FORM 3
        
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Madsen Michael R

2. Date of Event Requiring Statement (MM/DD/YYYY)
10/15/2019 

3. Issuer Name and Ticker or Trading Symbol

HONEYWELL INTERNATIONAL INC [HON]

(Last)        (First)        (Middle)

300 SOUTH TRYON STREET

4. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                          _____ 10% Owner
___X___ Officer (give title below)        _____ Other (specify below)
President & CEO, Aerospace /

(Street)

CHARLOTTE, NC 28202      

(City)              (State)              (Zip)
5. If Amendment, Date Original Filed(MM/DD/YYYY)

 

6. Individual or Joint/Group Filing(Check Applicable Line)

_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person


Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock 28281 (1)D  
Common Stock 227.396 I Held in 401(k) plan 

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(MM/DD/YYYY)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date ExercisableExpiration DateTitleAmount or Number of Shares
Employee Stock Options (right to buy)  (15)2/26/2024 Common Stock 16007 $89.48 D  
Employee Stock Options (right to buy)  (15)2/25/2025 Common Stock 13696 $98.93 D  
Employee Stock Options (right to buy)  (2)2/24/2026 Common Stock 23107 $98.70 D  
Employee Stock Options (right to buy)  (3)2/27/2027 Common Stock 24021 $119.69 D  
Employee Stock Options (right to buy)  (4)2/26/2028 Common Stock 24021 $148.79 D  
Employee Stock Options (right to buy)  (5)2/25/2029 Common Stock 23735 $154.22 D  
Restricted Stock Units  (6) (6)Common Stock 2146  (7)D  
Restricted Stock Units  (8) (8)Common Stock 3521  (7)D  
Restricted Stock Units  (9) (9)Common Stock 3437  (7)D  
Restricted Stock Units  (10) (10)Common Stock 3502  (7)D  
Restricted Stock Units  (11) (11)Common Stock 3437  (7)D  
Restricted Stock Units  (12) (12)Common Stock 3314  (7)D  
Restricted Stock Units  (13) (13)Common Stock 8629  (7)D  
Supplemental Savings Plan Interests  (14) (14)Common Stock 340.482  (14)D  

Explanation of Responses:
(1) Includes shares held in a separate dividend reinvestment plan account of a family member over which the reporting person has power of attorney.
(2) The Employee Stock Options were granted under the 2011 Stock Incentive Plan with 17,330 options fully vested and 5,777 options vesting on February 25, 2020.
(3) The Employee Stock Options were granted under the 2016 Stock Incentive Plan with 12,010 options fully vested and 6,005 options vesting on February 28, 2020 and 6,006 on February 28, 2021.
(4) The Employee Stock Options were granted under the 2016 Stock Incentive Plan with 6,004 options full vested and 6,006 options vesting on February 27, 2020; 6,005 options vesting on February 27, 2021 and 6,006 options vesting on February 27, 2022.
(5) Employee Stock Options were granted under the 2016 Stock Incentive Plan with 5,933 options vesting on February 26, 2020; 5,933 options vesting on February 26, 2021; 5,933 options vesting on February 26, 2022 and 5,936 options vesting on February 26, 2023.
(6) The Restricted Stock Units were granted under the 2011 Stock Incentive Plan with all units vesting on July 26, 2020.
(7) Instrument converts to common stock on a one-for-one basis.
(8) The Restricted Stock Units were granted under the 2016 Stock Incentive Plan with 1,733 units vesting on July 29, 2021 and 1,788 units vesting on July 29, 2023.
(9) The Restricted Stock Units were granted under the 2016 Stock Incentive Plan with all units vesting on February 28, 2020.
(10) The Restricted Stock Units were granted under the 2016 Stock Incentive Plan with 1,724 units vesting on July 27, 2021 and 1,778 units vesting on July 27, 2023.
(11) The Restricted Stock Units were granted under the 2016 Stock Incentive Plan with all units vesting on February 27, 2021.
(12) The Restricted Stock Units were granted under the 2016 Stock Incentive Plan with all units vesting on February 26, 2022.
(13) The Restricted Stock Units were granted under the 2016 Stock Incentive Plan with 2,847 units vesting on July 25, 2021, 2,848 units vesting on July 25, 2023 and 2,934 units vesting on July 25, 2025.
(14) Instrument converts to common stock on a one-for-one basis and reflects phantom shares of common stock represented by Company contributions to my account under the Executive Supplemental Savings Plan under rule 16b-3 on October 15, 2019.
(15) The Employee Stock Options were granted under the 2011 Stock Incentive Plan and are fully vested.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director10% OwnerOfficerOther
Madsen Michael R
300 SOUTH TRYON STREET
CHARLOTTE, NC 28202


President & CEO, Aerospace

Signatures
Su Ping Lu for Michael R. Madsen10/25/2019
**Signature of Reporting PersonDate

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