] | | | [Exhibits and Financial Statement [removed: Schedules](#i977290c73bc34362a4261d6a76667593_202)] [added: Schedules](#i39696783ec8f49feb6a31e192d6d4341_211)] | | | [removed: [72](#i977290c73bc34362a4261d6a76667593_202)] [added: [72](#i39696783ec8f49feb6a31e192d6d4341_211)] | | |
| [Item [removed: 16.](#i977290c73bc34362a4261d6a76667593_205)] [added: 16.](#i39696783ec8f49feb6a31e192d6d4341_214)] | | | [Form 10-K [removed: Summary](#i977290c73bc34362a4261d6a76667593_205)] [added: Summary](#i39696783ec8f49feb6a31e192d6d4341_214)] | | | [removed: [75](#i977290c73bc34362a4261d6a76667593_205)] [added: [75](#i39696783ec8f49feb6a31e192d6d4341_214)] | | |
For the Fiscal Year Ended December 28, 2024
| [PART I](#i39696783ec8f49feb6a31e192d6d4341_10) | | | | | | | | |
| [Item 1C.](#i39696783ec8f49feb6a31e192d6d4341_22) | | | [Cybersecurity](#i39696783ec8f49feb6a31e192d6d4341_22) | | | [16](#i39696783ec8f49feb6a31e192d6d4341_22) | | |
| [PART II](#i39696783ec8f49feb6a31e192d6d4341_34) | | | | | | | | |
| [Item 9B.](#i39696783ec8f49feb6a31e192d6d4341_184) | | | [Other Information](#i39696783ec8f49feb6a31e192d6d4341_184) | | | [71](#i39696783ec8f49feb6a31e192d6d4341_184) | | |
| [PART III](#i39696783ec8f49feb6a31e192d6d4341_190) | | | | | | | | |
| [PART IV](#i39696783ec8f49feb6a31e192d6d4341_208) | | | | | | | | |
| [Signatures](#i39696783ec8f49feb6a31e192d6d4341_217) | | | | | | [76](#i39696783ec8f49feb6a31e192d6d4341_217) | | |
| [PART I](#i977290c73bc34362a4261d6a76667593_10) | | | | | | | | |
| [Item 1](#i977290c73bc34362a4261d6a76667593_1629)[C](#i977290c73bc34362a4261d6a76667593_1629)[.](#i977290c73bc34362a4261d6a76667593_1629) | | | [Cybersecurity](#i977290c73bc34362a4261d6a76667593_1629) | | | [16](#i977290c73bc34362a4261d6a76667593_1629) | | |
| [PART II](#i977290c73bc34362a4261d6a76667593_31) | | | | | | | | |
| [Item 9](#i977290c73bc34362a4261d6a76667593_1655)[B](#i977290c73bc34362a4261d6a76667593_1655)[.](#i977290c73bc34362a4261d6a76667593_1655) | | | [Other Information](#i977290c73bc34362a4261d6a76667593_1655) | | | [71](#i977290c73bc34362a4261d6a76667593_1655) | | |
| [PART III](#i977290c73bc34362a4261d6a76667593_181) | | | | | | | | |
| [PART IV](#i977290c73bc34362a4261d6a76667593_199) | | | | | | | | |
| [Signatures](#i977290c73bc34362a4261d6a76667593_208) | | | | | | [76](#i977290c73bc34362a4261d6a76667593_208) | | |
Item 1C. Cybersecurity
3 rewritten, 7 added, 4 removed, 46 unchanged
Our centrally defined [removed: security] [added: cybersecurity] policies and processes are based on industry best practices and are revisited regularly to ensure their appropriateness based on risk, threats and current technological capabilities.
Textron Information Services is led by our CIO who has held positions of increasing responsibility within our corporate, Bell and Textron Systems IT organizations since 2008, including leading the IT organizations at both segments in maintaining compliance with [removed: U.S. Department of Defense] [added: the DoD] information security requirements, as well as with our enterprise information security policies and standards.
We conduct periodic compliance training for our employees regarding the protection of sensitive information, which includes [added: mandatory annual cyber safety] training [added: for all users with access to our computer network] intended to [removed: prevent] [added: reduce] the [added: likelihood of] success of [removed: cyberattacks.][added: cyberattacks which target our employees.]
We use a multi-layered approach to security with processes and tools aligned with the National Institute of Standards and Technology Cybersecurity Framework.
As a U.S. defense contractor, we are required to comply with extensive regulations, including requirements imposed by the Defense Federal Acquisition Regulation Supplement related to adequately safeguarding controlled unclassified information (CUI) and reporting cybersecurity incidents to the U.S. Department of Defense (DoD).
We will also be
required to achieve Cybersecurity Maturity Model Certification which will certify our compliance with the federally mandated CUI program.
For more information regarding the risks we face from cybersecurity threats, see Item 1A.
Risk Factors.
In addition, we conduct tabletop exercises to prepare for responding to potential cybersecurity events.
Our IT and related systems are critical to the efficient operation of our business and essential to our ability to perform day to day processes.
We face persistent security threats, including threats to our IT infrastructure and unlawful attempts to gain access to our confidential, classified or otherwise proprietary information, or that of our employees or customers, via phishing/malware campaigns and other cyberattack methods.
As a U.S. defense contractor, we are additionally obligated to comply with current Department of Defense regulations such as Defense Federal Acquisition Regulation Supplement and the evolving Cybersecurity Maturity Model Certification guidelines.
These penetration tests are conducted at a random interval and target our infrastructure and certain of the products we deliver to our customers.
Item 2. Properties
1 rewritten, 0 added, 0 removed, 3 unchanged
On December [removed: 30, 2023,] [added: 28, 2024,] we operated a total of 56 plants located throughout the U.S. and 44 plants outside the U.S. We own [removed: 59] [added: 60] plants and lease the remainder for a total manufacturing space of approximately [removed: 23.7] [added: 23.6] million square feet.
Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
5 rewritten, 8 added, 8 removed, 10 unchanged
The principal market on which our common stock is traded is the New York Stock Exchange under the symbol "TXT." At December [removed: 30, 2023,] [added: 28, 2024,] there were approximately [removed: 5,200] [added: 4,800] record holders of Textron common stock.
The following provides information about our fourth quarter [removed: 2023] [added: 2024] repurchases of equity securities that are registered pursuant to Section 12 of the Securities Exchange Act of 1934, as amended:
The following graph compares the total return on a cumulative basis at the end of each year of $100 invested in our common stock on December 31, [removed: 2018] [added: 2019] with the Standard & Poor’s (S&P) 500 Stock Index, the S&P 500 Aerospace & Defense (A&D) Index and the S&P 500 Industrials Index, all of which include Textron.
[removed: ][added: ]
| | | | [removed: 2018 | | |] 2019 | | | 2020 | | | 2021 | | | 2022 | | | 2023 | | | [added: 2024 | | |]
| September 29, 2024 – November 2, 2024 | | | 500 | | | $ | 82.32 | | 500 | | | 17,881 | | |
| November 3, 2024 – November 30, 2024 | | | 1,475 | | | 84.88 | | | 1,475 | | | 16,406 | | |
| December 1, 2024 – December 28, 2024 | | | 820 | | | 80.60 | | | 820 | | | 15,586 | | |
| Total | | | 2,795 | | | $ | 83.17 | | 2,795 | | | | | |
| Textron Inc. | | | $ | 100.00 | | $ | 108.62 | | $ | 173.72 | | $ | 159.50 | | $ | 181.37 | | $ | 174.29 | |
| S&P 500 | | | 100.00 | | | 118.40 | | | 152.39 | | | 124.79 | | | 157.59 | | | 199.99 | | |
| S&P 500 A&D | | | 100.00 | | | 83.94 | | | 95.03 | | | 111.54 | | | 119.09 | | | 138.18 | | |
| S&P 500 Industrials | | | 100.00 | | | 111.06 | | | 134.52 | | | 127.15 | | | 150.20 | | | 178.38 | | |
| October 1, 2023 – November 4, 2023 | | | 495 | | | $ | 76.41 | | 495 | | | 31,650 | | |
| November 5, 2023 – December 2, 2023 | | | 1,075 | | | 76.93 | | | 1,075 | | | 30,575 | | |
| December 3, 2023 – December 30, 2023 | | | 2,099 | | | 77.76 | | | 2,099 | | | 28,476 | | |
| Total | | | 3,669 | | | $ | 77.33 | | 3,669 | | | | | |
| Textron Inc. | | | $ | 100.00 | | $ | 98.17 | | $ | 106.29 | | $ | 170.00 | | $ | 156.09 | | $ | 177.49 | |
| S&P 500 | | | 100.00 | | | 132.82 | | | 157.02 | | | 202.09 | | | 165.49 | | | 209.00 | | |
| S&P 500 A&D | | | 100.00 | | | 137.16 | | | 110.84 | | | 125.50 | | | 147.30 | | | 157.27 | | |
| S&P 500 Industrials | | | 100.00 | | | 133.52 | | | 164.01 | | | 209.76 | | | 169.06 | | | 220.52 | | |
Item 8. Financial Statements and Supplementary Data
520 rewritten, 158 added, 110 removed, 789 unchanged
| [Consolidated Statements of Operations for each of the years in the three-year period [removed: ended](#i977290c73bc34362a4261d6a76667593_79)] [added: ended](#i39696783ec8f49feb6a31e192d6d4341_85)] December [removed: 30, 2023] [added: 28, 2024] | | | | | | | | | [removed: [34](#i977290c73bc34362a4261d6a76667593_79)] [added: [32](#i39696783ec8f49feb6a31e192d6d4341_85)] | | |
| [Consolidated Statements of Comprehensive Income for each of the years in the three-year period [removed: ended](#i977290c73bc34362a4261d6a76667593_82)] [added: ended](#i39696783ec8f49feb6a31e192d6d4341_88)] December [removed: 30, 2023] [added: 28, 2024] | | | | | | | | | [removed: [35](#i977290c73bc34362a4261d6a76667593_82)] [added: [33](#i39696783ec8f49feb6a31e192d6d4341_88)] | | |
| [Consolidated Balance Sheets as [removed: of](#i977290c73bc34362a4261d6a76667593_85)] [added: of](#i39696783ec8f49feb6a31e192d6d4341_91)] December [added: 28, 2024 [and](#i39696783ec8f49feb6a31e192d6d4341_91) December] 30, 2023 [removed: [and](#i977290c73bc34362a4261d6a76667593_85) December 31, 2022] | | | | | | | | | [removed: [36](#i977290c73bc34362a4261d6a76667593_85)] [added: [34](#i39696783ec8f49feb6a31e192d6d4341_91)] | | |
| [Consolidated Statements of Shareholders’ Equity for each of the years in the three-year period [removed: ended](#i977290c73bc34362a4261d6a76667593_88)] [added: ended](#i39696783ec8f49feb6a31e192d6d4341_94)] December [removed: 30, 2023] [added: 28, 2024] | | | | | | | | | [removed: [37](#i977290c73bc34362a4261d6a76667593_88)] [added: [35](#i39696783ec8f49feb6a31e192d6d4341_94)] | | |
| [Consolidated Statements of Cash Flows for each of the years in the three-year period [removed: ended](#i977290c73bc34362a4261d6a76667593_91)] [added: ended](#i39696783ec8f49feb6a31e192d6d4341_97)] December [removed: 30, 2023] [added: 28, 2024] | | | | | | | | | [removed: [38](#i977290c73bc34362a4261d6a76667593_91)] [added: [36](#i39696783ec8f49feb6a31e192d6d4341_97)] | | |
| [Notes to the Consolidated Financial [removed: Statements](#i977290c73bc34362a4261d6a76667593_97)] [added: Statements](#i39696783ec8f49feb6a31e192d6d4341_103)] | | | | | | | | | | | |
| | | | [Note [removed: 1.](#i977290c73bc34362a4261d6a76667593_100)] [added: 1.](#i39696783ec8f49feb6a31e192d6d4341_106)] | | | [Summary of Significant Accounting [removed: Policies](#i977290c73bc34362a4261d6a76667593_100)] [added: Policies](#i39696783ec8f49feb6a31e192d6d4341_106)] | | | [removed: [40](#i977290c73bc34362a4261d6a76667593_100)] [added: [38](#i39696783ec8f49feb6a31e192d6d4341_106)] | | |
| | | | [removed: [Note 3.](#i977290c73bc34362a4261d6a76667593_106)] [added: [Note](#i39696783ec8f49feb6a31e192d6d4341_112) [2](#i39696783ec8f49feb6a31e192d6d4341_112)[.](#i39696783ec8f49feb6a31e192d6d4341_112)] | | | [Goodwill and Intangible [removed: Assets](#i977290c73bc34362a4261d6a76667593_106)] [added: Assets](#i39696783ec8f49feb6a31e192d6d4341_112)] | | | [removed: [46](#i977290c73bc34362a4261d6a76667593_106)] [added: [44](#i39696783ec8f49feb6a31e192d6d4341_112)] | | |
| | | | [removed: [Note 4.](#i977290c73bc34362a4261d6a76667593_109)] [added: [Note](#i39696783ec8f49feb6a31e192d6d4341_115) [3](#i39696783ec8f49feb6a31e192d6d4341_115)[.](#i39696783ec8f49feb6a31e192d6d4341_115)] | | | [Accounts Receivable and Finance [removed: Receivables](#i977290c73bc34362a4261d6a76667593_109)] [added: Receivables](#i39696783ec8f49feb6a31e192d6d4341_115)] | | | [removed: [46](#i977290c73bc34362a4261d6a76667593_109)] [added: [44](#i39696783ec8f49feb6a31e192d6d4341_115)] | | |
| | | | [removed: [Note 6.](#i977290c73bc34362a4261d6a76667593_115)] [added: [Note](#i39696783ec8f49feb6a31e192d6d4341_121) [5](#i39696783ec8f49feb6a31e192d6d4341_121)[.](#i39696783ec8f49feb6a31e192d6d4341_121)] | | | [Property, Plant and Equipment, [removed: Net](#i977290c73bc34362a4261d6a76667593_115)] [added: Net](#i39696783ec8f49feb6a31e192d6d4341_121)] | | | [removed: [49](#i977290c73bc34362a4261d6a76667593_115)] [added: [46](#i39696783ec8f49feb6a31e192d6d4341_121)] | | |
| | | | [removed: [Note 7.](#i977290c73bc34362a4261d6a76667593_118)] [added: [Note](#i39696783ec8f49feb6a31e192d6d4341_124) [6](#i39696783ec8f49feb6a31e192d6d4341_124)[.](#i39696783ec8f49feb6a31e192d6d4341_124)] | | | [removed: Accounts] [added: [Accounts] Payable [removed: and Other [Current Liabilities](#i977290c73bc34362a4261d6a76667593_118)] [added: and](#i39696783ec8f49feb6a31e192d6d4341_124) [Liabilities](#i39696783ec8f49feb6a31e192d6d4341_124)] | | | [removed: [49](#i977290c73bc34362a4261d6a76667593_118)] [added: [46](#i39696783ec8f49feb6a31e192d6d4341_124)] | | |
| | | | [removed: [Note 9.](#i977290c73bc34362a4261d6a76667593_124)] [added: [Note](#i39696783ec8f49feb6a31e192d6d4341_130) [8](#i39696783ec8f49feb6a31e192d6d4341_130)[.](#i39696783ec8f49feb6a31e192d6d4341_130)] | | | [Debt and Credit [removed: Facilities](#i977290c73bc34362a4261d6a76667593_124)] [added: Facilities](#i39696783ec8f49feb6a31e192d6d4341_130)] | | | [removed: [50](#i977290c73bc34362a4261d6a76667593_124)] [added: [48](#i39696783ec8f49feb6a31e192d6d4341_130)] | | |
| | | | [removed: [Note 10.](#i977290c73bc34362a4261d6a76667593_127)] [added: [Note](#i39696783ec8f49feb6a31e192d6d4341_133) [9](#i39696783ec8f49feb6a31e192d6d4341_133)[.](#i39696783ec8f49feb6a31e192d6d4341_133)] | | | [Derivative Instruments and Fair Value [removed: Measurements](#i977290c73bc34362a4261d6a76667593_127)] [added: Measurements](#i39696783ec8f49feb6a31e192d6d4341_133)] | | | [removed: [51](#i977290c73bc34362a4261d6a76667593_127)] [added: [49](#i39696783ec8f49feb6a31e192d6d4341_133)] | | |
| | | | [Note [removed: 14.](#i977290c73bc34362a4261d6a76667593_142)] [added: 1](#i39696783ec8f49feb6a31e192d6d4341_148)[3](#i39696783ec8f49feb6a31e192d6d4341_148)[.](#i39696783ec8f49feb6a31e192d6d4341_148)] | | | [Share-Based [removed: Compensation](#i977290c73bc34362a4261d6a76667593_142)] [added: Compensation](#i39696783ec8f49feb6a31e192d6d4341_148)] | | | [removed: [57](#i977290c73bc34362a4261d6a76667593_142)] [added: [56](#i39696783ec8f49feb6a31e192d6d4341_148)] | | |
| | | | [Note [removed: 18.](#i977290c73bc34362a4261d6a76667593_154)] [added: 1](#i39696783ec8f49feb6a31e192d6d4341_160)[7](#i39696783ec8f49feb6a31e192d6d4341_160)[.](#i39696783ec8f49feb6a31e192d6d4341_160)] | | | [Commitments and [removed: Contingencies](#i977290c73bc34362a4261d6a76667593_154)] [added: Contingencies](#i39696783ec8f49feb6a31e192d6d4341_160)] | | | [removed: [66](#i977290c73bc34362a4261d6a76667593_154)] [added: [66](#i39696783ec8f49feb6a31e192d6d4341_160)] | | |
| | | | [Note [removed: 19.](#i977290c73bc34362a4261d6a76667593_157)] [added: 1](#i39696783ec8f49feb6a31e192d6d4341_163)[8](#i39696783ec8f49feb6a31e192d6d4341_163)[.](#i39696783ec8f49feb6a31e192d6d4341_163)] | | | [Supplemental Cash Flow [removed: Information](#i977290c73bc34362a4261d6a76667593_157)] [added: Information](#i39696783ec8f49feb6a31e192d6d4341_163)] | | | [removed: [66](#i977290c73bc34362a4261d6a76667593_157)] [added: [66](#i39696783ec8f49feb6a31e192d6d4341_163)] | | |
| [Report of Independent Registered Public Accounting [removed: Firm](#i977290c73bc34362a4261d6a76667593_160)] [added: Firm](#i39696783ec8f49feb6a31e192d6d4341_166)] | | | | | | | | | [removed: [67](#i977290c73bc34362a4261d6a76667593_160)] [added: [67](#i39696783ec8f49feb6a31e192d6d4341_166)] | | |
| | | | [Schedule II – Valuation and Qualifying [removed: Accounts](#i977290c73bc34362a4261d6a76667593_166)] [added: Accounts](#i39696783ec8f49feb6a31e192d6d4341_172)] | | | | | | [removed: [69](#i977290c73bc34362a4261d6a76667593_166)] [added: [69](#i39696783ec8f49feb6a31e192d6d4341_172)] | | |
For each of the years in the three-year period ended December [removed: 30, 2023][added: 28, 2024]
| *(In millions, except per share data)* | | | [removed: 2023] [added: 2024] | | | [removed: 2022] [added: 2023] | | | [removed: 2021] [added: 2022] | | |
| Manufacturing product revenues | | | $ | [removed: 11,573] [added: 11,375] | | $ | [removed: 10,945] [added: 11,573] | | $ | [removed: 10,541] [added: 10,945] | |
| Manufacturing service revenues | | | [removed: 2,055] [added: 2,277] | | | [removed: 1,872] [added: 2,055] | | | [removed: 1,792] [added: 1,872] | | |
| Finance revenues | | | [removed: 55] [added: 50] | | | [removed: 52] [added: 55] | | | [removed: 49] [added: 52] | | |
| Total revenues | | | [removed: 13,683] [added: 13,702] | | | [removed: 12,869] [added: 13,683] | | | [removed: 12,382] [added: 12,869] | | |
| Selling and administrative expense | | | [removed: 1,225] [added: 1,156] | | | [removed: 1,186] [added: 1,225] | | | [removed: 1,221] [added: 1,186] | | |
| Interest expense, net | | | [removed: 77] [added: 97] | | | [removed: 107] [added: 77] | | | [removed: 142] [added: 107] | | |
| Special charges | | | [removed: 126] [added: 78] | | | [removed: —] [added: 126] | | | [removed: 25] [added: —] | | |
| Non-service components of pension and postretirement income, net | | | [removed: (237)] [added: (263)] | | | [removed: (240)] [added: (237)] | | | [removed: (159)] [added: (240)] | | |
| Total costs, expenses and other | | | [removed: 12,596] [added: 12,759] | | | [removed: 11,853] [added: 12,596] | | | [removed: 11,509] [added: 11,853] | | |
| Income from continuing operations before income taxes | | | [removed: 1,087] [added: 943] | | | [removed: 1,016] [added: 1,087] | | | [removed: 873] [added: 1,016] | | |
| Income tax expense | | | [removed: 165] [added: 118] | | | [removed: 154] [added: 165] | | | [removed: 126] [added: 154] | | |
| Income from continuing operations | | | [removed: $] [added: 825] | [removed: 922] | | [removed: $] [added: 922] | [removed: 862] | | [removed: $] [added: 862] | [removed: 747] | |
| Net income | | | $ | [removed: 921] [added: 824] | | $ | [removed: 861] [added: 921] | | $ | [removed: 746] [added: 861] | |
| Continuing operations | | | $ | [removed: 4.62] [added: 4.38] | | $ | [removed: 4.05] [added: 4.62] | | $ | [removed: 3.33] [added: 4.05] | |
| Discontinued operations | | | [removed: (0.01)] [added: —] | | | [removed: —] [added: (0.01)] | | | — | | |
| Basic Earnings per share | | | $ | [removed: 4.61] [added: 4.38] | | $ | [removed: 4.05] [added: 4.61] | | $ | [removed: 3.33] [added: 4.05] | |
| Continuing operations | | | $ | [removed: 4.57] [added: 4.34] | | $ | [removed: 4.01] [added: 4.57] | | $ | [removed: 3.30] [added: 4.01] | |
| Diluted Earnings per share | | | $ | [removed: 4.56] [added: 4.33] | | $ | [removed: 4.01] [added: 4.56] | | $ | [removed: 3.30] [added: 4.01] | |
| *(In millions)* | | | [removed: 2023] [added: 2024] | | | [removed: 2022] [added: 2023] | | | [removed: 2021] [added: 2022] | | |
| Pension and postretirement benefits adjustments, net of reclassifications | | | [removed: (82)] [added: 419] | | | [removed: 283] [added: (82)] | | | [removed: 981] [added: 283] | | |
| | | | [Note](#i39696783ec8f49feb6a31e192d6d4341_118) [4](#i39696783ec8f49feb6a31e192d6d4341_118)[.](#i39696783ec8f49feb6a31e192d6d4341_118) | | | [Inventories](#i39696783ec8f49feb6a31e192d6d4341_118) | | | [46](#i39696783ec8f49feb6a31e192d6d4341_118) | | |
| | | | [Note](#i39696783ec8f49feb6a31e192d6d4341_127) [7](#i39696783ec8f49feb6a31e192d6d4341_127)[.](#i39696783ec8f49feb6a31e192d6d4341_127) | | | [Leases](#i39696783ec8f49feb6a31e192d6d4341_127) | | | [47](#i39696783ec8f49feb6a31e192d6d4341_127) | | |
| | | | [Note 1](#i39696783ec8f49feb6a31e192d6d4341_136)[0](#i39696783ec8f49feb6a31e192d6d4341_136)[.](#i39696783ec8f49feb6a31e192d6d4341_136) | | | [Shareholders’ Equity](#i39696783ec8f49feb6a31e192d6d4341_136) | | | [50](#i39696783ec8f49feb6a31e192d6d4341_136) | | |
| | | | [Note 1](#i39696783ec8f49feb6a31e192d6d4341_549755815639)[1](#i39696783ec8f49feb6a31e192d6d4341_549755815639)[.](#i39696783ec8f49feb6a31e192d6d4341_549755815639) | | | [Segment](#i39696783ec8f49feb6a31e192d6d4341_549755815639) [Financial Information](#i39696783ec8f49feb6a31e192d6d4341_549755815639) | | | [52](#i39696783ec8f49feb6a31e192d6d4341_549755815639) | | |
| | | | [Note 1](#i39696783ec8f49feb6a31e192d6d4341_142)[2](#i39696783ec8f49feb6a31e192d6d4341_142)[.](#i39696783ec8f49feb6a31e192d6d4341_142) | | | [Revenues](#i39696783ec8f49feb6a31e192d6d4341_142) | | | [54](#i39696783ec8f49feb6a31e192d6d4341_142) | | |
| | | | [Note 1](#i39696783ec8f49feb6a31e192d6d4341_151)[4](#i39696783ec8f49feb6a31e192d6d4341_151)[.](#i39696783ec8f49feb6a31e192d6d4341_151) | | | [Retirement Plans](#i39696783ec8f49feb6a31e192d6d4341_151) | | | [58](#i39696783ec8f49feb6a31e192d6d4341_151) | | |
| | | | [Note 1](#i39696783ec8f49feb6a31e192d6d4341_154)[5](#i39696783ec8f49feb6a31e192d6d4341_154)[.](#i39696783ec8f49feb6a31e192d6d4341_154) | | | [Special Charges](#i39696783ec8f49feb6a31e192d6d4341_154) | | | [62](#i39696783ec8f49feb6a31e192d6d4341_154) | | |
| | | | [Note 1](#i39696783ec8f49feb6a31e192d6d4341_157)[6](#i39696783ec8f49feb6a31e192d6d4341_157)[.](#i39696783ec8f49feb6a31e192d6d4341_157) | | | [Income Taxes](#i39696783ec8f49feb6a31e192d6d4341_157) | | | [63](#i39696783ec8f49feb6a31e192d6d4341_157) | | |
| Cost of products sold | | | 9,403 | | | 9,206 | | | 8,787 | | |
| Cost of services sold | | | 1,797 | | | 1,629 | | | 1,412 | | |
| Research and development costs | | | 491 | | | 570 | | | 601 | | |
| Discontinued operations | | | (0.01) | | | (0.01) | | | — | | |
For each of the years in the three-year period ended December 28, 2024
| Net income | | | $ | 824 | | $ | 921 | | $ | 861 | |
| Purchases of common stock, including excise tax* | | | — | | | — | | | (1,131) | | | — | | | — | | | (1,131) | | |
| Retirement of treasury stock | | | (2) | | | (149) | | | 1,214 | | | (1,063) | | | — | | | — | | |
| Balance at December 28, 2024 | | | $ | 23 | | $ | 1,960 | | $ | (82) | | $ | 5,607 | | $ | (304) | | $ | 7,204 | |
For each of the years in the three-year period ended December 28, 2024
| Asset impairments and powersports inventory charge | | | 41 | | | 88 | | | 2 | | |
For each of the years in the three-year period ended December 28, 2024
| Asset impairments and powersports inventory charge | | | 41 | | | 88 | | | 2 | | | — | | | — | | | — | | |
| Acquisitions | | | — | | | — | | | — | | | — | | | 10 | | | 10 | | |
| Balance at December 28, 2024 | | | $ | 632 | | $ | 37 | | $ | 1,010 | | $ | 463 | | $ | 146 | | $ | 2,288 | |
| | | | 968 | | | 894 | | |
At December 28,
Our impaired finance receivables were insignificant at December 28, 2024 and December 30, 2023.
| | | | | | | | | | | | | 8,000 | | | 7,724 | | |
In June 2024, the maximum amount available under the financing arrangement was increased by $25 million to $200 million.
During 2024, the amounts added under this arrangement totaled $247 million and the amounts settled totaled $322 million.
| *(In millions)* | | | December 28, 2024 | | | December 30, 2023 | | |
Warranty Liability
In 2024, non-cash transactions included the recognition of a $72 million asset and liability related to a new finance lease that matures in 2028.
| *(Dollars in millions)* | | | December 28, 2024 | | | December 30, 2023 | | |
| Operating leases: | | | | | | | | |
| Property, plant and equipment, less accumulated amortization of $9 million and $8 million, respectively | | | $ | 95 | | $ | 20 | |
| Long-term debt, including current portion | | | 97 | | | 23 | | |
| Weighted-average remaining lease term (in years) | | | 5.9 | | | 14.9 | | |
| Weighted-average discount rate | | | 6.72% | | | 4.55% | | |
| *(In millions)* | | | December 28, 2024 | | | December 30, 2023 | | |
| Total | | | $ | 383 | | $ | 356 | | $ | 405 | | $ | 375 | | $ | 301 | |
| | | | [Note 2.](#i977290c73bc34362a4261d6a76667593_103) | | | [Business Acquisition and Disposition](#i977290c73bc34362a4261d6a76667593_103) | | | [46](#i977290c73bc34362a4261d6a76667593_103) | | |
| | | | [Note 5.](#i977290c73bc34362a4261d6a76667593_112) | | | [Inventories](#i977290c73bc34362a4261d6a76667593_112) | | | [48](#i977290c73bc34362a4261d6a76667593_112) | | |
| | | | [Note 8.](#i977290c73bc34362a4261d6a76667593_121) | | | [Leases](#i977290c73bc34362a4261d6a76667593_121) | | | [50](#i977290c73bc34362a4261d6a76667593_121) | | |
| | | | [Note 11.](#i977290c73bc34362a4261d6a76667593_130) | | | [Shareholders’ Equity](#i977290c73bc34362a4261d6a76667593_130) | | | [52](#i977290c73bc34362a4261d6a76667593_130) | | |
| | | | [Note 12.](#i977290c73bc34362a4261d6a76667593_133) | | | [Segment and Geographic Data](#i977290c73bc34362a4261d6a76667593_133) | | | [54](#i977290c73bc34362a4261d6a76667593_133) | | |
| | | | [Note 13.](#i977290c73bc34362a4261d6a76667593_136) | | | [Revenues](#i977290c73bc34362a4261d6a76667593_136) | | | [56](#i977290c73bc34362a4261d6a76667593_136) | | |
| | | | [Note 15.](#i977290c73bc34362a4261d6a76667593_145) | | | [Retirement Plans](#i977290c73bc34362a4261d6a76667593_145) | | | [59](#i977290c73bc34362a4261d6a76667593_145) | | |
| | | | [Note 16.](#i977290c73bc34362a4261d6a76667593_148) | | | [Special Charges](#i977290c73bc34362a4261d6a76667593_148) | | | [63](#i977290c73bc34362a4261d6a76667593_148) | | |
| | | | [Note 17.](#i977290c73bc34362a4261d6a76667593_151) | | | [Income Taxes](#i977290c73bc34362a4261d6a76667593_151) | | | [64](#i977290c73bc34362a4261d6a76667593_151) | | |
| Cost of products sold | | | 9,770 | | | 9,380 | | | 8,955 | | |
| Cost of services sold | | | 1,635 | | | 1,420 | | | 1,342 | | |
| Gain on business disposition | | | — | | | — | | | (17) | | |
| | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Balance at January 2, 2021 | | | $ | 29 | | $ | 1,785 | | $ | (203) | | $ | 5,973 | | $ | (1,739) | | $ | 5,845 | |
| Purchases of common stock | | | — | | | — | | | (921) | | | — | | | — | | | (921) | | |
| Retirement of treasury stock | | | (2) | | | (134) | | | 967 | | | (831) | | | — | | | — | | |
| Asset impairments | | | 88 | | | 2 | | | 13 | | |
| Net proceeds from business disposition | | | — | | | — | | | 38 | | |
| Asset impairments | | | 88 | | | 2 | | | 13 | | | — | | | — | | | — | | |
| Gain on business disposition | | | — | | | — | | | (17) | | | — | | | — | | | — | | |
| Net proceeds from business disposition | | | — | | | — | | | 38 | | | — | | | — | | | — | | |
Portfolio gains/losses include impairment charges related to repossessed assets and properties and gains/losses on the sale or early termination of finance assets.
In 2021, our cumulative catch-up adjustments increased segment profit by $81 million and net income by $62 million ($0.27 per diluted share).
Company-funded research and development costs were $570 million, $601 million and $619 million in 2023, 2022 and 2021, respectively, and are included in cost of sales.
Business Acquisition and Disposition
On April 15, 2022, we acquired Pipistrel for a cash purchase price of $239 million, which included the assumption of $35 million of debt and other contractual obligations under the agreement and a final fixed payment of $21 million due in 2024.
Pipistrel is a manufacturer of light aircraft and gliders with both electric and combustion engines and is included in the Textron eAviation segment.
On January 25, 2021, we completed the sale of TRU Simulation + Training Canada Inc. within our Textron Systems segment for net cash proceeds of $38 million and recorded an after-tax gain of $17 million.
| Balance at January 1, 2022 | | | $ | 631 | | $ | 35 | | $ | 1,010 | | $ | 473 | | $ | — | | $ | 2,149 | |
| Acquisitions | | | 3 | | | 2 | | | — | | | — | | | 141 | | | 146 | | |
| | | | | | | | | | | | | | | | | | | | | | | | |
In 2023, we recognized $27 million of intangible asset impairment charges, primarily related to customer relationships and contractual agreements, as discussed in Note 16.
| | | | 894 | | | 879 | | |
A summary of impaired finance receivables, excluding leveraged leases, and the average recorded investment is provided below:
| Recorded investment: | | | | | | | | |
| Impaired finance receivables with specific allowance for credit losses | | | $ | 11 | | $ | 15 | |
| Impaired finance receivables with no specific allowance for credit losses | | | 4 | | | 31 | | |
| Total | | | $ | 15 | | $ | 46 | |
An excerpt. Shown here: 40 of 520 rewritten, 40 of 158 added and 40 of 110 removed. The counts are complete. For every sentence, read Item 8. Financial Statements and Supplementary Data in the FY2024 filing and the FY2023 filing.
Item 9A. Controls and Procedures
7 rewritten, 1 added, 1 removed, 27 unchanged
We performed an evaluation of the effectiveness of our disclosure controls and procedures as of December [removed: 30, 2023.][added: 28, 2024.]
Based on this evaluation, the CEO and CFO concluded that our disclosure controls and procedures were operating and effective as of December [removed: 30, 2023.][added: 28, 2024.]
Based on our evaluation under the 2013 Framework, we have concluded that Textron Inc. maintained, in all material respects, effective internal control over financial reporting as of December [removed: 30, 2023.][added: 28, 2024.]
The independent registered public accounting firm, Ernst & Young LLP (PCAOB ID: 42), has audited the Consolidated Financial Statements of Textron Inc. and has issued an attestation report on Textron’s internal controls over financial reporting as of December [removed: 30, 2023,] [added: 28, 2024,] as stated in its report, which is included herein.
We have audited Textron Inc.’s internal control over financial reporting as of December [removed: 30, 2023,] [added: 28, 2024,] based on criteria established in Internal Control— Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 Framework), (the COSO criteria).
In our opinion, Textron, Inc. (the Company) maintained, in all material respects, effective internal control over financial reporting as of December [removed: 30, 2023,] [added: 28, 2024,] based on the COSO criteria.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Consolidated Balance Sheets of the Company as of December [removed: 30, 2023] [added: 28, 2024] and December [removed: 31, 2022,] [added: 30, 2023,] and the related Consolidated Statements of Operations, Comprehensive Income, Shareholders' Equity and Cash Flows for each of the three years in the period ended December [removed: 30, 2023,] [added: 28, 2024,] and the related notes and the financial statement schedule listed in the Index at Item 8 of the Company and our report dated February [removed: 12, 2024] [added: 6, 2025] expressed an unqualified opinion thereon.
February 6, 2025
February 12, 2024
Item 9B. Other Information
1 rewritten, 5 added, 0 removed, 0 unchanged
[removed: None] [added: (b)None] of our directors or executive officers adopted or terminated a “Rule 10b5-1 trading arrangement” or adopted or terminated a “non-Rule 10b5-1 trading arrangement” (as such terms are defined in Item 408 of Regulation S-K) during the quarter ended December [removed: 30, 2023.][added: 28, 2024.]
(a)As previously announced, Mr. Frank Connor will retire effective February 28, 2025 after having served as our CFO for fifteen years.
During his tenure Mr. Connor has made significant contributions across Textron to drive financial and operational excellence.
As part of his 2025 duties, Mr. Connor will oversee the completion of the Company’s post year-end financial reporting and related activities and will effect an orderly transition of the CFO role to Mr. Rosenberg and other succession planning within the finance organization.
On February 5, 2025, the Organization and Compensation Committee approved Mr. Connor’s 2025 compensation to be set at $1,000,000, taking into account Mr. Connor’s expected duties through his retirement.
Mr. Connor’s 2024 total target compensation was $6,300,000.”
Item 10. Directors, Executive Officers and Corporate Governance
1 rewritten, 0 added, 0 removed, 1 unchanged
The information appearing under “ELECTION OF DIRECTORS [removed: —] [added: –] Nominees for Director,” [added: "SECURITY OWNERSHIP – Delinquent Section 16(a) Reports,”] “CORPORATE GOVERNANCE [removed: —] [added: – Board Committees – *Audit Committee*,” “–] Corporate Governance Guidelines and Policies,” [removed: “—] [added: “–] Code of Ethics,” and [removed: “— Board Committees — *Audit Committee*,”] [added: “– Insider Trading Policies and Procedures,”] in the Proxy Statement for our [removed: 2024] [added: 2025] Annual Meeting of Shareholders is incorporated by reference into this Annual Report on Form 10-K.
Item 11. Executive Compensation
1 rewritten, 0 added, 0 removed, 0 unchanged
The information appearing under “CORPORATE GOVERNANCE [removed: —] [added: –] Compensation of Directors,” “COMPENSATION COMMITTEE REPORT,” “COMPENSATION DISCUSSION AND ANALYSIS” and “EXECUTIVE COMPENSATION” in the Proxy Statement for our [removed: 2024] [added: 2025] Annual Meeting of Shareholders is incorporated by reference into this Annual Report on Form 10-K.
Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
1 rewritten, 0 added, 0 removed, 0 unchanged
The information appearing under “SECURITY OWNERSHIP” and “EXECUTIVE COMPENSATION – Equity Compensation Plan Information” in the Proxy Statement for our [removed: 2024] [added: 2025] Annual Meeting of Shareholders is incorporated by reference into this Annual Report on Form 10-K.
Item 13. Certain Relationships and Related Transactions and Director Independence
1 rewritten, 0 added, 0 removed, 0 unchanged
The information appearing under “CORPORATE GOVERNANCE [removed: —] [added: –] Director Independence” and “EXECUTIVE COMPENSATION [removed: —] [added: –] Transactions with Related Persons” in the Proxy Statement for our [removed: 2024] [added: 2025] Annual Meeting of Shareholders is incorporated by reference into this Annual Report on Form 10-K.
Item 14. Principal Accountant Fees and Services
1 rewritten, 0 added, 0 removed, 1 unchanged
The information appearing under “RATIFICATION OF APPOINTMENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM [removed: —] [added: –] Fees to Independent Auditors” in the Proxy Statement for our [removed: 2024] [added: 2025] Annual Meeting of Shareholders is incorporated by reference into this Annual Report on Form 10-K.
Item 15. Exhibits and Financial Statement Schedules
22 rewritten, 5 added, 8 removed, 95 unchanged
Financial Statements and Schedules — See Index on Page [removed: 33.][added: [31](#i39696783ec8f49feb6a31e192d6d4341_82).]
| 3.2 | | | | | | [Amended and Restated By-Laws of Textron Inc., [removed: effective April 28, 2010 and further amended April 27, 2011, July 23, 2013, February 25, 2015 and December 6, 2016.] [added: effective](https://www.sec.gov/Archives/edgar/data/217346/000155278124000048/e24055_ex3-1.htm) [February 21,](https://www.sec.gov/Archives/edgar/data/217346/000155278124000048/e24055_ex3-1.htm) [](https://www.sec.gov/Archives/edgar/data/217346/000155278124000048/e24055_ex3-1.htm)[2024](https://www.sec.gov/Archives/edgar/data/217346/000155278124000048/e24055_ex3-1.htm)[.] Incorporated by reference to Exhibit [removed: 3.2 to] [added: 3.](https://www.sec.gov/Archives/edgar/data/217346/000155278124000048/e24055_ex3-1.htm)[1](https://www.sec.gov/Archives/edgar/data/217346/000155278124000048/e24055_ex3-1.htm) [to] Textron’s Current Report on Form 8-K filed [removed: on December 8, 2016.](https://www.sec.gov/Archives/edgar/data/217346/000110465916161176/a16-22811_1ex3d2.htm)] [added: on](https://www.sec.gov/Archives/edgar/data/217346/000155278124000048/e24055_ex3-1.htm) [February 23, 2024](https://www.sec.gov/Archives/edgar/data/217346/000155278124000048/e24055_ex3-1.htm)[.](https://www.sec.gov/Archives/edgar/data/217346/000155278124000048/e24055_ex3-1.htm)] | | |
| 4.1B | | | | | | [Amendment to Support Agreement, dated as of December 23, 2015, by and between Textron Inc. and Textron Financial Corporation. Incorporated by reference to Exhibit 4.1B to Textron’s Annual Report on Form 10-K for the fiscal year ended January 2, [removed: 2016 (SEC] [added: 2016](https://www.sec.gov/Archives/edgar/data/217346/000110465916099562/a15-23451_1ex4d1b.htm)[.](https://www.sec.gov/Archives/edgar/data/217346/000110465916099562/a15-23451_1ex4d1b.htm) [(SEC] File No. 1-5480).](https://www.sec.gov/Archives/edgar/data/217346/000110465916099562/a15-23451_1ex4d1b.htm) | | |
| [removed: 4.2] [added: 97] | | | | | | [removed: [Description of registrant’s securities.] [added: [Textron Inc. Recovery Policy.] Incorporated by reference to Exhibit [removed: 4.6] [added: 97] to [removed: Textron's] [added: Textron’s] Annual Report on Form 10-K for the fiscal year ended [removed: January 4, 2020.](https://www.sec.gov/Archives/edgar/data/217346/000110465920024773/ex-4d6.htm)] [added: December 30, 2023.](https://www.sec.gov/Archives/edgar/data/217346/000021734624000017/q4202310k-exx97.htm)] | | |
| NOTE: | | | | | | Exhibits 10.1 through [removed: 10.17] [added: 10.16] below are management contracts or compensatory plans, contracts or agreements. | | |
| [removed: 10.1A] [added: 10.3A] | | | | | | [Textron Inc. [removed: 2007] [added: 2015] Long-Term Incentive [removed: Plan (Amended and Restated as of April 28, 2010).] [added: Plan.] Incorporated by reference to Exhibit 10.1 to Textron’s Quarterly Report on Form 10-Q for the fiscal quarter ended [removed: March 31, 2012. (SEC] [added: July 4, 2015](https://www.sec.gov/Archives/edgar/data/217346/000110465915054257/a15-11861_1ex10d1.htm)[.](https://www.sec.gov/Archives/edgar/data/217346/000110465915054257/a15-11861_1ex10d1.htm) [(SEC] File No. [removed: 1-5480)](https://www.sec.gov/Archives/edgar/data/217346/000119312512184508/d322891dex101.htm)] [added: 1-5480)](https://www.sec.gov/Archives/edgar/data/217346/000110465915054257/a15-11861_1ex10d1.htm)] | | |
| [removed: 10.1B] [added: 10.3D] | | | | | | [Form of Non-Qualified Stock Option [removed: Agreement.] [added: Agreement under 2015 Long-Term Incentive Plan.] Incorporated by reference to Exhibit [removed: 10.2] [added: 10.1] to Textron’s Quarterly Report on Form 10-Q for the fiscal quarter ended [removed: June 30, 2007. (SEC] [added: April 2, 2016](https://www.sec.gov/Archives/edgar/data/217346/000110465916114825/a16-6092_1ex10d1.htm)[.](https://www.sec.gov/Archives/edgar/data/217346/000110465916114825/a16-6092_1ex10d1.htm) [(SEC] File No. [removed: 1-5480)](https://www.sec.gov/Archives/edgar/data/217346/000021734607000103/tentwo.htm)] [added: 1-5480)](https://www.sec.gov/Archives/edgar/data/217346/000110465916114825/a16-6092_1ex10d1.htm)] | | |
| [removed: 10.1C] [added: 10.2B] | | | | | | [removed: [Form of Non-Qualified Stock Option Agreement.] [added: [Amendment No. 1 to Amended and Restated Textron Inc. Short-Term Incentive Plan.] Incorporated by reference to Exhibit 10.1 to Textron’s Quarterly Report on Form 10-Q for the fiscal quarter ended [removed: March 29, 2014.](https://www.sec.gov/Archives/edgar/data/217346/000110465914033439/a14-9291_1ex10d1.htm) [(SEC File No. 1-5480)](https://www.sec.gov/Archives/edgar/data/217346/000110465914033439/a14-9291_1ex10d1.htm)] [added: September 30, 2023](https://www.sec.gov/Archives/edgar/data/217346/000021734623000033/q3202310qex-101.htm).] | | |
| 10.2A | | | | | | [Amended and Restated Textron Inc. Short-Term Incentive Plan. Incorporated by reference to Exhibit 10.1 to Textron’s Quarterly Report on Form 10-Q for the fiscal quarter [removed: ended](https://www.sec.gov/Archives/edgar/data/217346/000021734620000069/q3202010qex-101.htm) [October] [added: ended October] 3, [removed: 2020](https://www.sec.gov/Archives/edgar/data/217346/000021734620000069/q3202010qex-101.htm)[.](https://www.sec.gov/Archives/edgar/data/217346/000021734620000069/q3202010qex-101.htm)] [added: 2020.](https://www.sec.gov/Archives/edgar/data/217346/000021734620000069/q3202010qex-101.htm)] | | |
| [removed: 10.2B] [added: 10.3B] | | | | | | [removed: [Amend](https://www.sec.gov/Archives/edgar/data/217346/000021734623000033/q3202310qex-101.htm)[ment] [added: [Amendment] No. 1 to [removed: Amended](https://www.sec.gov/Archives/edgar/data/217346/000021734623000033/q3202310qex-101.htm) [and Restated] Textron Inc. [removed: Short-Term] [added: 2015 Long-Term] Incentive Plan. Incorporated by reference to Exhibit [removed: 10.1] [added: 10.2] to Textron’s Quarterly Report on Form 10-Q for the fiscal quarter [removed: ended](https://www.sec.gov/Archives/edgar/data/217346/000021734623000033/q3202310qex-101.htm) [September] [added: ended September] 30, [removed: 2023](https://www.sec.gov/Archives/edgar/data/217346/000021734623000033/q3202310qex-101.htm).] [added: 2023](https://www.sec.gov/Archives/edgar/data/217346/000021734623000033/q3202310qex-102.htm)[.](https://www.sec.gov/Archives/edgar/data/217346/000021734623000033/q3202310qex-102.htm)] | | |
| [removed: 10.3A] [added: 10.3E] | | | | | | [removed: [Textron Inc.] [added: [Form of Performance Share Unit Grant Agreement under] 2015 Long-Term Incentive Plan. Incorporated by reference to Exhibit [removed: 10.1] [added: 10.2] to Textron’s Quarterly Report on Form 10-Q for the fiscal quarter ended [removed: July] [added: April] 4, [removed: 2015 (SEC File No. 1-5480).](https://www.sec.gov/Archives/edgar/data/217346/000110465915054257/a15-11861_1ex10d1.htm)] [added: 2020.](https://www.sec.gov/Archives/edgar/data/217346/000110465920055073/txt-20200404xex10d2.htm)] | | |
| [removed: 10.3B] [added: 10.3F] | | | | | | [removed: [Amendment No. 1 to Textron](https://www.sec.gov/Archives/edgar/data/217346/000021734623000033/q3202310qex-102.htm) [Inc.] [added: [Form of Stock-Settled Restricted Stock Unit (with Dividend Equivalents) Grant Agreement under] 2015 Long-Term Incentive Plan. Incorporated by reference to Exhibit [removed: 10.](https://www.sec.gov/Archives/edgar/data/217346/000021734623000033/q3202310qex-102.htm)[2](https://www.sec.gov/Archives/edgar/data/217346/000021734623000033/q3202310qex-102.htm) [to Textron’s] [added: 10.1 to Textron's] Quarterly Report on Form 10-Q for the fiscal quarter [removed: ended](https://www.sec.gov/Archives/edgar/data/217346/000021734623000033/q3202310qex-102.htm) [September 30, 2023.](https://www.sec.gov/Archives/edgar/data/217346/000021734623000033/q3202310qex-102.htm)[.](https://www.sec.gov/Archives/edgar/data/217346/000021734623000033/q3202310qex-102.htm)] [added: ended April 4, 2020.](https://www.sec.gov/Archives/edgar/data/217346/000110465920055073/txt-20200404xex10d1.htm)] | | |
| [removed: 10.3C] [added: 10.1B] | | | | | | [Form of [removed: Non-Qualified] [added: Stock-Settled Restricted] Stock [removed: Option] [added: Unit (with Dividend Equivalents) Grant] Agreement [added: for Non-Employee Directors] under [removed: 2015] [added: the 2024] Long-Term Incentive Plan. Incorporated by reference to Exhibit [removed: 10.1] [added: 10.2] to Textron’s Quarterly Report on Form 10-Q for the fiscal quarter ended [removed: April 2, 2016 (SEC File No. 1-5480).](https://www.sec.gov/Archives/edgar/data/217346/000110465916114825/a16-6092_1ex10d1.htm)] [added: Ju](https://www.sec.gov/Archives/edgar/data/217346/000021734624000084/q2202410qex-102.htm)[ne](https://www.sec.gov/Archives/edgar/data/217346/000021734624000084/q2202410qex-102.htm) [29, 2024.](https://www.sec.gov/Archives/edgar/data/217346/000021734624000084/q2202410qex-102.htm)] | | |
| [removed: 10.18] [added: 10.17] | | | | | | [Credit Agreement, dated as of October 21, 2022, among Textron, the Lenders listed therein, JPMorgan Chase Bank, N.A., as Administrative Agent, Bank of America, N.A. and Citibank, N.A., as Syndication Agents, and MUFG Bank, Ltd., as Documentation Agent. Incorporated by reference to Exhibit 10.1 to Textron’s Quarterly Report on Form 10-Q for the fiscal quarter ended October 1, 2022.](https://www.sec.gov/Archives/edgar/data/217346/000021734622000025/q3202210qex-101.htm) | | |
| 21 | | | | | | [Certain subsidiaries of Textron. Other subsidiaries, which considered in the aggregate do not constitute a significant subsidiary, are omitted from such [removed: list.](https://www.sec.gov/Archives/edgar/data/217346/000021734624000017/q4202310k-exx21.htm)] [added: list.](https://www.sec.gov/Archives/edgar/data/217346/000021734625000017/q4202410k-exx21.htm)] | | |
| 23 | | | | | | [Consent of Independent Registered Public Accounting [removed: Firm.](https://www.sec.gov/Archives/edgar/data/217346/000021734624000017/q4202310k-exx23.htm)] [added: Firm.](https://www.sec.gov/Archives/edgar/data/217346/000021734625000017/q4202410k-exx23.htm)] | | |
| 24 | | | | | | [Power of [removed: attorney.](https://www.sec.gov/Archives/edgar/data/217346/000021734624000017/q4202310k-exx24.htm)] [added: attorney.](https://www.sec.gov/Archives/edgar/data/217346/000021734625000017/q4202410k-exx24.htm)] | | |
| 31.1 | | | | | | [Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of [removed: 2002.](https://www.sec.gov/Archives/edgar/data/217346/000021734624000017/q4202310k-exx311.htm)] [added: 2002.](https://www.sec.gov/Archives/edgar/data/217346/000021734625000017/q4202410k-exx311.htm)] | | |
| 31.2 | | | | | | [Certification of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of [removed: 2002.](https://www.sec.gov/Archives/edgar/data/217346/000021734624000017/q4202310k-exx312.htm)] [added: 2002.](https://www.sec.gov/Archives/edgar/data/217346/000021734625000017/q4202410k-exx312.htm)] | | |
| 32.1 | | | | | | [Certification of Chief Executive Officer Pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of [removed: 2002.](https://www.sec.gov/Archives/edgar/data/217346/000021734624000017/q4202310k-exx321.htm)] [added: 2002.](https://www.sec.gov/Archives/edgar/data/217346/000021734625000017/q4202410k-exx321.htm)] | | |
| 32.2 | | | | | | [Certification of Chief Financial Officer Pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of [removed: 2002.](https://www.sec.gov/Archives/edgar/data/217346/000021734624000017/q4202310k-exx322.htm)] [added: 2002.](https://www.sec.gov/Archives/edgar/data/217346/000021734625000017/q4202410k-exx322.htm)] | | |
| 101 | | | | | | The following materials from Textron Inc.’s Annual Report on Form 10-K for the year ended December [removed: 30, 2023,] [added: 28, 2024,] formatted in Inline XBRL (eXtensible Business Reporting Language): (i) the Consolidated Statements of Operations, (ii) the Consolidated Statements of Comprehensive Income (iii) the Consolidated Balance Sheets, (iv) the Consolidated Statements of Shareholders’ Equity, (v) the Consolidated Statements of Cash Flows, (vi) the Notes to the Consolidated Financial Statements, and (vii) Schedule II – Valuation and Qualifying Accounts. | | |
| 4.2 | | | | | | [Description of registrant’s securities.](https://www.sec.gov/Archives/edgar/data/217346/000021734625000017/q4202410k-exx42.htm) | | |
| 10.1A | | | | | | [Textron Inc. 20](https://www.sec.gov/Archives/edgar/data/217346/000021734625000017/q4202410k-exx101a.htm)[24](https://www.sec.gov/Archives/edgar/data/217346/000021734625000017/q4202410k-exx101a.htm) [Long-Term Incentive Plan](https://www.sec.gov/Archives/edgar/data/217346/000021734625000017/q4202410k-exx101a.htm)[.](https://www.sec.gov/Archives/edgar/data/217346/000021734625000017/q4202410k-exx101a.htm) | | |
| 10.3C | | | | | | [Amendment No. 2 to Textron Inc. 2015 Long-Term Incentive Plan.](https://www.sec.gov/Archives/edgar/data/217346/000021734625000017/q4202410k-exx103c.htm) | | |
| 10.16 | | | | | | [Director Compensation.](https://www.sec.gov/Archives/edgar/data/217346/000021734625000017/q4202410k-exx1016.htm) | | |
| 19 | | | | | | [Policy on T](https://www.sec.gov/Archives/edgar/data/217346/000021734625000017/q4202410k-exx19.htm)[r](https://www.sec.gov/Archives/edgar/data/217346/000021734625000017/q4202410k-exx19.htm)[ading in Textron Securities.](https://www.sec.gov/Archives/edgar/data/217346/000021734625000017/q4202410k-exx19.htm) | | |
| | | | | | | | | |
| 10.3D | | | | | | [Form of Stock-Settled Restricted Stock Unit (with Dividend Equivalents) Grant Agreement under 2015 Long-Term Incentive Plan. Incorporated by reference to Exhibit 10.2 to Textron’s Quarterly Report on Form 10-Q for the fiscal quarter ended April 2, 2016 (SEC File No. 1-5480).](https://www.sec.gov/Archives/edgar/data/217346/000110465916114825/a16-6092_1ex10d2.htm) | | |
| 10.3E | | | | | | [Form of Performance Share Unit Grant Agreement under 2015 Long-Term Incentive Plan. Incorporated by reference to Exhibit 10.3 to Textron’s Quarterly Report on Form 10-Q for the fiscal quarter ended April 2, 2016 (SEC File No. 1-5480).](https://www.sec.gov/Archives/edgar/data/217346/000110465916114825/a16-6092_1ex10d3.htm) | | |
| 10.3F | | | | | | [Form of Performance Share Unit Grant Agreement under 2015 Long-Term Incentive Plan. Incorporated by reference to Exhibit 10.2 to Textron’s Quarterly Report on Form 10-Q for the fiscal quarter ended April 4, 2020.](https://www.sec.gov/Archives/edgar/data/217346/000110465920055073/txt-20200404xex10d2.htm) | | |
| 10.3G | | | | | | [Form of Stock-Settled Restricted Stock Unit (with Dividend Equivalents) Grant Agreement under 2015 Long-Term Incentive Plan. Incorporated by reference to Exhibit 10.1 to Textron's Quarterly Report on Form 10-Q for the fiscal quarter ended April 4, 2020.](https://www.sec.gov/Archives/edgar/data/217346/000110465920055073/txt-20200404xex10d1.htm) | | |
| 10.16 | | | | | | [Director Compensation. Incorporated by reference to Exhibit 10.16 to Textron's Annual Report on Form 10-K for the fiscal year ended December 31, 202](https://www.sec.gov/Archives/edgar/data/217346/000021734623000006/q4202210k-exx1016.htm)[2.](https://www.sec.gov/Archives/edgar/data/217346/000021734623000006/q4202210k-exx1016.htm) | | |
| 10.17 | | | | | | [Form of Aircraft Time Sharing Agreement between Textron and its executive officers. Incorporated by reference to Exhibit 10.3 to Textron’s Quarterly Report on Form 10-Q for the fiscal quarter ended September 27, 2008. (SEC File No. 1-5480)](https://www.sec.gov/Archives/edgar/data/217346/000021734608000148/formofaircrafttimeshare.htm) | | |
| 97 | | | | | | [Textron Inc. Recovery Policy.](https://www.sec.gov/Archives/edgar/data/217346/000021734624000017/q4202310k-exx97.htm) | | |
Item 16. Form 10-K Summary
2 rewritten, 0 added, 0 removed, 51 unchanged
Pursuant to the requirement of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this Annual Report on Form 10-K to be signed on its behalf by the undersigned, thereunto duly authorized on this [removed: 12th] [added: 6th] day of February [removed: 2024.][added: 2025.]
Pursuant to the requirements of the Securities Exchange Act of 1934, this Annual Report on Form 10-K has been signed below on this [removed: 12th] [added: 6th] day of February [removed: 2024] [added: 2025] by the following persons on behalf of the registrant and in the capacities indicated: