HONEYWELL INTERNATIONAL INC 8-K

What Happened

• Honeywell International Inc. held its Annual Meeting of Shareowners on May 22, 2026 and filed the voting results in an 8-K. All board nominees were elected, Deloitte & Touche LLP was reappointed as independent auditors, shareholders approved a reverse stock split proposal, and the non‑binding “say-on-pay” advisory vote on executive compensation was approved. A shareholder proposal to allow written consent by shareholders was not approved.
• Vote tallies included: Reverse stock split — For 533,779,509; Against 9,513,554; Abstain 2,561,198. Auditor appointment — For 539,328,514; Against 5,581,867; Abstain 943,880. Say‑on‑pay (advisory) — For 445,365,387; Against 31,184,267; Abstain 2,743,819; Broker non‑votes 66,560,788. All director nominees were elected (for votes ranged roughly from 442.3M to 474.0M; broker non‑votes 66,560,788). The written-consent proposal failed (For 152,897,633; Against 323,102,671; Abstain 3,293,169; broker non‑votes 66,560,788).

Key Details

• Meeting date: May 22, 2026. Proxy statement filed April 10, 2026.
• Reverse stock split approved: 533,779,509 For; 9,513,554 Against; 2,561,198 Abstain.
• Auditor reappointment: Deloitte & Touche LLP approved with 539,328,514 For.
• Shareowner proposal to allow written consent was rejected: 152,897,633 For vs. 323,102,671 Against.

Why It Matters

• The approved reverse stock split will change Honeywell’s share count and increase the per‑share price once implemented; details and the exact split ratio will be provided in future filings and communications.
• Reappointment of the auditor and election of the full slate of directors maintain continuity in governance.
• The non‑binding approval of executive compensation (say‑on‑pay) and the large opposition to the written‑consent proposal are governance signals investors may consider when evaluating shareholder alignment and board responsiveness.