HONEYWELL INTERNATIONAL INC 4
4 · Honeywell Aerospace Inc. · Filed Jun 29, 2026
Research Summary
AI-generated summary of this filing
Honeywell Aerospace (HONA) 10% Owner Disposes 316.94M Shares in Spin-Off
What Happened Honeywell International Inc. (listed on the Form 4 as a 10% owner) disposed of all 316,939,750 issued and outstanding shares of Honeywell Aerospace Inc. (HONA) on June 29, 2026 by distributing them pro rata to Honeywell shareholders to effect the announced spin-off. The shares were distributed as a dividend at $0.00 per share (total reported value $0), so this was a corporate spin-off distribution rather than a sale on the open market. After the distribution, Honeywell holds 0 shares of HONA.
Key Details
- Transaction date and filing: June 29, 2026 (Form 4 filed same day).
- Transaction type/code: Disposition by distribution (code J — other acquisition/disposition).
- Shares disposed: 316,939,750 HONA shares; price reported $0.00; total value $0.
- Shares owned after transaction: 0 shares.
- Notable footnotes:
- Record date for the dividend distribution: close of business on June 15, 2026.
- A June 24, 2026 amended HONA charter converted Honeywell’s prior 19,715 shares into 316,939,750 shares (a recapitalization). That recapitalization was exempt under Rules 16a-9 and 16b-7 and did not change Honeywell’s pecuniary interest before the distribution.
- Insider status: Honeywell is a 10% institutional owner, not an individual executive — this is a corporate restructuring action, not personal insider trading.
Context This filing reflects a corporate spin-off distribution: Honeywell reorganized and distributed HONA shares to its own shareholders rather than selling them. Such distributions are routine in spin-offs and do not imply insider buying or selling sentiment about HONA’s stock.
Insider Transaction Report
- Other
Common Stock par value $0.01
[F1][F2]2026-06-29−316,939,750→ 0 total
Footnotes (2)
- [F1]On June 29, 2026, Honeywell International Inc. ("Honeywell") disposed of all 316,939,750 issued and outstanding shares of common stock, par value $0.01 per share ("HONA Common Stock"), of Honeywell Aerospace Inc., a Delaware corporation ("HONA"), by distributing a pro rata dividend to Honeywell shareowners of one share of HONA Common Stock for every two shares of Honeywell common stock, par value $1.00 per share, held by each holder of record as of the close of business on June15, 2026, to effect the previously announced spin-off of HONA from Honeywell.
- [F2]On June 11, 2026, Honeywell reported that it owned 19,715 shares of HONA Common Stock, which at the time constituted all the issued and outstanding shares of HONA Common Stock. Pursuant to an amended and restated certificate of incorporation of HONA filed with the Secretary of State of the State of Delaware on June 24, 2026, the 19,715 shares of HONA Common Stock were automatically converted into an aggregate of 316,939,750 shares of HONA Common Stock (the "Recapitalization"). The Recapitalization was exempt pursuant to Rules 16a-9 and 16b-7 under the Exchange Act and did not result in a change in the pecuniary interest of Honeywell in HONA.