United States

Securities and Exchange Commission

Washington, D.C. 20549

Form 10-Q

__________________

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended ~~June 30, 2021~~March 31, 2022

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ______ to _____

Commission file number 1-8974

Honeywell International ~~Inc~~.Inc.

(Exact name of registrant as specified in its charter)


Delaware		22-2640650
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

~~300~~855 South ~~Tryon~~Mint Street		28202
Charlotte,	NC
(Address of principal executive offices)		(Zip Code)


			(704)			627-6200
			(Registrant’s telephone number, including area code)

			~~Not Applicable~~
			(Former name, former address and former fiscal year, if changed since last report)

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

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, par value $1 per share*

HON

The NASDAQ Stock Market LLC

1.300% Senior Notes due 2023

HON 23A

The NASDAQ Stock Market LLC

0.000% Senior Notes due 2024

HON 24A

The NASDAQ Stock Market LLC

2.250% Senior Notes due 2028

HON 28A

The NASDAQ Stock Market LLC

0.750% Senior Notes due 2032

HON 32

The NASDAQ Stock Market LLC

* The common stock is also listed on the London Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No o☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes x No o☐

Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.


Large Accelerated Filer	x	Accelerated filer	☐
Non-Accelerated filer	☐	Smaller reporting company	☐
		Emerging growth company	☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards pursuant to Section 13(a) of the Exchange Act. ☐

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

There were ~~690,399,265~~680,732,930 shares of Common Stock outstanding at ~~June 30, 2021.~~March 31, 2022.

TABLE OF CONTENTS


		~~Page No.~~
PART I			Financial Information	1
ITEM 1			Financial ~~Statements:~~Statements and Supplementa ry Dat a (unaudited):	1
			Consolidated Statement of Operations (unaudited) – Three ~~and Six~~ Months Ended ~~June 30, 2021~~March 31, 2022 and ~~2020~~2021	1
			Consolidated Statement of Comprehensive Income (unaudited) – Three ~~and Six~~ Months Ended ~~June 30, 2021~~March 31, 2022 and ~~2020~~2021	2
			Consolidated Balance Sheet (unaudited) – ~~June 30, 2021~~March 31, 2022 and December 31, ~~2020~~2021	3
			Consolidated Statement of Cash Flows (unaudited) – ~~Six~~Three Months Ended ~~June 30, 2021~~March 31, 2022 and ~~2020~~2021	4
			Consolidated Statement of Shareowners' Equity (unaudited) – Three ~~and Six~~ Months Ended ~~June 30, 2021~~March 31, 2022 and ~~2020~~2021	5

			~~Notes to Consolidated Financial Statements (unaudited)~~Note 1 – Basis of Presentation	6
			Note 2 – Summary of Significant Accounting Policies	6
			Note 3 – Acquisitions and Divestitures	7
			Note 4 – Revenue Recognition and Contracts with Customers	7
			Note 5 – Repositioning and Other Charges	10
			Note 6 – Income Taxes	12
			Note 7 – Inventories	12
			Note 8 – Long-term Debt and Credit Agreements	13
			Note 9 – Leases	14
			Note 10 – Derivative Instruments and Hedging Transactions	15
			Note 11 – Fair Value Measurements	17
			Note 12 – Earnings Per Share	19
			Note 13 – Accumulated Other Comprehensive Income (Loss)	20
			Note 14 – Commitments and Contingencies	20
			Note 15 – Pension Benefits	25
			Note 16 – Other (Income) Expense	25
			Note 17 – Segment Financial Data	25
ITEM 2			Management’s Discussion and Analysis of Financial Condition and Results of Operations	2927
ITEM 3			Quantitative and Qualitative Disclosures About Market Risks	4741
ITEM 4			Controls and Procedures	4842
~~PART~~Part II			Other Information	48
ITEM 1			Legal Proceedings	4843
ITEM 1A			Risk Factors	4843
ITEM 2			Unregistered Sales of Equity Securities and Use of Proceeds	4844
ITEM 4			Mine Safety Disclosures	49
~~ITEM 5~~44	~~Other Information~~		49

ITEM 6			Exhibits	5045
			Signatures	5146

TABLE OF CONTENTS

CAUTIONARY STATEMENT ABOUT FORWARD-LOOKING STATEMENTS

We describe many of the trends and other factors that drive our business and future results in the section titled Management’s Discussion and Analysis of Financial Condition and Results of Operations and in other parts of this report (including Part II, Item 1A Risk Factors). Such discussions contain forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended (the Exchange Act). Forward-looking statements are those that address activities, events or developments that management intends, expects, projects, believes or anticipates will or may occur in the future. They are based on management’s assumptions and assessments in light of past experience and trends, current economic and industry conditions, expected future developments and other relevant factors. They are not guarantees of future performance, and actual results, developments and business decisions may differ significantly from those envisaged by our forward-looking statements. We do not undertake to update or revise any of our forward-looking statements. Our forward-looking statements are also subject to risks and uncertainties, including the impact of the coronavirus pandemic (COVID-19), and the Russia-Ukraine conflict, that can affect our performance in both the near- and long-term. These forward-looking statements should be considered in light of the information included in this report and our other filings with the Securities and Exchange Commission, including, without limitation, the Risk Factors, as well as the description of trends and other factors in Management’s Discussion and Analysis of Financial Condition and Results of Operations, set forth in this report and our ~~2020~~2021 Annual Report on Form 10-K.

TABLE OF CONTENTS

ABOUT HONEYWELL

Honeywell International Inc. (Honeywell or the Company) invents and commercializes technologies that address some of the world’s most critical challenges around energy, safety, security, air travel, productivity, and global urbanization. We are a leading software-industrial company committed to introducing state of the art technology solutions to improve efficiency, productivity, sustainability, and safety in high growth businesses in broad-based, attractive industrial end markets. As a diversified technology and manufacturing company, we are uniquely positioned to blend physical products with software to serve customers worldwide with aerospace products and services, energy efficient products and solutions for businesses, specialty chemicals, electronic and advanced materials, process technology for refining and petrochemicals, and productivity, sensing, safety and security technologies for buildings and industries. Our products and solutions enable a safer, more comfortable, and more productive world, enhancing the quality of life of people around the globe. The Honeywell brand dates back to 1906, and the Company was incorporated in Delaware in 1985.

Our Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K, and any amendments to those reports, are available free of charge on our website (honeywell.com) under the heading Investors (see SEC Filings) immediately after they are filed with, or furnished to, the SEC. Honeywell uses our Investor Relations website, investor.honeywell.com, as a means of disclosing information which may be of interest or material to our investors and for complying with disclosure obligations under Regulation FD. Accordingly, investors should monitor our Investor Relations website, in addition to following our press releases, SEC filings, public conference calls, webcasts, and social media. Information contained on or accessible through, including any reports available on, our website is not a part of, and is not incorporated by reference into, this Quarterly Report on Form 10-Q or any other report or document we file with the SEC. Any reference to our website in this Form 10-Q is intended to be an inactive textual reference only.

T ABLE OF CONTENTS

PART I. FINANCIAL INFORMATION

The financial statements and related notes as of March 31, 2022, should be read in conjunction with the financial statements for the year ended December 31, 2021, contained in the Company's 2021 Annual Report on Form 10-K.

FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

HONEYWELL INTERNATIONAL INC.

CONSOLIDATED STATEMENT OF OPERATIONS

(Unaudited)


	Three Months Ended March 31,
		2022		2021
		(Dollars in millions, except per share amounts)
Product sales		$	6,132	$	6,409
Service sales		2,244		2,045
Net sales		8,376		8,454
Costs, expenses and other
Cost of products sold		4,373		4,551
Cost of services sold		1,301		1,158
		5,674		5,709
Selling, general and administrative expenses		1,431		1,236
Other (income) expense		(319)		(442)
Interest and other financial charges		85		90
		6,871		6,593
Income before taxes		1,505		1,861
Tax expense		371		413
Net income		1,134		1,448
Less: Net income attributable to the noncontrolling interest		—		21
Net income attributable to Honeywell		$	1,134	$	1,427
Earnings per share of common stock - basic		$	1.66	$	2.05
Earnings per share of common stock - assuming dilution		$	1.64	$	2.03

~~PART I. FINANCIAL INFORMATION~~

The financial statements and related notes as of June 30, 2021, should be read in conjunction with the financial statements for the year ended December 31, 2020, contained in our 2020 Annual Report on Form 10-K.

~~ITEM 1. FINANCIAL STATEMENTS~~

~~HONEYWELL INTERNATIONAL INC.~~

~~CONSOLIDATED STATEMENT OF OPERATIONS~~

~~(Unaudited)~~

Three Months Ended June 30, Six Months Ended June 30,
2021 2020 2021 2020
(Dollars in millions, except per share amounts)
Product sales $ 6,639 $ 5,743 $ 13,048 $ 12,048
Service sales 2,169 1,734 4,214 3,892
Net sales 8,808 7,477 17,262 15,940
Costs, expenses and other
Cost of products sold 4,734 4,163 9,285 8,537
Cost of services sold 1,269 1,113 2,427 2,273
6,003 5,276 11,712 10,810
Selling, general and administrative expenses 1,207 1,183 2,443 2,421
Other (income) expense (366) (291) (808) (608)
Interest and other financial charges 83 90 173 163
6,927 6,258 13,520 12,786
Income before taxes 1,881 1,219 3,742 3,154
Tax expense (benefit) 434 120 847 449
Net income 1,447 1,099 2,895 2,705
Less: Net income attributable to the noncontrolling interest 17 18 38 43
Net income attributable to Honeywell $ 1,430 $ 1,081 $ 2,857 $ 2,662
Earnings per share of common stock - basic $ 2.06 $ 1.54 $ 4.11 $ 3.77
Earnings per share of common stock - assuming dilution $ 2.04 $ 1.53 $ 4.06 $ 3.74

The Notes to Consolidated Financial Statements are an integral part of this statement.

1 Honeywell International Inc.

T ABLE OF CONTENTS

HONEYWELL INTERNATIONAL INC.

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

(Unaudited)


	Three Months Ended March 31,
		2022		2021
		(Dollars in millions)
Net income		$	1,134	$	1,448
Other comprehensive income (loss), net of tax
Foreign exchange translation adjustment		126		214


Prior service (credit) cost recognized		(17)		(22)
Pension and other postretirement benefit adjustments		(17)		(22)
Changes in fair value of available for sale investments		(6)		(3)
Cash flow hedges recognized in other comprehensive income (loss)		8		8
Less: Reclassification adjustment for gains (losses) included in net income		3		3
Changes in fair value of cash flow hedges		5		5
Other comprehensive income (loss), net of tax		108		194
Comprehensive income		1,242		1,642
Less: Comprehensive income attributable to the noncontrolling interest		—		22
Comprehensive income attributable to Honeywell		$	1,242	$	1,620

~~HONEYWELL INTERNATIONAL INC.~~

~~CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME~~

~~(Unaudited)~~

Three Months Ended June 30, Six Months Ended June 30,
2021 2020 2021 2020
(Dollars in millions)
Net income $ 1,447 $ 1,099 $ 2,895 $ 2,705
Other comprehensive income (loss), net of tax
Foreign exchange translation adjustment 129 121 343 (155)
Pension and other postretirement benefit adjustments (21) (20) (43) (40)
Changes in fair value of available for sale investments 0 0 (3) 0
Cash flow hedges recognized in other comprehensive income (loss) 7 (91) 15 104
Less: Reclassification adjustment for gains (losses) included in net income 6 (33) 9 22
Changes in fair value of cash flow hedges 1 (58) 6 82
Other comprehensive income (loss), net of tax 109 43 303 (113)
Comprehensive income 1,556 1,142 3,198 2,592
Less: Comprehensive income attributable to the noncontrolling interest 17 21 39 39
Comprehensive income attributable to Honeywell $ 1,539 $ 1,121 $ 3,159 $ 2,553

The Notes to Consolidated Financial Statements are an integral part of this statement.

2 Honeywell International Inc.

T ABLE OF CONTENTS

HONEYWELL INTERNATIONAL INC.

CONSOLIDATED BALANCE SHEET

(Unaudited)


		June 30, 2021		December 31, 2020			March 31, 2022		December 31, 2021
		(Dollars in millions)					(Dollars in millions)
ASSETS	ASSETS					ASSETS
Current assets:	Current assets:					Current assets:
Cash and cash equivalents	Cash and cash equivalents	$	11,427	$	14,275	Cash and cash equivalents	$	9,281	$	10,959
Short-term investments	Short-term investments	891		945		Short-term investments	493		564
Accounts receivable - net		6,947		6,827
Accounts receivable, less allowances of $326 and $177, respectively						Accounts receivable, less allowances of $326 and $177, respectively	7,119		6,830
Inventories	Inventories	4,723		4,489		Inventories	5,472		5,138
Other current assets	Other current assets	1,664		1,639		Other current assets	1,916		1,881
Total current assets	Total current assets	25,652		28,175		Total current assets	24,281		25,372
Investments and long-term receivables	Investments and long-term receivables	1,358		685		Investments and long-term receivables	1,035		1,222
Property, plant and equipment - net	Property, plant and equipment - net	5,520		5,570		Property, plant and equipment - net	5,470		5,562
Goodwill	Goodwill	17,135		16,058		Goodwill	17,863		17,756
Other intangible assets - net	Other intangible assets - net	3,748		3,560		Other intangible assets - net	3,534		3,613
Insurance recoveries for asbestos related liabilities	Insurance recoveries for asbestos related liabilities	342		366		Insurance recoveries for asbestos related liabilities	314		322
Deferred income taxes	Deferred income taxes	762		760		Deferred income taxes	494		489
Other assets	Other assets	9,428		9,412		Other assets	10,361		10,134
Total assets	Total assets	$	63,945	$	64,586	Total assets	$	63,352	$	64,470
LIABILITIES	LIABILITIES					LIABILITIES
Current liabilities:	Current liabilities:					Current liabilities:
Accounts payable	Accounts payable	$	6,139	$	5,750	Accounts payable	$	6,285	$	6,484
Commercial paper and other short-term borrowings	Commercial paper and other short-term borrowings	3,573		3,597		Commercial paper and other short-term borrowings	3,526		3,542
Current maturities of long-term debt	Current maturities of long-term debt	1,645		2,445		Current maturities of long-term debt	3,207		1,803
Accrued liabilities	Accrued liabilities	6,786		7,405		Accrued liabilities	7,009		7,679
Total current liabilities	Total current liabilities	18,143		19,197		Total current liabilities	20,027		19,508
Long-term debt	Long-term debt	16,138		16,342		Long-term debt	12,636		14,254
Deferred income taxes	Deferred income taxes	2,302		2,113		Deferred income taxes	2,387		2,364
Postretirement benefit obligations other than pensions	Postretirement benefit obligations other than pensions	225		242		Postretirement benefit obligations other than pensions	220		208
Asbestos-related liabilities	Asbestos-related liabilities	1,819		1,920		Asbestos-related liabilities	1,807		1,800
Other liabilities	Other liabilities	7,109		6,975		Other liabilities	7,217		7,087
Redeemable noncontrolling interest	Redeemable noncontrolling interest	7		7		Redeemable noncontrolling interest	7		7
SHAREOWNERS’ EQUITY	SHAREOWNERS’ EQUITY					SHAREOWNERS’ EQUITY
Capital - common stock issued	Capital - common stock issued	958		958		Capital - common stock issued	958		958
- additional paid-in capital	- additional paid-in capital	7,566		7,292		- additional paid-in capital	8,326		8,141
Common stock held in treasury, at cost	Common stock held in treasury, at cost	(28,978)		(27,229)		Common stock held in treasury, at cost	(31,420)		(30,462)
Accumulated other comprehensive loss	Accumulated other comprehensive loss	(3,075)		(3,377)		Accumulated other comprehensive loss	(2,787)		(2,895)
Retained earnings	Retained earnings	41,467		39,905		Retained earnings	43,288		42,827
Total Honeywell shareowners’ equity	Total Honeywell shareowners’ equity	17,938		17,549		Total Honeywell shareowners’ equity	18,365		18,569
Noncontrolling interest	Noncontrolling interest	264		241		Noncontrolling interest	686		673
Total shareowners’ equity	Total shareowners’ equity	18,202		17,790		Total shareowners’ equity	19,051		19,242
Total liabilities, redeemable noncontrolling interest and shareowners’ equity	Total liabilities, redeemable noncontrolling interest and shareowners’ equity	$	63,945	$	64,586	Total liabilities, redeemable noncontrolling interest and shareowners’ equity	$	63,352	$	64,470

The Notes to Consolidated Financial Statements are an integral part of this statement.

3 Honeywell International Inc.

T ABLE OF CONTENTS

HONEYWELL INTERNATIONAL INC.

CONSOLIDATED STATEMENT OF CASH FLOWS

(Unaudited)


		Six Months Ended June 30,					Three Months Ended March 31,
		2021		2020			2022		2021
		(Dollars in millions)					(Dollars in millions)
Cash flows from operating activities:	Cash flows from operating activities:					Cash flows from operating activities:
Net income	Net income	$	2,895	$	2,705	Net income	$	1,134	$	1,448
Less: Net income attributable to the noncontrolling interest	Less: Net income attributable to the noncontrolling interest	38		43		Less: Net income attributable to the noncontrolling interest	—		21
Net income attributable to Honeywell	Net income attributable to Honeywell	2,857		2,662		Net income attributable to Honeywell	1,134		1,427
Adjustments to reconcile net income attributable to Honeywell to net cash provided by operating activities:	Adjustments to reconcile net income attributable to Honeywell to net cash provided by operating activities:					Adjustments to reconcile net income attributable to Honeywell to net cash provided by operating activities:
Depreciation	Depreciation	335		314		Depreciation	167		171
Amortization	Amortization	290		179		Amortization	163		170
Gain on sale of non-strategic businesses and assets	Gain on sale of non-strategic businesses and assets	(90)		0		Gain on sale of non-strategic businesses and assets	—		(90)
Repositioning and other charges	Repositioning and other charges	242		342		Repositioning and other charges	387		141
Net payments for repositioning and other charges	Net payments for repositioning and other charges	(358)		(309)		Net payments for repositioning and other charges	(108)		(195)
Pension and other postretirement income	Pension and other postretirement income	(583)		(423)		Pension and other postretirement income	(261)		(293)
Pension and other postretirement benefit payments	Pension and other postretirement benefit payments	(27)		(23)		Pension and other postretirement benefit payments	(14)		(14)
Stock compensation expense	Stock compensation expense	116		78		Stock compensation expense	60		77
Deferred income taxes	Deferred income taxes	101		(277)		Deferred income taxes	21		63

Other	Other	(277)		(285)		Other	(67)		(96)
Changes in assets and liabilities, net of the effects of acquisitions and divestitures:	Changes in assets and liabilities, net of the effects of acquisitions and divestitures:					Changes in assets and liabilities, net of the effects of acquisitions and divestitures:
Accounts receivable	Accounts receivable	(127)		776		Accounts receivable	(285)		143
Inventories	Inventories	(271)		(331)		Inventories	(331)		(158)
Other current assets	Other current assets	(98)		106		Other current assets	(29)		(66)
Accounts payable	Accounts payable	402		(364)		Accounts payable	(199)		57
Accrued liabilities	Accrued liabilities	(256)		(26)		Accrued liabilities	(602)		(359)
Net cash provided by (used for) operating activities		2,256		2,419
Net cash provided by operating activities						Net cash provided by operating activities	36		978
Cash flows from investing activities:	Cash flows from investing activities:					Cash flows from investing activities:
Expenditures for property, plant and equipment	Expenditures for property, plant and equipment	(406)		(366)		Expenditures for property, plant and equipment	(183)		(221)
Proceeds from disposals of property, plant and equipment	Proceeds from disposals of property, plant and equipment	14		7		Proceeds from disposals of property, plant and equipment	10		14
Increase in investments	Increase in investments	(1,397)		(1,671)		Increase in investments	(223)		(736)
Decrease in investments	Decrease in investments	1,331		1,589		Decrease in investments	304		612
Receipts from Garrett Motion Inc.	Receipts from Garrett Motion Inc.	375		0		Receipts from Garrett Motion Inc.	197		—
Receipts (payments) from settlements of derivative contracts	Receipts (payments) from settlements of derivative contracts	(23)		83		Receipts (payments) from settlements of derivative contracts	61		140
Cash paid for acquisitions, net of cash acquired	Cash paid for acquisitions, net of cash acquired	(1,327)		0		Cash paid for acquisitions, net of cash acquired	(176)		(1,303)
Proceeds from sales of businesses, net of fees paid	Proceeds from sales of businesses, net of fees paid	190		0		Proceeds from sales of businesses, net of fees paid	—		190
Net cash provided by (used for) investing activities		(1,243)		(358)
Net cash used for investing activities						Net cash used for investing activities	(10)		(1,304)
Cash flows from financing activities:	Cash flows from financing activities:					Cash flows from financing activities:
Proceeds from issuance of commercial paper and other short-term borrowings	Proceeds from issuance of commercial paper and other short-term borrowings	2,358		7,165		Proceeds from issuance of commercial paper and other short-term borrowings	1,228		1,268
Payments of commercial paper and other short-term borrowings	Payments of commercial paper and other short-term borrowings	(2,355)		(7,094)		Payments of commercial paper and other short-term borrowings	(1,228)		(1,266)
Proceeds from issuance of common stock	Proceeds from issuance of common stock	114		97		Proceeds from issuance of common stock	23		67
Proceeds from issuance of long-term debt	Proceeds from issuance of long-term debt	27		7,101		Proceeds from issuance of long-term debt	1		23
Payments of long-term debt	Payments of long-term debt	(835)		(1,218)		Payments of long-term debt	(40)		(817)
Repurchases of common stock	Repurchases of common stock	(1,849)		(1,985)		Repurchases of common stock	(1,018)		(822)
Cash dividends paid	Cash dividends paid	(1,304)		(1,285)		Cash dividends paid	(668)		(640)
Other	Other	(33)		(40)		Other	(17)		(30)
Net cash provided by (used for) financing activities		(3,877)		2,741
Net cash used for financing activities						Net cash used for financing activities	(1,719)		(2,217)
Effect of foreign exchange rate changes on cash and cash equivalents	Effect of foreign exchange rate changes on cash and cash equivalents	16		(91)		Effect of foreign exchange rate changes on cash and cash equivalents	15		(14)
Net increase (decrease) in cash and cash equivalents	Net increase (decrease) in cash and cash equivalents	(2,848)		4,711		Net increase (decrease) in cash and cash equivalents	(1,678)		(2,557)
Cash and cash equivalents at beginning of period	Cash and cash equivalents at beginning of period	14,275		9,067		Cash and cash equivalents at beginning of period	10,959		14,275
Cash and cash equivalents at end of period	Cash and cash equivalents at end of period	$	11,427	$	13,778	Cash and cash equivalents at end of period	$	9,281	$	11,718

The Notes to Consolidated Financial Statements are an integral part of this statement.

4 Honeywell International Inc.

T ABLE OF CONTENTS

HONEYWELL INTERNATIONAL INC.

CONSOLIDATED STATEMENT OF SHAREOWNERS' EQUITY

(Unaudited)


		Three Months Ended June 30,						Six Months Ended June 30,							Three Months Ended March 31,
		2021			2020			2021			2020					2022	2021
		Shares	$		Shares	$		Shares	$		Shares	$					Shares	$		Shares	$
		(In millions, except per share amounts)															(In millions, except per share amounts)
Common stock, par value	Common stock, par value	957.6	958		957.6	958		957.6	958		957.6	958		Common stock, par value			957.6	958		957.6	958
Additional paid-in capital	Additional paid-in capital													Additional paid-in capital
Beginning balance	Beginning balance		7,505			7,047			7,292			6,876		Beginning balance				8,141			7,292
Issued for employee savings and option plans	Issued for employee savings and option plans		22			23			158			150		Issued for employee savings and option plans				116			136
Stock-based compensation expense	Stock-based compensation expense		39			34			116			78		Stock-based compensation expense				69			77

Ending balance	Ending balance		7,566			7,104			7,566			7,104		Ending balance				8,326			7,505
Treasury stock	Treasury stock													Treasury stock
Beginning balance	Beginning balance	(263.0)	(27,975)		(255.8)	(25,643)		(260.8)	(27,229)		(246.5)	(23,836)		Beginning balance			(272.8)	(30,462)		(260.8)	(27,229)
Reacquired stock or repurchases of common stock	Reacquired stock or repurchases of common stock	(4.6)	(1,027)		(0.4)	(62)		(8.6)	(1,849)		(12.1)	(1,985)		Reacquired stock or repurchases of common stock			(5.5)	(1,018)		(4.0)	(822)
Issued for employee savings and option plans	Issued for employee savings and option plans	0.4	24		0.4	20		2.2	100		2.8	136		Issued for employee savings and option plans			1.4	60		1.8	76
Ending balance	Ending balance	(267.2)	(28,978)		(255.8)	(25,685)		(267.2)	(28,978)		(255.8)	(25,685)		Ending balance			(276.9)	(31,420)		(263.0)	(27,975)
Retained earnings	Retained earnings													Retained earnings
Beginning balance	Beginning balance		40,682			38,635			39,905			37,693		Beginning balance				42,827			39,905

Net income attributable to Honeywell	Net income attributable to Honeywell		1,430			1,081			2,857			2,662		Net income attributable to Honeywell				1,134			1,427
Dividends on common stock	Dividends on common stock		(645)			(636)			(1,295)			(1,275)		Dividends on common stock				(673)			(650)

Ending balance	Ending balance		41,467			39,080			41,467			39,080		Ending balance				43,288			40,682
Accumulated other comprehensive income (loss)	Accumulated other comprehensive income (loss)													Accumulated other comprehensive income (loss)
Beginning balance	Beginning balance		(3,184)			(3,353)			(3,377)			(3,197)		Beginning balance				(2,895)			(3,377)
Foreign exchange translation adjustment	Foreign exchange translation adjustment		129			121			342			(155)		Foreign exchange translation adjustment				126			213
Pension and other postretirement benefit adjustments	Pension and other postretirement benefit adjustments		(21)			(20)			(43)			(40)		Pension and other postretirement benefit adjustments				(17)			(22)
Changes in fair value of available for sale investments	Changes in fair value of available for sale investments		0			0			(3)			0		Changes in fair value of available for sale investments				(6)			(3)
Changes in fair value of cash flow hedges	Changes in fair value of cash flow hedges		1			(58)			6			82		Changes in fair value of cash flow hedges				5			5
Ending balance	Ending balance		(3,075)			(3,310)			(3,075)			(3,310)		Ending balance				(2,787)			(3,184)
Noncontrolling interest	Noncontrolling interest													Noncontrolling interest
Beginning balance	Beginning balance		266			221			241			212		Beginning balance				673			241
Acquisitions, divestitures, and other			5			0			5			(6)

Net income attributable to noncontrolling interest	Net income attributable to noncontrolling interest		17			18			38			43		Net income attributable to noncontrolling interest				—			21
Foreign exchange translation adjustment	Foreign exchange translation adjustment		0			3			1			(4)		Foreign exchange translation adjustment				—			1
Dividends paid	Dividends paid		(24)			(23)			(25)			(26)		Dividends paid				(1)			(1)
Contributions from noncontrolling interest holders	Contributions from noncontrolling interest holders		0			0			4			0		Contributions from noncontrolling interest holders				14			4
Ending balance	Ending balance		264			219			264			219		Ending balance				686			266
Total shareowners' equity	Total shareowners' equity	690.4	18,202		701.8	18,366		690.4	18,202		701.8	18,366		Total shareowners' equity			680.7	19,051		694.6	18,252
Cash dividends per share of common stock	Cash dividends per share of common stock		$	0.930		$	0.900		$	1.860		$	1.800	Cash dividends per share of common stock				$	0.980		$	0.930

The Notes to Consolidated Financial Statements are an integral part of this statement.

5 Honeywell International Inc.

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HONEYWELL INTERNATIONAL INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

(Dollars in tables in millions, except per share amounts)

NOTE 1. BASIS OF PRESENTATION

In the opinion of management, the accompanying unaudited Consolidated Financial Statements reflect all adjustments, consisting only of normal recurring adjustments, necessary to present fairly the financial position, results of operations, cash flows, and shareowners' equity of Honeywell International Inc. and its consolidated subsidiaries (Honeywell or the Company) ~~at June 30, 2021, and December 31, 2020, the cash flows~~ for the ~~six months ended June 30, 2021 and 2020, the~~periods presented. The interim results of operations for the three and six months ended June 30, 2021 and 2020, and the shareowners' equity for the three and six months ended June 30, 2021 and 2020. The results of operations for the three and six months ended June 30, 2021, and cash flows ~~for the six months ended June 30, 2021,~~ should not necessarily be taken as indicative of the entire year.

Honeywell reports its quarterly financial information using a calendar convention; the first, second, and third quarters are consistently reported as ending on March 31, June 30, and September ~~30.~~30, respectively. It has been Honeywell's practice to establish actual quarterly closing dates using a predetermined fiscal calendar, which requires Honeywell's businesses to close their books on a Saturday in order to minimize the potentially disruptive effects of quarterly closing on ~~our~~the Company's business processes. The effects of this practice are generally not significant to reported results for any quarter and only exist within a reporting year. In the event ~~that~~ differences in actual closing dates are material to year-over-year comparisons of quarterly or year-to-date results, Honeywell will provide appropriate disclosures. Honeywell's actual closing dates for the three ~~and six~~ months ended ~~June 30,~~March 31, 2022, and March 31, 2021, were April 2, 2022, and ~~June 30, 2020, were July~~April 3, 2021, ~~and June 27, 2020,~~ respectively.

NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

The accounting policies of the Company are set forth in Note 1 to the Company's Consolidated Financial Statements contained in the Company’s ~~2020~~2021 Annual Report on Form 10-K. The Company includes herein certain updates to those policies.

RECLASSIFICATIONS

Certain prior year amounts have been reclassified to conform to the current year presentation.

RECENT ACCOUNTING PRONOUNCEMENTS

The Company considers the applicability and impact of all Accounting Standards Updates (ASUs) issued by the Financial Accounting Standards Board (FASB). ASUs not listed below were assessed and determined to be either not applicable or are expected to have minimal impact on ~~our Consolidated Financial Statements.~~

In December 2019, the FASB issued an ASU to simplify the accounting for income taxes. The standard’s amendments include changes in various subtopics of accounting for income taxes including, but not limited to, accounting for “hybrid” tax regimes, tax basis step-up in goodwill obtained in a transaction that is not a business combination, intraperiod tax allocation exception to incremental approach, ownership changes in investments, interim-period accounting for enacted changes in tax law, and year-to-date loss limitation in interim-period tax accounting. Effective January 1, 2021, the Company adopted this standard. The adoption of this standard did not have a material impact on the Company's Consolidated Financial Statements.

In March 2020, the FASB issued ~~guidance that~~ASU 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting, which provides optional expedients and exceptions for applying generally accepted accounting principles to contracts, hedging relationships, and other transactions affected by the transition away from reference rates expected to be discontinued to alternative reference rates. In January 2021, the FASB issued ASU 2021-01, Reference Rate Reform (Topic 848): Scope, to expand the scope of this guidance to include derivatives. The guidance was effective upon issuance and may be applied prospectively to contract modifications made and hedging relationships entered into on or before December 31, 2022. The Company ~~is currently evaluating~~will apply the ~~impacts of this~~ guidance onto impacted transactions during the ~~Company’s Consolidated Financial Statements.~~ transition period. The ~~Company does not expect the~~ adoption of this standard todoes not have a material impact on the Company’s Consolidated Financial Statements.

In October 2021, the FASB issued ASU 2021-08, Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers, which requires contract assets and contract liabilities acquired in a business combination to be recognized and measured by the acquirer on the acquisition date in accordance with ASC 606, Revenue from Contracts with Customers. This ASU should be applied prospectively to acquisitions occurring on or after the effective date of December 15, 2022, and early adoption is permitted. The Company adopted this guidance on January 1, 2022. The adoption of this standard does not have a material impact on the Company’s Consolidated Financial Statements.

6 Honeywell International Inc.

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HONEYWELL INTERNATIONAL INC.

NOTES TO CONSOLIDATED FINANCIAL ~~STATEMENTS—(Continued)~~STATEMENTS

(Unaudited)

(Dollars in tables in millions, except per share amounts)

NOTE 3. ACQUISITIONS AND DIVESTITURES

ACQUISITIONS

On ~~February 12, 2021,~~January 18, 2022, the Company acquired 100% of the issued and outstanding shares ~~outstanding~~ of ~~Sparta Systems,~~US Digital Design, Inc., a leading provider of ~~enterprise quality management software~~technologies for ~~the life sciences industry,~~first responders, for ~~$1,303~~total consideration of $184 million. ~~Sparta Systems is expected to further strengthen the Company's leadership in industrial automation, digital transformation solutions, and enterprise performance management software.~~ The business is included within the ~~Performance Materials and~~Honeywell Building Technologies segment. The assets and liabilities acquired with ~~Sparta Systems~~US Digital Designs, Inc. are included in the Consolidated Balance Sheet as of ~~June 30, 2021,~~March 31, 2022, including ~~$383~~$47 million of intangible assets and ~~$1,029~~$133 million allocated to goodwill, which is ~~non-deductible~~deductible for tax purposes. The purchase accounting is subject to final adjustment, primarily for the valuation of intangible assets, amounts allocated to goodwill, and tax ~~balances, and certain pre-acquisition contingencies.~~balances.

OnDIVESTITURES

During 2022, there were no significant divestitures that closed individually or in the aggregate.

As of March ~~15, 2021,~~31, 2022, the Company had no material adjustments for acquisitions or divestitures completed ~~the sale~~during 2021. See Note 2 Acquisitions and Divestitures of its retail footwear business in exchange for gross cash consideration of $230 million. The Company recognized a pre-tax gain of $90 million, which was recorded in Other (income) expense. The retail footwear business was previously includedNotes to Consolidated Financial Statements in the ~~Safety~~Company's 2021 Annual Report on Form 10-K for discussion of acquisitions and ~~Productivity Solutions segment.~~divestitures during 2021.

NOTE 4. REVENUE RECOGNITION AND CONTRACTS WITH CUSTOMERS

Honeywell generates revenue from a comprehensive offering of products and services, including software and technologies, that are sold to a variety of customers in multiple end markets. See the following table and related discussions by operating segment for details.


		Three Months Ended June 30,				Six Months Ended June 30,					Three Months Ended March 31,
		2021		2020		2021		2020				2022			2021
Aerospace	Aerospace									Aerospace
Commercial Aviation Original Equipment	Commercial Aviation Original Equipment	$	436	$	446	$	867	$	1,121	Commercial Aviation Original Equipment			$	478		$	431
Commercial Aviation Aftermarket	Commercial Aviation Aftermarket	1,015		661		1,925		2,046		Commercial Aviation Aftermarket			1,168			910
Defense and Space	Defense and Space	1,315		1,436		2,606		2,737		Defense and Space			1,103			1,291
		2,766		2,543		5,398		5,904					2,749			2,632
Honeywell Building Technologies	Honeywell Building Technologies									Honeywell Building Technologies
Products	Products	830		659		1,628		1,400		Products			879			784
Building Solutions	Building Solutions	577		518		1,137		1,058		Building Solutions			550			574
		1,407		1,177		2,765		2,458					1,429			1,358
Performance Materials and Technologies	Performance Materials and Technologies									Performance Materials and Technologies
UOP	UOP	571		517		1,098		1,111		UOP			480			527
Process Solutions	Process Solutions	1,166		1,093		2,262		2,244		Process Solutions			1,152			1,096
Advanced Materials	Advanced Materials	815		608		1,538		1,260		Advanced Materials			821			723

		2,552		2,218		4,898		4,615					2,453			2,346
Safety and Productivity Solutions	Safety and Productivity Solutions									Safety and Productivity Solutions
Safety and Retail	Safety and Retail	616		511		1,359		1,013		Safety and Retail			511			743
Productivity Solutions and Services	Productivity Solutions and Services	383		268		726		555		Productivity Solutions and Services			391			346
Warehouse and Workflow Solutions	Warehouse and Workflow Solutions	880		554		1,724		1,012		Warehouse and Workflow Solutions			599			831
Advanced Sensing Technologies	Advanced Sensing Technologies	204		206		392		383		Advanced Sensing Technologies			243			198
		2,083		1,539		4,201		2,963					1,744			2,118
Corporate and All Other										Corporate and All Other			1			—
Net sales	Net sales	$	8,808	$	7,477	$	17,262	$	15,940	Net sales			$	8,376		$	8,454

7 Honeywell International Inc.

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NOTES TO CONSOLIDATED FINANCIAL ~~STATEMENTS—(Continued)~~STATEMENTS

(Unaudited)

(Dollars in tables in millions, except per share amounts)

Aerospace – A global supplier of products, software and services for ~~aircraft~~aircrafts that it sells to ~~original equipment manufacturers (OEM)~~OEM and other customers in a variety of end markets including: air transport, regional, business and general aviation aircraft, airlines, aircraft operators and defense and space contractors. Aerospace products and services include auxiliary power units, propulsion engines, environmental control systems, integrated avionics, wireless connectivity services, electric power systems, engine controls, flight safety, communications, navigation hardware, data and software applications, radar and surveillance systems, aircraft lighting, management and technical services, advanced systems and instruments, satellite and space components, aircraft wheels and brakes, repair, and overhaul services and thermal systems. Aerospace also provides spare parts, repair, overhaul and maintenance services (principally to aircraft operators) for the aftermarket. Honeywell Forge solutions are leveraged by ~~our~~the Company's customers as tools to turn data into predictive maintenance and predictive analytics to enable better fleet management and make flight operations more efficient.

Honeywell Building Technologies – A global provider of products, software, solutions, and technologies that enable building owners and occupants to ensure their facilities are safe, energy efficient, sustainable, and productive. Honeywell Building Technologies products and services include advanced software applications for building control and optimization; sensors, switches, control systems, and instruments for energy management; access control; video surveillance; fire products; ~~remote patient monitoring systems;~~ and installation, maintenance and upgrades of systems. Honeywell Forge solutions enable ~~our~~the Company's customers to digitally manage buildings, connecting data from different assets to enable smart maintenance, improve building performance, and even protect from incoming security threats.

Performance Materials and Technologies – A global provider in developing and manufacturing high-quality performance chemicals and materials, process technologies, and automation solutions. The segment is comprised of Process Solutions, UOP, and Advanced Materials. Process Solutions provides automation control, instrumentation, advanced software, and related services for the oil and gas, refining, pulp and paper, industrial power generation, chemicals and petrochemicals, biofuels, life sciences, and metals, minerals, and mining industries. Through its smart energy products, Process Solutions enables utilities and distribution companies to deploy advanced capabilities to improve operations, reliability, and environmental sustainability. UOP provides process technology, products, including catalysts and adsorbents, equipment, and consulting services that enable customers to efficiently produce gasoline, diesel, jet fuel, petrochemicals and renewable fuels for the petroleum refining, gas processing, petrochemical, and other industries. Advanced Materials manufactures a wide variety of high-performance products, including materials used to manufacture end products such as bullet-resistant armor, nylon, computer chips, and pharmaceutical packaging, and provides reduced and low global-warming-potential materials based on hydrofluoro-olefin technology. In the industrial environment, Honeywell Forge solutions enable integration and connectivity to provide a holistic view of operations and turn data into clear actions to maximize productivity and efficiency. Honeywell Forge's cybersecurity capabilities help identify risks and act on cyber-related incidents, together enabling improved operations and protecting processes, people and assets.

Safety and Productivity Solutions – A global provider of products and software that improve productivity, workplace safety and asset performance to customers around the globe. Safety products include ~~personal protective equipment (PPE),~~PPE, apparel, gear, and ~~footwear designed for work, play and outdoor activities;~~footwear; gas detection technology; and cloud-based notification and emergency messaging. Productivity Solutions products and services include mobile devices and software for computing, data collection, and thermal printing; supply chain and warehouse automation equipment, software and solutions; custom-engineered sensors, switches and controls for sensing and productivity solutions; and software-based data and asset management productivity solutions. Honeywell Forge solutions digitally automate processes to improve efficiency while reducing downtime and safety costs.

Corporate and All Other –Corporate and All Other includes revenue from Honeywell's majority-owned investment in Quantinuum. Through Quantinuum, Honeywell provides a wide range of service offerings of fully integrated quantum computing hardware and software solutions.

For a summary by disaggregated product and services sales for each segment, refer to Note 1817 Segment Financial Data.

8 ~~Honeywell International Inc.~~

~~HONEYWELL INTERNATIONAL INC.~~

~~NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)~~

~~(Unaudited)~~

~~(Dollars in tables in millions, except per share amounts)~~

The Company recognizes revenue from performance obligations to customers that are satisfied at a point in time and over time. The disaggregation of the Company's revenue based off timing of recognition is as follows:


		Three Months Ended June 30,				Six Months Ended June 30,					Three Months Ended March 31,
		2021		2020		2021		2020				2022			2021
Products, transferred point in time	Products, transferred point in time	58	%	61	%	58	%	61	%	Products, transferred point in time			59	%		58	%
Products, transferred over time	Products, transferred over time	17		16		18		15		Products, transferred over time			14			18
Net product sales	Net product sales	75		77		76		76		Net product sales			73			76
Services, transferred point in time	Services, transferred point in time	7		7		7		8		Services, transferred point in time			8			7
Services, transferred over time	Services, transferred over time	18		16		17		16		Services, transferred over time			19			17
Net service sales	Net service sales	25		23		24		24		Net service sales			27			24
Net sales	Net sales	100	%	100	%	100	%	100	%	Net sales			100	%		100	%

8Honeywell International Inc.

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HONEYWELL INTERNATIONAL INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

(Dollars in tables in millions, except per share amounts)

CONTRACT BALANCES

The Company records progress on satisfying performance obligations to customers, and the related billings and cash collections, on the Consolidated Balance Sheet in Accounts receivable - net and Other assets (unbilled receivables (contract assets) and billed receivables) and Accrued liabilities and Other liabilities (customer advances and deposits (contract liabilities)). Unbilled receivables (contract assets) arise when the timing of cash collected from customers differs from the timing of revenue recognition, such as when contract provisions require specific milestones to be met before a customer can be billed. Unbilled receivable balance increases when the revenue associated with the contract is recognized prior to billing and decreases when billed in accordance with the terms of the contract. Contract liabilities increase when customers remit contractual cash payments in advance of the Company satisfying performance obligations under contractual arrangements, including those with performance obligations to be satisfied over a period of time. Contract liabilities decrease when revenue is recorded, either when a milestone is met triggering the contractual right to bill or when the performance obligation is satisfied.

Contract balances are classified as assets or liabilities on a contract-by-contract basis at the end of each reporting period.

The following table summarizes the Company's contract assets and liabilities balances:


		2021		2020			2022			2021
Contract assets - January 1	Contract assets - January 1	$	1,618	$	1,602	Contract assets - January 1		$	2,060		$	1,618
Contract assets - June 30		1,868		1,760
Contract assets - March 31						Contract assets - March 31		2,170			1,789
Change in contract assets - increase (decrease)	Change in contract assets - increase (decrease)	$	250	$	158	Change in contract assets - increase (decrease)		$	110		$	171

Contract liabilities - January 1	Contract liabilities - January 1	$	(4,033)	$	(3,501)	Contract liabilities - January 1		$	(4,290)		$	(4,033)
Contract liabilities - June 30		(3,740)		(3,574)
Contract liabilities - March 31						Contract liabilities - March 31		(4,323)			(3,994)
Change in contract liabilities - decrease (increase)	Change in contract liabilities - decrease (increase)	$	293	$	(73)	Change in contract liabilities - decrease (increase)		$	(33)		$	39

Net change	Net change	$	543	$	85	Net change		$	77		$	210

For the three ~~and six~~ months ended ~~June 30,~~March 31, 2022 and 2021, the Company recognized revenue of ~~$441 million~~$927 and $1,561 million that was previously included in the beginning balance of contract liabilities. For the three and six months ended June 30, 2020, the Company recognized revenue of $315 million and $1,203$1,120 million that was previously included in the beginning balance of contract liabilities.

9 ~~Honeywell International Inc.~~

~~HONEYWELL INTERNATIONAL INC.~~

~~NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)~~

~~(Unaudited)~~

~~(Dollars~~Contract assets include $2,143 million and $2,035 million of unbilled balances under long-term contracts as of March 31, 2022 and December 31, 2021, respectively. These amounts are billed in ~~tables in millions, except per share amounts)~~

accordance with the terms of customer contracts to which they relate.

When contracts are modified to account for changes in contract specifications and requirements, the Company considers whether the modification either creates new or changes the existing enforceable rights and obligations. Contract modifications that are for goods or services that are not distinct from the existing contract, due to the significant integration with the original good or service provided, are accounted for as if they were part of that existing contract. The effect of a contract modification on the transaction price, and the Company's measure of progress for the performance obligation to which it relates, is recognized as an adjustment to revenue (either as an increase in or a reduction of revenue) on a cumulative catch-up basis. When the modifications include additional performance obligations that are distinct and at relative stand-alone selling price, they are accounted for as a new contract and performance obligation, which are recognized prospectively.

PERFORMANCE OBLIGATIONS

A performance obligation is a promise in a contract to transfer a distinct good or service to the customer, and is defined as the unit of account. A contract’s transaction price is allocated to each distinct performance obligation and recognized as revenue when, or as, the performance obligation is satisfied. When the Company's contracts with customers require highly complex integration or manufacturing services that are not separately identifiable from other promises in the contracts and, therefore, not distinct, then the entire contract is accounted for as a single performance obligation. In situations when the Company's contract includes distinct goods or services that are substantially the same and have the same pattern of transfer to the customer over time, they are recognized as a series of distinct goods or services. For any contracts with multiple performance obligations, the Company allocates the contract’s transaction price to each performance obligation based on the estimated relative standalone selling price of each distinct good or service in the contract. For product sales, each product sold to a customer typically represents a distinct performance obligation. In such cases, the observable standalone sales are used to determine the standalone selling price.

Performance obligations are satisfied as of a point in time or over time. Performance obligations are supported by contracts with customers, providing a framework for the nature of the distinct goods, services or bundle of goods and services. The timing of satisfying the performance obligation is typically indicated by the terms of the contract.

9Honeywell International Inc.

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HONEYWELL INTERNATIONAL INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

(Dollars in tables in millions, except per share amounts)

The following table outlines the Company's remaining performance obligations disaggregated by segment:

~~June 30, 2021~~March 31, 2022

Aerospace

~~8,930~~10,211

Honeywell Building Technologies

~~6,776~~7,177

Performance Materials and Technologies

~~7,579~~7,245

Safety and Productivity Solutions

~~3,741~~3,861

Corporate and All Other(1)

Total Performance Obligations

~~27,026~~28,495

(1) The remaining performance obligations within Corporate and All Other relate to the Quantinuum business.

Performance obligations recognized as of ~~June 30, 2021,~~March 31, 2022, will be satisfied over the course of future periods. The Company's disclosure of the timing for satisfying the performance obligation is based on the requirements of contracts with customers. However, from time to time, these contracts may be subject to modifications, impacting the timing of satisfying the performance obligations. Performance obligations expected to be satisfied within one year and greater than one year are ~~55%~~59% and ~~45%~~41%, respectively.

The timing of satisfaction of the Company's performance obligations does not significantly vary from the typical timing of payment. Typical payment terms of the Company's fixed-price over time contracts include progress payments based on specified events or milestones, or based on project progress. For some contracts wethe Company may be entitled to receive an advance payment.

The Company applied the practical expedient for certain revenue streams to exclude the value of remaining performance obligations for (i) contracts with an original expected term of one year or less or (ii) contracts for which ~~we recognize~~the Company recognizes revenue in proportion to the amount ~~we have~~the Company has the right to invoice for services performed.

10 ~~Honeywell International Inc.~~

~~HONEYWELL INTERNATIONAL INC.~~

~~NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)~~

~~(Unaudited)~~

~~(Dollars in tables in millions, except per share amounts)~~

NOTE 5. REPOSITIONING AND OTHER CHARGES

A summary of repositioning and other charges follows:


		Three Months Ended June 30,				Six Months Ended June 30,					Three Months Ended March 31,
		2021		2020		2021		2020			2022			2021
Severance	Severance	$	32	$	254	$	60	$	320	Severance		$	7		$	28
Asset impairments	Asset impairments	45		4		87		6		Asset impairments		123			42
Exit costs	Exit costs	15		15		64		30		Exit costs		17			49
Reserve adjustments	Reserve adjustments	(22)		(18)		(21)		(31)		Reserve adjustments		(15)			1
Total net repositioning charge	Total net repositioning charge	70		255		190		325		Total net repositioning charge		132			120
Asbestos related litigation charges, net of insurance and reimbursements	Asbestos related litigation charges, net of insurance and reimbursements	23		9		44		20		Asbestos related litigation charges, net of insurance and reimbursements		46			21
Probable and reasonably estimable environmental liabilities, net of reimbursements	Probable and reasonably estimable environmental liabilities, net of reimbursements	6		6		11		14		Probable and reasonably estimable environmental liabilities, net of reimbursements		14			5
Other	Other	2		10		(3)		(17)		Other		195			(5)
Total net repositioning and other charges	Total net repositioning and other charges	$	101	$	280	$	242	$	342	Total net repositioning and other charges		$	387		$	141

The following table summarizes the pretax distribution of total net repositioning and other charges by classification:


		Three Months Ended June 30,				Six Months Ended June 30,					Three Months Ended March 31,
		2021		2020		2021		2020				2022			2021
Cost of products and services sold	Cost of products and services sold	$	87	$	175	$	185	$	195	Cost of products and services sold			$	199		$	98
Selling, general and administrative expenses	Selling, general and administrative expenses	14		105		57		147		Selling, general and administrative expenses			188			43

		$	101	$	280	$	242	$	342				$	387		$	141

10Honeywell International Inc.

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HONEYWELL INTERNATIONAL INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

(Dollars in tables in millions, except per share amounts)

The following table summarizes the pretax impact of total net repositioning and other charges by ~~segment:~~segment. These amounts are excluded from segment profit as described in Note 17 Segment Financial Data:


		Three Months Ended June 30,				Six Months Ended June 30,					Three Months Ended March 31,
		2021		2020		2021		2020				2022			2021
Aerospace	Aerospace	$	9	$	107	$	57	$	118	Aerospace			$	21		$	48
Honeywell Building Technologies	Honeywell Building Technologies	(1)		33		4		58		Honeywell Building Technologies			14			5
Performance Materials and Technologies	Performance Materials and Technologies	2		84		7		105		Performance Materials and Technologies			159			5
Safety and Productivity Solutions	Safety and Productivity Solutions	59		11		96		17		Safety and Productivity Solutions			127			37
Corporate		32		45		78		44
Corporate and All Other										Corporate and All Other			66			46
		$	101	$	280	$	242	$	342				$	387		$	141

In the three months ended ~~June 30, 2021, we~~March 31, 2022, the Company recognized gross repositioning charges totaling ~~$92~~$147 million, including severance costs of $32 million related to workforce reductions of 3,628 manufacturing and administrative positions mainly in our Safety and Productivity Solutions segment. The workforce reductions were primarily related to closing and relocating the ~~re-alignment~~production of certain respiratory manufacturing from a ~~product line in our Safety and Productivity Solutions segment and~~U.S.-based facility to ~~our productivity and ongoing functional transformation initiatives.~~ a non-U.S. facility.

The repositioning ~~charge included~~charges include asset impairments of ~~$45~~$123 million primarily related to the write-down of certain manufacturing ~~equipment. The repositioning charge also included~~equipment, and exit costs of ~~$15~~$17 million primarily for current period exit costs incurred for previously approved repositioning projects. Also, $22 million of previously established reserves, primarily for severance, were returned to income due to adjustments to the scope of previously announced repositioning actions.

In the three months ended June 30, 2020, we recognized gross repositioning charges totaling $273 million including severance costs of $254 million related to workforce reductions of 7,805 manufacturing and administrative positions across all of our segments, with a majority of the workforce reductions in Aerospace and Performance Materials and Technologies. The workforce reductions primarily related to the Company aligning its cost structure with the current and anticipated slowdown in demand for many of our products and services due to the global recession, and our productivity and ongoing functional transformation initiatives.

11 ~~Honeywell International Inc.~~

~~HONEYWELL INTERNATIONAL INC.~~

~~NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)~~

~~(Unaudited)~~

~~(Dollars in tables in millions, except per share amounts)~~

In the six months ended June 30, 2021, we recognized gross repositioning charges totaling $211 million including severance costs of $60 million related to workforce reductions of 4,649 manufacturing and administrative positions mainly in our Safety and Productivity Solutions and Aerospace segments. The workforce reductions were primarily related to the re-alignment of a product line in our Safety and Productivity Solutions segment, site transitions, mainly in Aerospace, to more cost-effective locations, and our productivity and ongoing functional transformation initiatives. The repositioning charge included asset impairments of $87 million primarily related to the write-down of certain manufacturing and other equipment. The repositioning charge included exit costs of $64 million primarily for current period exit costs incurred for previously approved repositioning projects, closure obligations associated with site transitions, and lease obligations for equipment. ~~Also, $21 million of previously established reserves, primarily for severance, were returned to income due to adjustments to the scope of previously announced repositioning actions.~~

~~In the six months ended June 30, 2020, we recognized gross repositioning~~These charges ~~totaling $356 million including~~also include severance costs of ~~$320~~$7 million related to workforce reductions of ~~9,929~~1,196 manufacturing and administrative positions across ~~our segments, with a majority~~all of the Company's segments.

Further, during the three months ended March 31, 2022, Selling, general and administrative expenses on the Consolidated Statement of Operations and within Other charges on the table above included $183 million of reserves against outstanding accounts receivable, contract assets, and impairments of other assets due to the suspension of substantially all of the Company's sales, distribution and service activities in Russia and Belarus, sanctions, and deteriorating trade relations in Russia due to the Russia-Ukraine conflict. Based on available information to date, the Company’s estimate of potential future impairments on the Company's businesses in Russia would not be material with respect to the Company's consolidated financial position.

In the three months ended March 31, 2021, the Company recognized gross repositioning charges totaling $119 million including severance costs of $28 million related to workforce reductions of 1,021 manufacturing and administrative positions mainly in the Company's Aerospace and ~~Performance Materials~~Safety and ~~Technologies.~~Productivity Solutions segments. The workforce reductions were primarily related to ~~the Company aligning its cost structure with the current~~site transitions, mainly in Aerospace, to more cost-effective locations and ~~anticipated slowdown in demand for many of our products and services due~~ to the ~~global recession, and our~~Company's productivity and ongoing functional transformation initiatives. ~~Also, $31~~The repositioning charge included asset impairments of $42 million primarily related to the write-down of ~~previously established reserves,~~certain manufacturing and other equipment due to their planned disposition. The repositioning charge included exit costs of $49 million primarily for ~~severance, were returned to income mainly as a result of higher attrition than anticipated~~closure obligations associated with site transitions, lease exit obligations for certain equipment in ~~prior severance programs resulting in lower severance payments.~~Corporate and current period exit costs incurred for previously approved repositioning projects.

The following table summarizes the status of the Company's total repositioning reserves:


		Severance Costs		Asset Impairments		Exit Costs		Total			Severance Costs			Asset Impairments			Exit Costs			Total
Balance at December 31, 2020		$	527	$	0	$	74	$	601
Balance at December 31, 2021										Balance at December 31, 2021		$	289		$	—		$	122		$	411
Charges	Charges	60		87		64		211		Charges		7			123			17			147
Usage - cash	Usage - cash	(162)		0		(40)		(202)		Usage - cash		(48)			—			(21)			(69)
Usage - noncash	Usage - noncash	0		(89)		0		(89)		Usage - noncash		—			(123)			—			(123)
Foreign currency translation	Foreign currency translation	(1)		0		(2)		(3)		Foreign currency translation		(1)			—			—			(1)
Adjustments	Adjustments	(19)		2		(4)		(21)		Adjustments		(14)			—			(1)			(15)
Balance at June 30, 2021		$	405	$	0	$	92	$	497
Balance at March 31, 2022										Balance at March 31, 2022		$	233		$	—		$	117		$	350

Certain repositioning projects will recognize exit costs in future periods when the actual liability is incurred. Such exit costs incurred in the ~~six~~three months ended ~~June 30,~~March 31, 2022 and 2021, ~~and 2020,~~ were ~~$20~~$11 million and ~~$19~~$10 million, respectively.

11Honeywell International Inc.

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HONEYWELL INTERNATIONAL INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

(Dollars in tables in millions, except per share amounts)

NOTE 6. INCOME TAXES

The effective tax rate was higher than the U.S. federal statutory rate of 21% and increased during ~~2021~~2022 compared to ~~2020~~2021 primarily ~~from~~due to the ~~absence~~accrual of ~~tax benefits realized in~~reserves against outstanding accounts receivable, contract assets, and impairments of other assets due to the ~~prior year as a result~~suspension of substantially all of the ~~favorable resolution of a foreign~~Company's sales, distribution, and service activities in Russia and Belarus with no corresponding tax ~~matter related to the spin-off transactions, tax law changes in India and the resolution of certain U.S. tax matters, partially offset by increased~~benefit, lower tax benefits for employee share-based compensation, and incremental tax reserves and state taxes, partially offset by the favorable resolution of certain foreign tax ~~matters in the current year.~~matters.

NOTE 7. ~~ACCOUNTS RECEIVABLE - NET~~INVENTORIES

June 30, 2021 December 31, 2020
Trade $ 7,150 $ 7,029
Less - Allowance for doubtful accounts (203) (202)
$ 6,947 $ 6,827

Trade receivables include $1,830 million and $1,589 million of unbilled balances under long-term contracts as of June 30, 2021, and December 31, 2020. These amounts are billed in accordance with the terms of the customer contracts to which they relate.


	March 31, 2022			December 31, 2021
Raw materials		$	1,556		$	1,352
Work in process		958			861
Finished products		2,958			2,925
		$	5,472		$	5,138

12 Honeywell International Inc.

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HONEYWELL INTERNATIONAL INC.

NOTES TO CONSOLIDATED FINANCIAL ~~STATEMENTS—(Continued)~~STATEMENTS

(Unaudited)

(Dollars in tables in millions, except per share amounts)

~~NOTE 8. INVENTORIES~~

June 30, 2021 December 31, 2020
Raw materials $ 1,211 $ 1,079
Work in process 801 798
Finished products 2,711 2,612
$ 4,723 $ 4,489

NOTE 9.8. LONG-TERM DEBT AND CREDIT AGREEMENTS


		June 30, 2021		December 31, 2020			March 31, 2022			December 31, 2021

4.25% notes due 2021		$	0	$	800
1.85% notes due 2021		1,500		1,500

0.483% notes due 2022	0.483% notes due 2022	2,500		2,500		0.483% notes due 2022		$	500		$	500
2.15% notes due 2022	2.15% notes due 2022	600		600		2.15% notes due 2022		600			600
Floating rate notes due 2022	Floating rate notes due 2022	1,100		1,100		Floating rate notes due 2022		600			600
1.30% Euro notes due 2023	1.30% Euro notes due 2023	1,478		1,534		1.30% Euro notes due 2023		1,381			1,416
3.35% notes due 2023	3.35% notes due 2023	300		300		3.35% notes due 2023		300			300
0.00% Euro notes due 2024	0.00% Euro notes due 2024	591		614		0.00% Euro notes due 2024		552			566
2.30% notes due 2024	2.30% notes due 2024	750		750		2.30% notes due 2024		750			750
1.35% notes due 2025	1.35% notes due 2025	1,250		1,250		1.35% notes due 2025		1,250			1,250
2.50% notes due 2026	2.50% notes due 2026	1,500		1,500		2.50% notes due 2026		1,500			1,500
1.10% notes due 2027						1.10% notes due 2027		1,000			1,000
2.25% Euro notes due 2028	2.25% Euro notes due 2028	887		920		2.25% Euro notes due 2028		829			849
2.70% notes due 2029	2.70% notes due 2029	750		750		2.70% notes due 2029		750			750
1.95% notes due 2030	1.95% notes due 2030	1,000		1,000		1.95% notes due 2030		1,000			1,000
1.75% notes due 2031						1.75% notes due 2031		1,500			1,500
0.75% Euro notes due 2032	0.75% Euro notes due 2032	591		614		0.75% Euro notes due 2032		552			566
5.70% notes due 2036	5.70% notes due 2036	441		441		5.70% notes due 2036		441			441
5.70% notes due 2037	5.70% notes due 2037	462		462		5.70% notes due 2037		462			462
5.375% notes due 2041	5.375% notes due 2041	417		417		5.375% notes due 2041		417			417
3.812% notes due 2047	3.812% notes due 2047	445		445		3.812% notes due 2047		445			445
2.80% notes due 2050	2.80% notes due 2050	750		750		2.80% notes due 2050		750			750
Industrial development bond obligations, floating rate maturing at various dates through 2037	Industrial development bond obligations, floating rate maturing at various dates through 2037	22		22		Industrial development bond obligations, floating rate maturing at various dates through 2037		22			22
6.625% debentures due 2028	6.625% debentures due 2028	201		201		6.625% debentures due 2028		201			201
9.065% debentures due 2033	9.065% debentures due 2033	51		51		9.065% debentures due 2033		51			51
Other (including capitalized leases and debt issuance costs), 8.1% weighted average interest rate maturing at various dates through 2025		197		266
Other (including capitalized leases), 7.8% weighted average interest rate maturing at various dates through 2026						Other (including capitalized leases), 7.8% weighted average interest rate maturing at various dates through 2026		197			332
Debt issuance costs						Debt issuance costs		(207)			(211)
		17,783		18,787				15,843			16,057
Less-current portion	Less-current portion	(1,645)		(2,445)		Less-current portion		(3,207)			(1,803)
		$	16,138	$	16,342			$	12,636		$	14,254

13 Honeywell International Inc.

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HONEYWELL INTERNATIONAL INC.

NOTES TO CONSOLIDATED FINANCIAL ~~STATEMENTS—(Continued)~~STATEMENTS

(Unaudited)

(Dollars in tables in millions, except per share amounts)

On ~~March 1,~~August 16, 2021, the Company ~~repaid its 4.25% notes~~issued $1.0 billion 1.10% Senior Notes due ~~2021.~~2027 and $1.5 billion 1.75% Senior Notes due 2031 (collectively, the Notes). The Company may redeem the Notes at any time, and from time to time, in whole or in part, at the Company's option at the applicable make-whole redemption price. The Notes are senior unsecured and unsubordinated obligations of the Company and rank equally with each other and with all of the Company's existing and future senior unsecured debt and senior to all of the Company's subordinated debt. The offering provided gross proceeds of $2.5 billion, offset by $18.0 million in discount and closing costs related to the offering. The Company used the proceeds of the offering to redeem at par $2 billion of the $2.5 billion in outstanding principal amount of the Company's callable 0.483% Senior Notes due 2022 and to redeem in full and at par $500 million callable Floating rate Senior Notes due 2022 that the Company issued in August 2020.

On March ~~31, 2021,~~24, 2022, the Company entered into a $4.0 billion Amended and Restated Five Year Credit Agreement (the 5-Year Credit Agreement) and a $1.5 billion 364-Day Credit Agreement (the 364-Day Credit Agreement). The 5-Year Credit Agreement amended and restated the previously reported $4.0 billion amended and restated five-year credit agreement dated as of ~~April 26, 2019.~~March 31, 2021. Commitments under the 5-Year Credit Agreement can be increased pursuant to the terms of the 5-Year Credit Agreement to an aggregate amount not to exceed $4.5 billion. The 364-Day Credit Agreement replaced the $1.5 billion 364-day credit agreement dated as of ~~April 10, 2020,~~March 31, 2021, which was terminated in accordance with its terms effective March ~~31, 2021.~~24, 2022. Amounts borrowed under the 364-Day Credit Agreement are required to be repaid no later than March ~~30, 2022,~~23, 2023, unless (i) Honeywell elects to convert all then outstanding amounts into a term loan, upon which such amounts shall be repaid in full on March ~~30, 2023,~~23, 2024, or (ii) the 364-Day Credit Agreement is terminated earlier pursuant to its terms. The 5-Year Credit Agreement and the 364-Day Credit Agreement are maintained for general corporate purposes.

As of ~~June 30, 2021,~~March 31, 2022, there were no outstanding borrowings under the 5-Year Credit Agreement or the 364-Day Credit Agreement.

NOTE ~~10.~~9. LEASES

The Company's operating and finance lease portfolio is described in Note 1110 Leases of Notes to Consolidated Financial Statements in ~~our 2020~~the 2021 Annual Report on Form 10-K.

Supplemental cash flow information related to leases was as follows:


		Six Months Ended June 30,						Three Months Ended March 31,
			2021		2020				2022			2021
Net right-of-use assets obtained in exchange for lease obligations:	Net right-of-use assets obtained in exchange for lease obligations:						Net right-of-use assets obtained in exchange for lease obligations:
Operating leases	Operating leases		$	243	$	100	Operating leases			$	47		$	33
Finance leases	Finance leases		8		17		Finance leases			17			3

Supplemental balance sheet information related to leases was as follows:

June 30, 2021 December 31, 2020
Operating leases
Other assets $ 923 $ 773
Accrued liabilities 186 187
Other liabilities 815 641
Total operating lease liabilities $ 1,001 $ 828
Financing leases
Property, plant and equipment $ 341 $ 357
Accumulated depreciation (186) (180)
Property, plant and equipment - net $ 155 $ 177
Current maturities of long-term debt 57 60
Long-term debt 105 124
Total financing lease liabilities $ 162 $ 184


	March 31, 2022			December 31, 2021
Operating leases
Other assets		$	962		$	947
Accrued liabilities		206			185
Other liabilities		843			847
Total operating lease liabilities		$	1,049		$	1,032
Financing leases
Property, plant and equipment		$	344		$	325
Accumulated depreciation		(172)			(177)
Property, plant and equipment - net		$	172		$	148
Current maturities of long-term debt		66			57
Long-term debt		113			99
Total financing lease liabilities		$	179		$	156

14 Honeywell International Inc.

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HONEYWELL INTERNATIONAL INC.

NOTES TO CONSOLIDATED FINANCIAL ~~STATEMENTS—(Continued)~~STATEMENTS

(Unaudited)

(Dollars in tables in millions, except per share amounts)

NOTE ~~11.~~10. DERIVATIVE INSTRUMENTS AND HEDGING TRANSACTIONS

~~Our~~Honeywell's credit, market, foreign currency, and interest rate risk management policies are described in Note 1211 Derivative Instruments and Hedging Transactions of Notes to Consolidated Financial Statements in ~~our 2020~~the Company's 2021 Annual Report on Form 10-K. During March 2022, the Company entered into certain commodity contracts. The Company's risk management policy related to commodity contracts is described in the below section. All derivative assets are presented in Other current assets or Other assets. All derivative liabilities are presented in Accrued liabilities or Other liabilities.

COMMODITY CONTRACTS RISK MANAGEMENT

The Company's operations subject us to risk related to the price volatility of certain commodities. To mitigate the commodity price risk associated with the Company's operations, the Company may enter into commodity derivative instruments. In March 2022, the Company entered into various contracts to mitigate commodity price volatility. The Company elected to apply hedge accounting to these contracts.

The following table summarizes the notional a~~mounts~~ amounts and fair values of the Company’s outstanding derivatives by risk category and instrument type within the Consolidated Balance Sheet as of ~~June 30, 2021,~~March 31, 2022, and December 31, ~~2020~~:2021:


		Notional				Fair Value Asset				Fair Value (Liability)					Notional						Fair Value Asset						Fair Value (Liability)
		June 30, 2021		December 31, 2020		June 30, 2021		December 31, 2020		June 30, 2021		December 31, 2020			March 31, 2022			December 31, 2021			March 31, 2022			December 31, 2021			March 31, 2022			December 31, 2021
Derivatives in Fair Value Hedging Relationships:	Derivatives in Fair Value Hedging Relationships:													Derivatives in Fair Value Hedging Relationships:
Interest rate swap agreements	Interest rate swap agreements	$	3,150	$	3,950	$	115	$	194	$	0	$	0	Interest rate swap agreements		$	3,150		$	3,150		$	3		$	60		$	(80)		$	—
Derivatives in Cash Flow Hedging Relationships:	Derivatives in Cash Flow Hedging Relationships:													Derivatives in Cash Flow Hedging Relationships:
Foreign currency exchange contracts	Foreign currency exchange contracts	411		488		18		65		0		(58)		Foreign currency exchange contracts		3,876			647			13			4			—			—
Commodity contracts														Commodity contracts		12			—			—			—			(2)			—
Derivatives in Net Investment Hedging Relationships:	Derivatives in Net Investment Hedging Relationships:													Derivatives in Net Investment Hedging Relationships:
Foreign currency exchange contracts	Foreign currency exchange contracts	772		806		63		45		0		(1)		Foreign currency exchange contracts		284			746			93			92			—			—
Cross currency swap agreements	Cross currency swap agreements	1,200		1,200		0		0		(15)		(50)		Cross currency swap agreements		1,200			1,200			70			39			—			—
Total Derivatives Designated as Hedging Instruments	Total Derivatives Designated as Hedging Instruments	5,533		6,444		196		304		(15)		(109)		Total Derivatives Designated as Hedging Instruments		8,522			5,743			179			195			(82)			—
Derivatives Not Designated as Hedging Instruments:	Derivatives Not Designated as Hedging Instruments:													Derivatives Not Designated as Hedging Instruments:
Foreign currency exchange contracts	Foreign currency exchange contracts	13,196		14,829		192		92		(193)		(91)		Foreign currency exchange contracts		8,944			11,278			286			278			(286)			(282)
Total Derivatives at Fair Value	Total Derivatives at Fair Value	$	18,729	$	21,273	$	388	$	396	$	(208)	$	(200)	Total Derivatives at Fair Value		$	17,466		$	17,021		$	465		$	473		$	(368)		$	(282)

In addition to the derivative instruments listed above, certain of the Company's foreign currency denominated debt instruments are designated as net investment hedges. The carrying value of those debt instruments designated as net investment hedges, which includes the adjustment for the foreign currency transaction gain or loss on those instruments, was ~~$4,252~~$2,593 million and ~~$4,414~~$4,074 million as of ~~June 30, 2021,~~March 31, 2022, and December 31, ~~2020.~~2021, respectively.

The following table sets forth the amounts recorded on the Consolidated Balance Sheet related to cumulative basis adjustments for fair value hedges:

Line in the Consolidated Balance
Sheet of Hedged Item Carrying Amount of the Hedged Item Cumulative Amount of Fair Value Hedging Adjustment Included in the Carrying Amount of the Hedged Item
June 30, 2021 December 31, 2020 June 30, 2021 December 31, 2020
Long-term debt $ 3,265 $ 4,144 $ 115 $ 194


Line in the Consolidated Balance Sheet of Hedged Item	Carrying Amount of the Hedged Item						Cumulative Amount of Fair Value Hedging Adjustment Included in the Carrying Amount of the Hedged Item
Line in the Consolidated Balance Sheet of Hedged Item	March 31, 2022			December 31, 2021			March 31, 2022			December 31, 2021
Long-term debt		$	3,073		$	3,210		$	(77)		$	60

15 Honeywell International Inc.

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HONEYWELL INTERNATIONAL INC.

NOTES TO CONSOLIDATED FINANCIAL ~~STATEMENTS—(Continued)~~STATEMENTS

(Unaudited)

(Dollars in tables in millions, except per share amounts)

The following tables summarize the location and impact to the Consolidated Statement of Operations related to derivative instruments:


		Three Months Ended June 30, 2021											Three Months Ended March 31, 2022
		Revenue		Cost of Products and Services Sold		SG&A		Other (Income) Expense		Interest and Other Financial Charges			Net Sales			Cost of Products Sold			Cost of Services Sold			Selling, general and administrative expenses			Other (Income) Expense			Interest and Other Financial Charges
		$	8,808	$	6,003	$	1,207	$	(366)	$	83			$	8,376		$	4,373		$	1,301		$	1,431		$	(319)		$	85
Gain or (loss) on cash flow hedges:	Gain or (loss) on cash flow hedges:											Gain or (loss) on cash flow hedges:
Foreign Currency Exchange Contracts:
Foreign currency exchange contracts:												Foreign currency exchange contracts:
Amount reclassified from accumulated other comprehensive income into income	Amount reclassified from accumulated other comprehensive income into income	1		3		2		0		0		Amount reclassified from accumulated other comprehensive income into income		1			1			—			1			—			—

Gain or (loss) on fair value hedges:	Gain or (loss) on fair value hedges:											Gain or (loss) on fair value hedges:
Interest Rate Swap Agreements:
Interest rate swap agreements:												Interest rate swap agreements:
Hedged items	Hedged items	0		0		0		0		(14)		Hedged items		—			—			—			—			—			137
Derivatives designated as hedges	Derivatives designated as hedges	0		0		0		0		14		Derivatives designated as hedges		—			—			—			—			—			(137)
Gain or (loss) on net investment hedges:	Gain or (loss) on net investment hedges:											Gain or (loss) on net investment hedges:
Foreign Currency Exchange Contracts:	Foreign Currency Exchange Contracts:											Foreign Currency Exchange Contracts:
Amount excluded from effectiveness testing recognized in earnings using an amortization approach	Amount excluded from effectiveness testing recognized in earnings using an amortization approach	0		0		0		0		4		Amount excluded from effectiveness testing recognized in earnings using an amortization approach		—			—			—			—			—			4
Gain or (loss) on derivatives not designated as hedging instruments:	Gain or (loss) on derivatives not designated as hedging instruments:											Gain or (loss) on derivatives not designated as hedging instruments:
Foreign currency exchange contracts	Foreign currency exchange contracts	0		0		0		(71)		0		Foreign currency exchange contracts		—			—			—			—			66			—


	Three Months Ended March 31, 2021
	Net Sales			Cost of Products Sold			Cost of Services Sold			Selling, general and administrative expenses			Other (Income) Expense			Interest and Other Financial Charges
		$	8,454		$	4,551		$	1,158		$	1,236		$	(442)		$	90
Gain or (loss) on cash flow hedges:
Foreign currency exchange contracts:
Amount reclassified from accumulated other comprehensive income into income		1			1			—			2			—			—

Gain or (loss) on fair value hedges:
Interest rate swap agreements:
Hedged items		—			—			—			—			—			94
Derivatives designated as hedges		—			—			—			—			—			(94)
Gain or (loss) on net investment hedges:
Foreign Currency Exchange Contracts:
Amount excluded from effectiveness testing recognized in earnings using an amortization approach		—			—			—			—			—			4
Gain or (loss) on derivatives not designated as hedging instruments:
Foreign currency exchange contracts		—			—			—			—			60			—

16 Honeywell International Inc.

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HONEYWELL INTERNATIONAL INC.

NOTES TO CONSOLIDATED FINANCIAL ~~STATEMENTS—(Continued)~~STATEMENTS

(Unaudited)

(Dollars in tables in millions, except per share amounts)

Three Months Ended June 30, 2020
Revenue Cost of Products and Services Sold SG&A Other (Income) Expense Interest and Other Financial Charges
$ 7,477 $ 5,276 $ 1,183 $ (291) $ 90
Gain or (loss) on cash flow hedges:
Foreign Currency Exchange Contracts:
Amount reclassified from accumulated other comprehensive income into income (1) 3 (3) (42) 0
Amount excluded from effectiveness testing recognized in earnings using an amortization approach 0 4 0 9 0
Gain or (loss) on fair value hedges:
Interest Rate Swap Agreements:
Hedged items 0 0 0 0 (14)
Derivatives designated as hedges 0 0 0 0 14
Gain or (loss) on net investment hedges:
Foreign Currency Exchange Contracts:
Amount excluded from effectiveness testing recognized in earnings using an amortization approach 0 0 0 0 4
Gain or (loss) on derivatives not designated as hedging instruments:
Foreign currency exchange contracts 0 0 0 (217) 0

Six Months Ended June 30, 2021
Revenue Cost of Products and Services Sold SG&A Other (Income) Expense Interest and Other Financial Charges
$ 17,262 11,712 $ 2,443 (808) $ 173
Gain or (loss) on cash flow hedges:
Foreign currency exchange contracts:
Amount reclassified from accumulated other comprehensive income into income 2 4 4 0 0
Gain or (loss) on fair value hedges:
Interest rate swap agreements:
Hedged items 0 0 0 0 80
Derivatives designated as hedges 0 0 0 0 (80)
Gain or (loss) on net investment hedges:
Foreign Currency Exchange Contracts:
Amount excluded from effectiveness testing recognized in earnings using an amortization approach 0 0 0 0 8
Gain or (loss) on derivatives not designated as hedging instruments:
Foreign currency exchange contracts 0 0 0 (11) 0

17 ~~Honeywell International Inc.~~

~~HONEYWELL INTERNATIONAL INC.~~

~~NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)~~

~~(Unaudited)~~

~~(Dollars in tables in millions, except per share amounts)~~

Six Months Ended June 30, 2020
Revenue Cost of Products and Services Sold SG&A Other (Income) Expense Interest and Other Financial Charges
$ 15,940 $ 10,810 $ 2,421 $ (608) $ 163
Gain or (loss) on cash flow hedges:
Foreign currency exchange contracts:
Amount reclassified from accumulated other comprehensive income into income (1) 30 (3) (2) 0
Amount excluded from effectiveness testing recognized in earnings using an amortization approach 0 8 0 17 0
Gain or (loss) on fair value hedges:
Interest rate swap agreements:
Hedged items 0 0 0 0 (219)
Derivatives designated as hedges 0 0 0 0 219
Gain or (loss) on net investment hedges:
Foreign Currency Exchange Contracts:
Amount excluded from effectiveness testing recognized in earnings using an amortization approach 0 0 0 0 9
Gain or (loss) on derivatives not designated as hedging instruments:
Foreign currency exchange contracts 0 0 0 67 0

The following table summarizes the amounts of gain or (loss) on net investment hedges recognized in Accumulated other comprehensive income (loss):


Derivatives Net Investment Hedging Relationships	Derivatives Net Investment Hedging Relationships	Three Months Ended June 30,				Six Months Ended June 30,				Derivatives Net Investment Hedging Relationships	Three Months Ended March 31,
		2021		2020		2021		2020				2022			2021
Euro-denominated long-term debt	Euro-denominated long-term debt	$	(15)	$	(62)	$	135	$	62	Euro-denominated long-term debt			$	83		$	150
Euro-denominated commercial paper	Euro-denominated commercial paper	(3)		(15)		27		55		Euro-denominated commercial paper			17			30
Cross currency swap	Cross currency swap	(16)		7		28		(19)		Cross currency swap			17			44
Foreign currency exchange contracts	Foreign currency exchange contracts	14		(102)		12		(18)		Foreign currency exchange contracts			—			(2)

18 ~~Honeywell International Inc.~~

~~HONEYWELL INTERNATIONAL INC.~~

~~NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)~~

~~(Unaudited)~~

~~(Dollars in tables in millions, except per share amounts)~~

NOTE ~~12.~~11. FAIR VALUE MEASUREMENTS

The accounting guidance for fair value measurements and disclosures establishes a three-level fair value hierarchy:

•Level 1 - Inputs are based on quoted prices in active markets for identical assets and liabilities.

•Level 2 - Inputs are based on observable inputs other than quoted prices in active markets for identical or similar assets and liabilities.

•Level 3 - One or more inputs are unobservable and significant.

Financial and nonfinancial assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement.

The following table sets forth the Company’s financial assets and liabilities accounted for at fair value on a recurring basis:
June 30, 2021 December 31, 2020
Assets:
Foreign currency exchange contracts $ 273 $ 202
Available for sale investments 1,026 1,118
Interest rate swap agreements 115 194
Investments in equity securities 54 11
Liabilities:
Foreign currency exchange contracts $ 193 $ 150
Cross currency swap agreements 15 50


	March 31, 2022							December 31, 2021
	Level 1			Level 2			Total			Level 1	Level 2				Total
Assets:
Foreign currency exchange contracts		$	—		$	392		$	392		$	—	$	374		$	374
Available for sale investments		91			580			671			176		566			742
Interest rate swap agreements		—			3			3			—		60			60
Cross currency swap agreements		—			70			70			—		39			39
Investments in equity securities		21			30			51			34		23			57
Total assets		$	112		$	1,075		$	1,187		$	210	$	1,062		$	1,272
Liabilities:
Foreign currency exchange contracts		$	—		$	286		$	286		$	—	$	282		$	282
Interest rate swap agreements		—			80			80			—		—			—
Commodity contracts		—			2			2			—		—			—

Total liabilities		$	—		$	368		$	368		$	—	$	282		$	282

The foreign currency exchange contracts, interest rate swap agreements, ~~and~~ cross currency swap agreements and commodity contracts are valued using broker quotations or market transactions in either the listed or over-the-counter markets. As such, these derivative instruments are classified within level 2. The Company also holds investments in commercial paper, certificates of deposits, ~~and~~ time deposits, and corporate debt securities that are designated as available for sale, as well as investments in equity securities, which includes holdings of Garrett Motion Inc. (Garrett) Series A Preferred Stock. These investments are valued using published prices based off observable market data. As such, these investments are classified within level 2.

The Company holds certain available for sale investments in U.S. government ~~and corporate debt~~ securities, ~~as well as~~and investments in equity securities, which includes holdings of Garrett common stock. These investments are valued utilizing published prices based on quoted market pricing, which are classified within level 1.

The carrying value of cash and cash equivalents, trade accounts and notes receivables, payables, commercial paper, and short-term borrowings approximates fair value.

As of March 31, 2022, the Company does not consider any assets or liabilities measured at fair value as level 3.

17Honeywell International Inc.

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HONEYWELL INTERNATIONAL INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

(Dollars in tables in millions, except per share amounts)

The following table sets forth the Company’s financial assets and liabilities that were not carried at fair value:
June 30, 2021 December 31, 2020
Carrying
Value Fair
Value Carrying
Value Fair
Value
Assets
Long-term receivables $ 186 $ 178 $ 137 $ 132
Long-term investment 584 584 0 0
Liabilities
Long-term debt and related current maturities $ 17,783 $ 19,044 $ 18,787 $ 20,176


	March 31, 2022						December 31, 2021
	Carrying Value			Fair Value			Carrying Value			Fair Value
Assets
Short-term investment		$	—		$	—		$	34		$	34
Long-term receivables		152			141			170			152
Long-term investment		209			209			366			366
Liabilities
Long-term debt and related current maturities		$	15,843		$	19,303		$	16,057		$	17,022

The Company determined the fair value of the long-term receivables by utilizing transactions in the listed markets for identical or similar assets. As such, the fair values of these receivables are considered level 2.

19 ~~Honeywell International Inc.~~

~~HONEYWELL INTERNATIONAL INC.~~

~~NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)~~

~~(Unaudited)~~

~~(Dollars~~On April 30, 2021, the Company received shares of Garrett Series B Preferred Stock in ~~tables in millions, except per share amounts)~~

full and final satisfaction of the Garrett Indemnity and Tax Matters Agreement. The fair value of the short-term and long-term ~~investment is~~investments are based on the present value of the mandatory redemptions as reflected within ~~Garrett Motion Inc.'s (Garrett)~~Garrett's Second and Amended and Restated Series B Preferred Stock (Series B Preferred Stock) Certificate of Designation. The present value reflects amortized cost determined by the present value of the mandatory redemptions discounted at 7.25%, which is the rate reflected in the Second Amended and Restated Series B Preferred Stock Certificate of Designation. The discount rate accretes to interest income over the mandatory redemption period. The investment is designated as held to maturity and was initially recognized at fair value. The fair value of Garrett's Series B Preferred Stock was determined using observable market data and is considered level 2. ~~Refer to Note 15 Commitments and Contingencies for further discussion~~Fair Value of the ~~Company’s investment in Garrett's~~ Series B Preferred ~~Stock.~~Stock is not impacted by early redemptions until receipt of payment.

On February 18, 2022, Garrett early redeemed $197 million of the Series B Preferred Stock, pursuant to the terms and conditions of the Second Amended and Restated Series B Preferred Stock Certificate of Designation. Immediately following the early redemption, the fair value of the Series B Preferred Stock was $207 million.

The Company determined the fair value of the long-term debt and related current maturities utilizing transactions in the listed markets for identical or similar liabilities. As such, the fair value of the long-term debt and related current maturities is considered level 2.

18Honeywell International Inc.

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HONEYWELL INTERNATIONAL INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

(Dollars in tables in millions, except per share amounts)

NOTE ~~13.~~12. EARNINGS PER SHARE


		Three Months Ended June 30,				Six Months Ended June 30,					Three Months Ended March 31,
Basic	Basic	2021		2020		2021		2020		Basic		2022			2021
Net income attributable to Honeywell	Net income attributable to Honeywell	$	1,430	$	1,081	$	2,857	$	2,662	Net income attributable to Honeywell			$	1,134		$	1,427
Weighted average shares outstanding	Weighted average shares outstanding	693.8		702.3		695.0		705.9		Weighted average shares outstanding			684.7			696.2
Earnings per share of common stock - basic	Earnings per share of common stock - basic	$	2.06	$	1.54	$	4.11	$	3.77	Earnings per share of common stock - basic			$	1.66		$	2.05


		Three Months Ended June 30,				Six Months Ended June 30,					Three Months Ended March 31,
Assuming Dilution	Assuming Dilution	2021		2020		2021		2020		Assuming Dilution		2022			2021
Net income attributable to Honeywell	Net income attributable to Honeywell	$	1,430	$	1,081	$	2,857	$	2,662	Net income attributable to Honeywell			$	1,134		$	1,427
Average Shares	Average Shares									Average Shares
Weighted average shares outstanding	Weighted average shares outstanding	693.8		702.3		695.0		705.9		Weighted average shares outstanding			684.7			696.2
Dilutive securities issuable - stock plans	Dilutive securities issuable - stock plans	8.7		5.8		8.5		6.7		Dilutive securities issuable - stock plans			6.6			8.3
Total weighted average diluted shares outstanding	Total weighted average diluted shares outstanding	702.5		708.1		703.5		712.6		Total weighted average diluted shares outstanding			691.3			704.5
Earnings per share of common stock - assuming dilution	Earnings per share of common stock - assuming dilution	$	2.04	$	1.53	$	4.06	$	3.74	Earnings per share of common stock - assuming dilution			$	1.64		$	2.03

The diluted earnings per share calculations exclude the effect of stock options when the options’ exercise price exceed the average market price of the common shares during the period. For the three ~~and six~~ months ended ~~June 30,~~March 31, 2022 and 2021, the weighted average number of stock options excluded from the computations were ~~1.9~~3 million and 1.4 million, respectively. These stock options were outstanding at the end of each of the respective periods. For the three and six months ended June 30, 2020, the weighted average number of stock options excluded from the computations were 7.8 million and 6.11 million, respectively.

As of ~~June 30,~~March 31, 2022 and 2021, ~~and 2020,~~the total shares outstanding were ~~690.4~~680.7 million and ~~701.8~~694.6 million, respectively, and as of ~~June 30,~~March 31, 2022 and 2021, ~~and 2020,~~ total shares issued were 957.6 million.

2019 Honeywell International Inc.

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HONEYWELL INTERNATIONAL INC.

NOTES TO CONSOLIDATED FINANCIAL ~~STATEMENTS—(Continued)~~STATEMENTS

(Unaudited)

(Dollars in tables in millions, except per share amounts)

NOTE ~~14.~~13. ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)

CHANGES IN ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) BY COMPONENT


		Foreign Exchange Translation Adjustment		Pension and Other Postretirement Benefits Adjustments		Changes in Fair Value of Available for Sale Investments		Changes in Fair Value of Cash Flow Hedges		Total			Foreign Exchange Translation Adjustment			Pension and Other Postretirement Benefits Adjustments			Changes in Fair Value of Available for Sale Investments			Changes in Fair Value of Cash Flow Hedges			Total
Balance at December 31, 2020		$	(2,780)	$	(601)	$	4	$	0	$	(3,377)
Balance at December 31, 2021												Balance at December 31, 2021		$	(2,478)		$	(415)		$	1		$	(3)		$	(2,895)
Other comprehensive income (loss) before reclassifications	Other comprehensive income (loss) before reclassifications	345		0		(3)		15		357		Other comprehensive income (loss) before reclassifications		129			—			(6)			8			131
Amounts reclassified from accumulated other comprehensive income	Amounts reclassified from accumulated other comprehensive income	(3)		(43)		0		(9)		(55)		Amounts reclassified from accumulated other comprehensive income		(3)			(17)			—			(3)			(23)
Net current period other comprehensive income (loss)	Net current period other comprehensive income (loss)	342		(43)		(3)		6		302		Net current period other comprehensive income (loss)		126			(17)			(6)			5			108
Balance at June 30, 2021		$	(2,438)	$	(644)	$	1	$	6	$	(3,075)
Balance at March 31, 2022												Balance at March 31, 2022		$	(2,352)		$	(432)		$	(5)		$	2		$	(2,787)

Foreign
Exchange
Translation
Adjustment Pension
and Other
Postretirement
Benefits
Adjustments Changes in Fair
Value of
Available for Sale
Investments Changes in
Fair Value
of Cash Flow
Hedges Total
Balance at December 31, 2019 $ (2,566) $ (675) $ 0 $ 44 $ (3,197)
Other comprehensive income (loss) before reclassifications (148) 0 0 104 (44)
Amounts reclassified from accumulated other comprehensive income (7) (40) 0 (22) (69)
Net current period other comprehensive income (loss) (155) (40) 0 82 (113)
Balance at June 30, 2020 $ (2,721) $ (715) $ 0 $ 126 $ (3,310)


	Foreign Exchange Translation Adjustment			Pension and Other Postretirement Benefits Adjustments			Changes in Fair Value of Available for Sale Investments			Changes in Fair Value of Cash Flow Hedges			Total
Balance at December 31, 2020		$	(2,780)		$	(601)		$	4		$	—		$	(3,377)
Other comprehensive income (loss) before reclassifications		216			—			(3)			8			221
Amounts reclassified from accumulated other comprehensive income		(3)			(22)			—			(3)			(28)
Net current period other comprehensive income (loss)		213			(22)			(3)			5			193
Balance at March 31, 2021		$	(2,567)		$	(623)		$	1		$	5		$	(3,184)

NOTE ~~15.~~14. COMMITMENTS AND CONTINGENCIES

ENVIRONMENTAL MATTERS

~~Our~~Honeywell's environmental matters are described in Note 2019 Commitments and Contingencies of Notes to Consolidated Financial Statements in ~~our 2020~~the Company's 2021 Annual Report on Form 10-K.

The following table summarizes information concerning ~~our~~the Company's recorded liabilities for environmental costs:


Balance at December 31, ~~2020~~2021	$	~~660~~618
Accruals for environmental matters deemed probable and reasonably estimable	8349
Environmental liability payments	~~(112)~~(32)
~~Other~~	1
Balance at ~~June 30, 2021~~March 31, 2022	$	~~632~~635

Environmental liabilities are included in the following balance sheet accounts:


	March 31, 2022			December 31, 2021
Accrued liabilities		$	203		$	225
Other liabilities		432			393
		$	635		$	618

2120 Honeywell International Inc.

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NOTES TO CONSOLIDATED FINANCIAL ~~STATEMENTS—(Continued)~~STATEMENTS

(Unaudited)

(Dollars in tables in millions, except per share amounts)

~~Environmental liabilities are included in the following balance sheet accounts:~~

June 30, 2021 December 31, 2020
Accrued liabilities $ 225 $ 225
Other liabilities 407 435
$ 632 $ 660

The Company does not currently possess sufficient information to reasonably estimate the amounts of environmental liabilities to be recorded upon future completion of studies, litigation or settlements, and neither the timing nor the amount of the ultimate costs associated with environmental matters can be determined although they could be material to ~~our~~the Company's consolidated results of operations and operating cash flows in the periods recognized or paid. However, considering ~~our~~the Company's past experience and existing reserves, the Company does not expect that environmental matters will have a material adverse effect on its consolidated financial position.

In conjunction with the Resideo Technologies, Inc. (Resideo) spin-off, the Company entered into an indemnification and reimbursement agreement with a Resideo subsidiary, pursuant to which Resideo’s subsidiary has an ongoing obligation to make cash payments to Honeywell in amounts equal to 90% of Honeywell’s annual net spending for environmental matters at certain sites as defined in the agreement. The amount payable to Honeywell in any given year is subject to a cap of $140 million, and the obligation will continue until the earlier of December 31, 2043, or December 31, of the third consecutive year during which the annual payment obligation is less than $25 million.

Reimbursements associated with this agreement are collected from Resideo quarterly and were $35 million ~~and $70 million~~ in the three ~~and six~~ months ended ~~June 30, 2021,~~March 31, 2022, respectively, and offset operating cash outflows incurred by the Company. As the Company incurs costs for environmental matters deemed probable and reasonably estimable related to the sites covered by the indemnification and reimbursement agreement, a corresponding receivable from Resideo for 90% of such costs is also recorded. This receivable amount recorded in the ~~six~~three months ended ~~June 30, 2021,~~March 31, 2022, was ~~$72~~$35 million. As of ~~June 30, 2021,~~March 31, 2022, Other current assets and Other assets included $140 million and ~~$453~~$457 million, respectively, for the short-term and long-term portion of the receivable amount due from Resideo under the indemnification and reimbursement agreement.

ASBESTOS MATTERS

Honeywell is named in asbestos-related personal injury claims related to North American Refractories Company (NARCO), which was sold in 1986, and the Bendix Friction Materials (Bendix) business, which was sold in 2014.

The following tables summarize information concerning NARCO and Bendix asbestos-related balances:

ASBESTOS-RELATED LIABILITIES


		Bendix		NARCO		Total			Bendix			NARCO			Total
December 31, 2020		$	1,441	$	779	$	2,220
December 31, 2021								December 31, 2021		$	1,372		$	689		$	2,061
Accrual for update to estimated liability	Accrual for update to estimated liability	24		14		38		Accrual for update to estimated liability		12			6			18
Change in estimated cost of future claims								Change in estimated cost of future claims		8			—			8
Asbestos-related liability payments	Asbestos-related liability payments	(71)		(68)		(139)		Asbestos-related liability payments		(41)			(11)			(52)
June 30, 2021		$	1,394	$	725	$	2,119
March 31, 2022								March 31, 2022		$	1,351		$	684		$	2,035

INSURANCE RECOVERIES FOR ASBESTOS-RELATED LIABILITIES

Bendix NARCO Total
December 31, 2020 $ 148 $ 254 $ 402
Probable insurance recoveries related to estimated liability 0 0 0
Insurance receipts for asbestos-related liabilities (8) (17) (25)
Insurance receivables settlements 0 0 0
June 30, 2021 $ 140 $ 237 $ 377


	Bendix			NARCO			Total
December 31, 2021		$	142		$	221		$	363

Insurance receipts for asbestos-related liabilities		(1)			(7)			(8)

March 31, 2022		$	141		$	214		$	355

2221 Honeywell International Inc.

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HONEYWELL INTERNATIONAL INC.

NOTES TO CONSOLIDATED FINANCIAL ~~STATEMENTS—(Continued)~~STATEMENTS

(Unaudited)

(Dollars in tables in millions, except per share amounts)

NARCO and Bendix asbestos-related balances are included in the following balance sheet accounts:


		June 30, 2021		December 31, 2020			March 31, 2022			December 31, 2021
Other current assets	Other current assets	$	35	$	36	Other current assets		$	41		$	41
Insurance recoveries for asbestos-related liabilities	Insurance recoveries for asbestos-related liabilities	342		366		Insurance recoveries for asbestos-related liabilities		314			322
		$	377	$	402			$	355		$	363
Accrued liabilities	Accrued liabilities	$	300	$	300	Accrued liabilities		$	228		$	261
Asbestos-related liabilities	Asbestos-related liabilities	1,819		1,920		Asbestos-related liabilities		1,807			1,800
		$	2,119	$	2,220			$	2,035		$	2,061

NARCO Products – NARCO manufactured high-grade, heat-resistant, refractory products for various industries. Honeywell’s predecessor, Allied Corporation, owned NARCO from 1979 to 1986. Allied Corporation sold the NARCO business in 1986 and entered into a cross-indemnity agreement which included an obligation to indemnify the purchaser for asbestos ~~claims. Such~~ claims, ~~arise~~arising primarily from alleged occupational exposure to asbestos-containing refractory brick and mortar for high-temperature applications. NARCO ceased manufacturing these products in 1980 and ~~ultimately~~ filed for bankruptcy in January 2002, at which point in time all then current and future NARCO asbestos claims were stayed against both NARCO and Honeywell pending the reorganization of NARCO. The Company established its initial liability for NARCO asbestos claims in 2002.

NARCO emerged from bankruptcy in April 2013, at which time a federally authorized 524(g) trust was established to evaluate and resolve all existing NARCO asbestos claims (the Trust). Both Honeywell and NARCO are protected by a permanent channeling injunction barring all present and future individual actions in state or federal courts and requiring all asbestos-related claims based on exposure to NARCO asbestos-containing products to be made against the Trust. The NARCO Trust Agreement (TA) and the NARCO Trust Distribution Procedures (TDP) ~~are the principal documents setting~~set forth the structure and operating rules of the Trust, ~~establishing~~and established Honeywell’s evergreen funding ~~obligations and the material operating rules for the Trust.~~obligations.

~~Per~~In accordance with the TA, the Trust is eligible to receive cash dividends from Harbison-Walker International Inc. (HWI), the reorganized and renamed entity that emerged ~~fully operational,~~ from the NARCO bankruptcy. ~~The~~HWI cash dividends are required to be used to pay asbestos-related claims which qualify for payment under the TDP (Annual Contribution Claims) until those funds are exhausted, at which point ~~Honeywell’s~~the Company’s funding obligation, ~~is triggered. Honeywell's funding obligation, together with any HWI dividends used to pay claims, is~~ subject to an annual cap of $145 ~~million. In July 2021,~~million, is triggered. The Trust received dividend payments from HWI ~~paid a dividend of $47 million to the NARCO Trust.~~in 2021. The Company is also required to fund amounts owed pursuant to settlement agreements reached during the pendency of the NARCO bankruptcy proceedings that provide for the right to submit claims to the Trust subject to qualification under the terms of the settlement agreements and TDP (Pre-Established Unliquidated Claims), as well as fund the annual operating costs of the Trust. There is no annual funding cap relative to Pre-Established Unliquidated Claims.

The operating rules per the TDP ~~include Honeywell’s audit rights and the~~define criteria claimants must meet for a claim to be considered valid and paid, which include adequate medical evidence of the claimant’s asbestos-related condition and credible evidence of exposure to a specific NARCO asbestos-containing product. The TDP allows Honeywell to audit claim support documents against these criteria. Once operational in 2014, the Trust began to receive, process and pay ~~claims, at which point the Company began to assert its audit rights to review and monitor the claims processor’s adherence to the established requirements of the TDP. While doing so, the~~claims. The Company identified several issues with the way the Trust was adhering to the TDP in audits subsequent to the Trust becoming operational. The Company consistently raised with the Trust concern that the Trust adopted an improper practice of paying claimants who have not demonstrated the requisite exposure. The Trust refused to alter its practices for payment of claims, and in September 2021, Honeywell filed suit against the Trust in the United States Bankruptcy Court for the Western District of Pennsylvania (Bankruptcy Court) alleging that the Trust has breached its duties in managing the Trust, including breaches of certain provisions of the TA and TDP. Honeywell's lawsuit seeks appropriate relief preventing the Trust from continuing these practices. The Trust also filed suit against Honeywell, alleging Honeywell has breached its obligations under the Trust's governing documents. Honeywell moved to dismiss the Trust’s suit, and on December 15, 2021, the Bankruptcy Court granted Honeywell’s motion to dismiss subject to granting the Trust leave to file an amended complaint. On December 28, 2021, the Trust filed an answer with counterclaims in response to Honeywell’s complaint and in lieu of filing an amended complaint. At this time, the Company ~~continues to identify and dispute~~cannot predict the outcome of these matters, ~~as further claims are processed. Although~~or the ~~Company is attempting to resolve instances where it believes~~potential impact on the ~~Trust is not processing claims in accordance with the established TDP, the Company reserves the right to seek judicial intervention should it fail to resolve the disputed issues.~~asbestos-related liabilities.

Due to the bankruptcy filing in 2002, claimants were not permitted to file additional claims until the Trust became operative in 2014. As a consequence, there was a large backlog of claims ~~that were~~ filed with the Trust upon it becoming operative in 2014 through December 31, 2017, the date by which these claims had to be filed or else be barred by the expiration of the statute of ~~limitations (subject to tolling exceptions in the TDP).~~limitations. Therefore, the claims filing rate did not start to normalize until 2018 and thereafter. As a result, between 2002 and 2018, the Company lacked a history of sufficiently reliable claims data to derive a reasonable estimate of its NARCO asbestos-related liability, and the Company continued to update its original estimate, as appropriate, using all available information.

2322 Honeywell International Inc.

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HONEYWELL INTERNATIONAL INC.

NOTES TO CONSOLIDATED FINANCIAL ~~STATEMENTS—(Continued)~~STATEMENTS

(Unaudited)

(Dollars in tables in millions, except per share amounts)

InBeginning in 2020, with three years of sufficiently reliable claims data, the Company updated its estimate of the NARCO asbestos-related liability utilizing claims data from January 1, 2018 through December 31, 2020. The Company utilized an asbestos liability valuation specialist to support our preparation of the NARCO asbestos-related liability estimates. Our estimates, which involve significant management judgment, include consideration of multiple scenarios, including a scenario adjusting for the impact of the COVID-19 pandemic on the Trust's ability to process claims during 2020.liability. The estimate for the resolution of asserted Annual Contribution Claims and Pre-Established Unliquidated Claims uses average payment values for the relevant historical period. ~~For~~The estimate for unasserted claims ~~the estimate~~ is based on historic and anticipated claims filing experience and payment rates, disease classifications and type of claim, and average payment values by the Trust for the relevant historical period. The Company utilizes an asbestos liability valuation specialist to support the preparation of the NARCO asbestos-related liability estimates during the fourth quarter each year. The Company's ~~estimate also includes~~estimates, which involve significant management judgment, and consider multiple scenarios, include all years of epidemiological disease projection through 2059.

The NARCO asbestos-related liability reflects an estimate for the resolution of Annual Contribution Claims and Pre-Established Unliquidated Claims filed with the Trust, as well as for unasserted Annual Contribution Claims and Pre-Established Unliquidated Claims. The NARCO ~~asbestos~~asbestos-related liability excludes the annual operating expenses of the Trust which are expensed as they are incurred.

The Company's NARCO-related insurance receivable reflects coverage which reimburses Honeywell for portions of NARCO-related claims and defense costs. This coverage is provided by a large number of insurance policies written by dozens of insurance companies in both the domestic insurance market and the London excess market. Honeywell's NARCO-related insurance receivable is an estimate of the probable amount of insurance that is recoverable for asbestos claims. ~~Most of our insurance carriers remain solvent. However, select individual insurance carriers are now insolvent, which we have considered in our analysis of probable recoveries. Our~~The Company's judgments related to ~~our~~the Company's insurance carriers and insurance coverages are reasonable and consistent with Honeywell's historical dealings and Honeywell's knowledge of any pertinent solvency issues surrounding insurers.

Bendix Products – Bendix manufactured automotive brake linings that contained chrysotile asbestos in an encapsulated form. Claimants consist largely of individuals who allege exposure to asbestos from brakes from either performing or being in the vicinity of individuals who performed brake replacements. The following tables present information regarding Bendix-related asbestos claims activity:


		Six Months Ended June 30,	Years Ended December 31,			Three Months Ended March 31,		Years Ended December 31,
Claims Activity	Claims Activity	2021	2020	2019	Claims Activity	2022		2021		2020
Claims unresolved at the beginning of period	Claims unresolved at the beginning of period	6,242	6,480	6,209	Claims unresolved at the beginning of period		6,401		6,242		6,480
Claims filed	Claims filed	1,205	2,233	2,659	Claims filed		525		2,611		2,233
Claims resolved	Claims resolved	(921)	(2,471)	(2,388)	Claims resolved		(430)		(2,452)		(2,471)
Claims unresolved at the end of period	Claims unresolved at the end of period	6,526	6,242	6,480	Claims unresolved at the end of period		6,496		6,401		6,242


		June 30,	December 31,			March 31,		December 31,
Disease Distribution of Unresolved Claims	Disease Distribution of Unresolved Claims	2021	2020	2019	Disease Distribution of Unresolved Claims	2022		2021		2020
Mesothelioma and other cancer claims	Mesothelioma and other cancer claims	3,735	3,422	3,399	Mesothelioma and other cancer claims		3,837		3,760		3,422
Nonmalignant claims	Nonmalignant claims	2,791	2,820	3,081	Nonmalignant claims		2,659		2,641		2,820
Total claims	Total claims	6,526	6,242	6,480	Total claims		6,496		6,401		6,242

Honeywell has experienced average resolution values per claim excluding legal costs as follows:


		Years Ended December 31,											Years Ended December 31,
		2020		2019		2018		2017		2016			2021			2020			2019			2018			2017
		(in whole dollars)											(in whole dollars)
Malignant claims	Malignant claims	$	61,500	$	50,200	$	55,300	$	56,000	$	44,000	Malignant claims		$	56,000		$	61,500		$	50,200		$	55,300		$	56,000
Nonmalignant claims	Nonmalignant claims	$	550	$	3,900	$	4,700	$	2,800	$	4,485	Nonmalignant claims		$	400		$	550		$	3,900		$	4,700		$	2,800

It is not possible to predict whether resolution values for Bendix-related asbestos claims will increase, decrease or stabilize in the future.

24 ~~Honeywell International Inc.~~

~~HONEYWELL INTERNATIONAL INC.~~

~~NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)~~

~~(Unaudited)~~

~~(Dollars in tables in millions, except per share amounts)~~

The Consolidated Financial Statements reflect an estimated liability for resolution of asserted (claims filed as of the financial statement date) and unasserted Bendix-related asbestos claims, which exclude the Company’s ongoing legal fees to defend such asbestos claims which will continue to be expensed as they are incurred.

The Company reflects the inclusion of all years of epidemiological disease projection through 2059 when estimating the liability for unasserted Bendix-related asbestos claims. Such liability for unasserted Bendix-related asbestos claims is based on historic and anticipated claims filing experience and dismissal rates, disease classifications, and resolution values in the tort system for the previous five years. The Company ~~has~~ valued Bendix asserted and unasserted claims using average resolution values for the previous five years. The Company updates the resolution values used to estimate the cost of Bendix asserted and unasserted claims during the fourth quarter each year.

23Honeywell International Inc.

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HONEYWELL INTERNATIONAL INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

(Dollars in tables in millions, except per share amounts)

The Company's insurance receivable corresponding to the liability for settlement of asserted and unasserted Bendix asbestos claims reflects coverage which is provided by a large number of insurance policies written by dozens of insurance companies in both the domestic insurance market and the London excess market. Based on ~~our~~the Company's ongoing analysis of the probable insurance recovery, insurance receivables are recorded in the financial statements simultaneous with the recording of the estimated liability for the underlying asbestos claims. This determination is based on ~~our~~the Company's analysis of the underlying insurance policies, ~~our~~ historical experience with ~~our~~ insurers, ~~our~~ ongoing review of the solvency of ~~our~~ insurers, judicial determinations relevant to ~~our~~ insurance programs, and ~~our~~ consideration of the impacts of any settlements reached with ~~our~~the Company's insurers.

On October 31, 2018, David Kanefsky (Plaintiff), a Honeywell shareholder, filed a putative class action complaint in the U.S. District Court for the District of New Jersey (the Court) alleging violations of the Securities Exchange Act of 1934 and Rule 10b-5 related to the prior accounting for Bendix asbestos claims. An Amended Complaint was filed on December 30, 2019, and on February 7, 2020, wethe Company filed a Motion to Dismiss. On May 18, 2020, the ~~court~~Court denied ~~our~~the Motion to Dismiss. WeOn December 7, 2021, the parties filed a Stipulation of Settlement (Settlement Agreement) and Plaintiff filed a motion for preliminary approval of the Settlement Agreement, which includes payment by Honeywell of $10 million to settle the claims in dispute. On January 18, 2022, the Court approved the motion for preliminary approval of the Settlement Agreement. The hearing for final court approval of the Settlement Agreement is May 3, 2022. Honeywell continues to believe the claims ~~have no merit.~~

~~GARRETT LITIGATION AND BANKRUPTCY PROCEEDINGS~~

~~In conjunction with~~lack merit and denies wrongdoing as well as any liability for the Garrett spin-off, the Company entered into a binding indemnification and reimbursement agreement (Garrett Indemnity) and a binding tax matters agreement (Tax Matters Agreement) with Garrett and a Garrett subsidiary. On December 2, 2019, Garrett and Garrett ASASCO Inc. filed a Summons with Notice and commenced a lawsuitclaims made against Honeywell in the Commercial Division of the Supreme Court of the State of New York, County of New York (the State Court), seeking to invalidate the Garrett Indemnity. Garrett sought damages and a declaratory judgment based on various claims set forth in the Summons with Notice. On July 17, 2020, the Company received a notice from Garrett asserting that the Company had caused material breaches of the Tax Matters Agreement and that the Tax Matters Agreement was unenforceable.action.

On September 20, 2020, Garrett and 36 of its affiliates filed voluntary petitions for relief under Chapter 11 of the United States Bankruptcy Code in the United States Bankruptcy Court for the Southern District of New York (the Bankruptcy Court). On September 24, 2020, Garrett moved the existing State Court litigation against Honeywell to the Bankruptcy Court. On April 26, 2021, the Bankruptcy Court confirmed Garrett’s amended Chapter 11 plan of reorganization (the Confirmed Plan), and on April 30, 2021 (the Effective Date), Garrett emerged from bankruptcy. On the Effective Date, and in accordance with the Confirmed Plan, (i) the Company received from Garrett an initial payment of $375 million and 834.8 million shares of Garrett's Series B Preferred Stock in full and final satisfaction of the Garrett Indemnity and Tax Matters Agreement, (ii) the Garrett Indemnity and Tax Matters Agreement were terminated, (iii) the Company and Garrett mutually released each other from the claims asserted in all pending legal actions related to the Garrett Indemnity and Tax Matters Agreement, and (iv) all pending litigation between the Company and Garrett in connection with those agreements was resolved.

The Series B Preferred Stock Certificate of Designation provides for mandatory redemptions by Garrett of $35 million in 2022 and $100 million per year from 2023 to 2030 (inclusive) at the anniversary of the Effective Date, unless (i) Garrett’s consolidated EBITDA as of the end of the most recently completed fiscal year is less than $425 million, or (ii) Garrett does not have sufficient funds available to pay the redemption, at which point the redemption amounts past due will accrue interest. The Series B Preferred Stock Certificate of Designation also includes rights which allow (a) the Company to put the Series B Preferred Stock to Garrett if certain EBITDA conditions are met, and (b) Garrett to call the Series B Preferred Stock in whole or in part if certain EBITDA conditions are met.

25 ~~Honeywell International Inc.~~

~~HONEYWELL INTERNATIONAL INC.~~

~~NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)~~

~~(Unaudited)~~

~~(Dollars in tables in millions, except per share amounts)~~

We recorded the Series B Preferred Stock at fair value at the Effective Date. We believe the present value of the mandatory redemptions is an appropriate basis for determining the fair value of the Series B Preferred Stock. Our present value reflects amortized cost determined by the present value of the mandatory redemptions discounted at 7.25%, which is the rate reflected in the Series B Preferred Stock Certificate of Designation. The discount amount will accrete into interest income over the mandatory redemption period. In addition to the Series B Preferred Stock, the Company subscribed for 4.2 million shares of Garrett's Series A Preferred Stock (Series A Preferred Stock), which are convertible into Garrett’s Common Stock if certain conditions are met. Prior to and following Garrett’s emergence from bankruptcy, the Company also held 2.9 million shares of Garrett’s Common Stock. As of June 30, 2021, Short-term investments included $35 million and Investments and long-term receivables included $604 million, respectively, for the short-term and long-term portion of the Company's investment in Garrett's Series B Preferred Stock, Series A Preferred Stock and Common Stock investments.

The Garrett matter and bankruptcy proceedings are described in further detail in Note 20 Commitments and Contingencies of Notes to Consolidated Financial Statements in our 2020 Annual Report on Form 10-K.

OTHER MATTERS

The Company is subject to a number of other lawsuits, investigations and disputes (some of which involve substantial amounts claimed) arising out of the conduct of ~~our~~the Company's business, including matters relating to commercial transactions, government contracts, product liability, prior acquisitions and divestitures, employee benefit plans, intellectual property, and environmental, health and safety matters (including the matter described below). ~~We recognize a liability~~The Company recognizes liabilities for any contingency that is probable of occurrence and reasonably estimable. WeThe Company continually ~~assess~~assesses the likelihood of adverse judgments or outcomes in such matters, as well as potential ranges of possible losses (taking into consideration any insurance recoveries), based on a careful analysis of each matter with the assistance of outside legal counsel and, if applicable, other experts.

Such matters include:

•Petrobras and Unaoil – The Company continues to cooperate with investigations by the U.S. Department of Justice (DOJ), the Securities and Exchange Commission (SEC), and the Brazilian authorities relating to the Company's use of third parties who previously worked for the Company's UOP business in Brazil in relation to Petróleo Brasileiro S.A. (Petrobras) in connection with a project awarded in 2010. The investigations focus on compliance with the U.S. Foreign Corrupt Practices Act and similar Brazilian laws (the UOP Matters), and involve, among other things, document production and interviews with former and current management and employees. The DOJ and the SEC are also examining a matter involving a foreign subsidiary’s prior contract with Unaoil S.A.M. in Algeria executed in 2011. The Company continues to be engaged in discussions with the authorities with respect to a potential comprehensive resolution of these matters.

As the discussions are both ongoing and at different stages with regards to each respective authority, there can be no assurance as to whether the Company will reach a resolution with such authorities or as to the potential timing, terms, or collateral consequences of any such resolution. As a result, the Company cannot predict the ultimate outcome of these UOP Matters or the potential impact on the Company. Based on available information to date, the Company estimates that a potential comprehensive resolution of these UOP Matters would result in a probable loss of at least $160 million. During 2021, the Company recorded a charge in this amount in the Company's Consolidated Statement of Operations, and accrued a corresponding liability on the Consolidated Balance Sheet. Amounts payable to authorities pursuant to any potential final comprehensive resolution could differ from the amount recorded in the Company's consolidated financial statements. Based on available information to date, the Company does not expect that any such difference would be material with respect to the Company's consolidated financial position.

Given the uncertainty inherent in litigation and investigations, ~~we do~~the Company does not believe it is possible to develop estimates of reasonably possible losses (or a range of possible losses) in excess of current accruals for such matters. Considering ~~our~~the Company's past experience and existing accruals, ~~we do~~the Company does not expect the outcome of such matters, either individually or in the aggregate, to have a material adverse effect on ~~our~~the Company's consolidated financial position. Because most contingencies are resolved over long periods of time, potential liabilities are subject to change due to new developments, changes in settlement strategy or the impact of evidentiary requirements, which could cause usthe Company to pay damage awards or settlements (or become subject to equitable remedies) that could have a material adverse effect on ~~our~~the Company's consolidated results of operations or operating cash flows in the periods recognized or paid.

~~Petrobras and Unaoil~~ – We have been cooperating with certain investigations by the U.S. Department of Justice (DOJ), the Securities and Exchange Commission (SEC) and the Brazilian authorities relating to our use of third parties who previously worked for our UOP business in Brazil in relation to Petróleo Brasileiro S.A. (Petrobras). The investigations are focused on compliance with the U.S. Foreign Corrupt Practices Act and similar Brazilian laws, and involve, among other things, document production and interviews with former and current management and employees. The DOJ and the SEC are also examining a matter involving a foreign subsidiary’s prior engagement of Unaoil S.A.M. in Algeria. We have begun discussions with the authorities with respect to a potential resolution of these matters. As the discussions are ongoing, there can be no assurance as to whether we will reach a resolution with such authorities or as to the potential timing, terms, or collateral consequences of any such resolution. As a result, we cannot predict the outcome of these matters, the potential impact on the Company, or a reasonable estimate of losses or range of losses at this time.

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HONEYWELL INTERNATIONAL INC.

NOTES TO CONSOLIDATED FINANCIAL ~~STATEMENTS—(Continued)~~STATEMENTS

(Unaudited)

(Dollars in tables in millions, except per share amounts)

NOTE ~~16.~~15. PENSION BENEFITS

Net periodic pension benefit costs for the Company's significant defined benefit plans include the following components:


		U.S. Plans
		Three Months Ended June 30,				Six Months Ended June 30,
		2021		2020		2021		2020
Net Periodic Benefit Cost										Net Periodic Benefit Cost			U.S. Plans
											Three Months Ended March 31,
												2022	2021
Service cost	Service cost	$	27	$	24	$	53	$	49	Service cost				$	21	$	26
Interest cost	Interest cost	76		115		153		230		Interest cost				95		77
Expected return on plan assets	Expected return on plan assets	(305)		(283)		(610)		(567)		Expected return on plan assets				(320)		(305)
Amortization of prior service (credit)	Amortization of prior service (credit)	(11)		(10)		(22)		(21)		Amortization of prior service (credit)				(10)		(11)
		$	(213)	$	(154)	$	(426)	$	(309)					$	(214)	$	(213)

Non-U.S. Plans
Three Months Ended June 30, Six Months Ended June 30,
2021 2020 2021 2020
Service cost $ 6 $ 5 $ 13 $ 11
Interest cost 21 26 40 52
Expected return on plan assets (89) (81) (176) (165)
Amortization of prior service (credit) 0 0 0 0
$ (62) $ (50) $ (123) $ (102)


Net Periodic Benefit Cost		Non-U.S. Plans
	Three Months Ended March 31,
			2022	2021
Service cost					$	5	$	7
Interest cost					28		19
Expected return on plan assets					(75)		(87)

					$	(42)	$	(61)

NOTE ~~17.~~16. OTHER (INCOME) EXPENSE

Three Months Ended June 30, Six Months Ended June 30,
2021 2020 2021 2020
Interest income $ (23) $ (22) $ (42) $ (66)
Pension ongoing income – non-service (309) (236) (619) (473)
Other postretirement income – non-service (18) (14) (35) (27)
Equity income of affiliated companies (18) (15) (32) (27)
(Gain) loss on sale of non-strategic businesses and assets 1 0 (89) 0
Foreign exchange 13 (3) 18 (15)
Other (net) (12) (1) (9) 0
$ (366) $ (291) $ (808) $ (608)


	Three Months Ended March 31,
		2022	2021
Interest income				$	(20)	$	(19)
Pension ongoing income – non-service				(285)		(310)
Other postretirement income – non-service				(10)		(17)
Equity income of affiliated companies				(14)		(14)

(Gain) loss on sale of non-strategic businesses and assets				—		(90)
Foreign exchange				(2)		5


Other (net)				12		3
				$	(319)	$	(442)

NOTE ~~18.~~17. SEGMENT FINANCIAL DATA

Honeywell globally manages its business operations through 4 reportable operating segments. Segment information is consistent with how management reviews the businesses, makes investing and resource allocation decisions and assesses operating performance.

Honeywell’s senior management evaluates segment performance based on segment profit. Each segment’s profit is measured as segment income (loss) before taxes excluding general corporate unallocated expense, interest and other financial charges, stock compensation expense, pension and other postretirement income (expense), repositioning and other charges, and other items within Other (income) expense.

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HONEYWELL INTERNATIONAL INC.

NOTES TO CONSOLIDATED FINANCIAL ~~STATEMENTS—(Continued)~~STATEMENTS

(Unaudited)

(Dollars in tables in millions, except per share amounts)


		Three Months Ended June 30,				Six Months Ended June 30,					Three Months Ended March 31,
		2021		2020		2021		2020				2022			2021
Net sales	Net sales									Net sales
Aerospace	Aerospace									Aerospace
Products	Products	$	1,571	$	1,633	$	3,086	$	3,712	Products			$	1,461		$	1,515
Services	Services	1,195		910		2,312		2,192		Services			1,288			1,117
Total	Total	2,766		2,543		5,398		5,904		Total			2,749			2,632
Honeywell Building Technologies	Honeywell Building Technologies									Honeywell Building Technologies
Products	Products	1,042		865		2,051		1,835		Products			1,082			1,009
Services	Services	365		312		714		623		Services			347			349
Total	Total	1,407		1,177		2,765		2,458		Total			1,429			1,358
Performance Materials and Technologies	Performance Materials and Technologies									Performance Materials and Technologies
Products	Products	2,055		1,793		3,924		3,707		Products			1,956			1,869
Services	Services	497		425		974		908		Services			497			477
Total	Total	2,552		2,218		4,898		4,615		Total			2,453			2,346
Safety and Productivity Solutions	Safety and Productivity Solutions									Safety and Productivity Solutions
Products	Products	1,971		1,452		3,987		2,794		Products			1,633			2,016
Services	Services	112		87		214		169		Services			111			102
Total	Total	2,083		1,539		4,201		2,963		Total			1,744			2,118
Corporate and All Other										Corporate and All Other

Services										Services			1			—
Total										Total			1			—
		$	8,808	$	7,477	$	17,262	$	15,940				$	8,376		$	8,454
Segment profit	Segment profit									Segment profit
Aerospace	Aerospace	$	710	$	528	$	1,472	$	1,465	Aerospace			$	753		$	762
Honeywell Building Technologies	Honeywell Building Technologies	315		250		620		512		Honeywell Building Technologies			336			305
Performance Materials and Technologies	Performance Materials and Technologies	530		419		964		931		Performance Materials and Technologies			510			434
Safety and Productivity Solutions	Safety and Productivity Solutions	292		213		595		391		Safety and Productivity Solutions			253			303
Corporate		(54)		(25)		(83)		(66)
Corporate and All Other										Corporate and All Other			(86)			(29)
Total segment profit	Total segment profit	1,793		1,385		3,568		3,233		Total segment profit			1,766			1,775
Interest and other financial charges	Interest and other financial charges	(83)		(90)		(173)		(163)		Interest and other financial charges			(85)			(90)
Stock compensation expense(a)	Stock compensation expense(a)	(39)		(34)		(116)		(78)		Stock compensation expense(a)			(60)			(77)
Pension ongoing income(b)	Pension ongoing income(b)	272		198		548		396		Pension ongoing income(b)			251			276
Other postretirement income(b)	Other postretirement income(b)	18		14		35		27		Other postretirement income(b)			10			17
Repositioning and other charges(c)	Repositioning and other charges(c)	(101)		(280)		(242)		(342)		Repositioning and other charges(c)			(387)			(141)
Other(d)	Other(d)	21		26		122		81		Other(d)			10			101
Income before taxes	Income before taxes	$	1,881	$	1,219	$	3,742	$	3,154	Income before taxes			$	1,505		$	1,861

(a) Amounts included in Selling, general and administrative expenses.

(b) Amounts included in Cost of products and services sold and Selling, general and administrative expenses (service cost component) and Other (income) expense (non-service cost component).

(c) Amounts included in Cost of products and services sold, Selling, general and administrative expenses, and Other (income) expense.

(d) Amounts include the other components of Other (income) expense not included within other categories in this reconciliation. Equity income of affiliated companies is included in segment profit.

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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

(Dollars in tables and graphs in millions)

The following Management Discussion and Analysis is intended to help the reader understand the results of operations and financial condition of Honeywell International Inc. and its consolidated subsidiaries (Honeywell or the Company) for the three ~~and six~~ months ended ~~June 30, 2021.~~March 31, 2022. The financial information as of ~~June 30, 2021,~~March 31, 2022, should be read in conjunction with the Consolidated Financial Statements for the year ended December 31, ~~2020,~~2021, contained in our ~~2020~~2021 Annual Report on Form 10-K. See Note 3 Acquisitions and Divestitures of Notes to Consolidated Financial Statements for a discussion of acquisition and divestiture activity during the ~~six~~three months ended ~~June 30, 2021.~~March 31, 2022.

~~COVID-19~~BUSINESS UPDATE

Our business faced significant disruptions due to the COVID-19 pandemic in 2020 and the resulting global recession, causing a slow-down in demand for many of our products and services. Although many jurisdictions worldwide authorized the use of vaccines as a method to limit and control infections, new variants of the virus continue to emerge. We remain cautious as many factors remain unpredictable. We actively monitor and respond to the changing conditions created by the pandemic, with focus on prioritizing the health and safety of our employees, dedicating resources to support our communities, and innovating to address our customers’ needs. We continue to monitor ~~COVID-19 infection rates globally~~several macroeconomic and ~~respond to the risk of new surges in COVID-19 infections. See section titled Risk Factors in~~geopolitical trends, that have impacted our ~~2020 Annual Report on Form 10-K for discussion of risks associated with~~business, including changing conditions from the COVID-19 ~~pandemic. A discussion of~~pandemic, the on-going Russia-Ukraine conflict, inflationary cost pressures, supply chain disruptions, and labor shortages.

COVID-19 UPDATE

The COVID-19 pandemic continues to impact our business operations, and our customers' and suppliers' ability to operate at normal levels. Disruptions in normal operating levels continue to create supply chain disruptions and inflationary cost pressures within our end-markets. We anticipate supply chain constraints, and the inflationary environment will continue during 2022. As such, we implemented short-term and long-term strategies to reduce the impact of current and future effects.

During the first quarter of 2022, governments around the world removed many restrictions on businesses and the general public. We continue to operate our manufacturing sites at normal production levels. As of March 31, 2022, we have returned over 90% of our non-manufacturing employees to the workplace. For our remaining non-manufacturing employees, we continue to utilize our procedures for a phased return of our employees to the workplace.

We continue to actively monitor regional COVID-19 ~~can also be found~~outbreaks, and the related government restrictions and lockdown activities in the ~~Results~~areas we operate. To date, the impacts of ~~Operations~~these actions have not been material.

See the section titled Review of Business Segments for additional information on the impacts of COVID-19, inflationary cost pressures, supply chain disruptions, and labor shortages, to our businesses.

RUSSIA-UKRAINE CONFLICT

In response to the Russian invasion of Ukraine, on March 9, 2022, we suspended substantially all of our sales, distribution, and service activities in Russia and Belarus (the Suspension), any future actions are unknown as we continue to evaluate the situation. During March 2022, we created a Ukraine Relief Fund, allowing employees to make donations to support organizations that are providing direct assistance to Ukrainians and those that are assisting them in the midst of this ~~Management Discussion~~humanitarian crisis. Through March 31, 2022, employee contributions to this fund, along with the Company match, exceeded $1 million. To further support employees in the impacted region, we accelerated payroll payments to those affected by the conflict and ~~Analysis.~~the Suspension of our operations.

Due to the Suspension, sanctions, and deteriorating trade relations, during March 2022, we recorded $183 million of reserves against outstanding accounts receivable, contract assets, and impairments of other assets. The respective impacts to revenues, net income, net assets, cash flow from operations, or our global workforce are not material. For the year ended December 31, 2021, revenues from sales in Russia represented approximately 1% of our global revenues, while assets in Russia represented less than 1% of our total assets. Based on available information to date, the Company’s estimate of potential future impairments on our businesses in Russia would not be material with respect to the Company's consolidated financial position. As the conflict continues to evolve, existing conditions may worsen, or other impacts that are unknown at this time, may arise that could have a material adverse effect on our consolidated financial position.

The Russia-Ukraine conflict caused certain commodity prices to spike, adding to the inflationary pressures in the global economy. We considered the impacts of the conflict on oil and gas prices in our short-term and long-term strategies discussed in the above.

See Item 1A. Risk Factors for additional information on potential risks to our business.

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RESULTS OF OPERATIONS

Consolidated Financial Results

30 ~~Honeywell International Inc.~~

Net Sales by Segment

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Segment Profit by Segment

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CONSOLIDATED OPERATING RESULTS

Net Sales

The change in net sales was attributable to the following:

Q2 2021 vs. Q2 2020 Year to Date 2021 vs. 2020
Volume 12 % 4 %
Price 3 % 2 %
Foreign Currency Translation 3 % 2 %
18 % 8 %


	Q1 2022 Versus Q1 2021
Volume		(6)	%
Price		7	%
Foreign Currency Translation		(2)	%

		(1)	%

Q2Q1 2022 compared with Q1 2021 ~~compared to Q2 2020~~

Net sales ~~increased~~decreased due to the following:

•~~Higher~~Lower sales volumes ~~due to an increase~~ in ~~demand for certain products~~our Safety and ~~services as the global economy showed signs of recovery from the COVID-19 pandemic,~~Productivity Solutions segment, and

•The ~~favorable~~unfavorable impact of foreign currency translation, driven by the ~~weakening~~strengthening of the U.S. Dollar against the currencies of the majority of our international markets, primarily the Euro, ~~Canadian Dollar, Chinese Renminbi, British Pound, and~~Turkish Lira, Australian Dollar, and

•~~Favorable pricing.~~

~~YTD 2021 compared to YTD 2020~~

~~Net sales increased due to the following:~~

•~~Higher sales volumes due to an increase in demand for certain products and services as the global economy showed signs of recovery from the COVID-19 pandemic,~~

•The favorable impact of foreign currency translation, driven by the weakening of the U.S. Dollar against the currencies of the majority of our international markets, primarily the Euro, Chinese Renminbi, British Pound, ~~Canadian Dollar, and Australian Dollar, and~~

•~~Favorable pricing,~~

•Partially offset by ~~lower sales volumes in Aerospace due~~favorable pricing to ~~weakness in global travel~~offset higher direct and ~~lower flight hours due to the COVID-19 pandemic.~~

indirect material costs and higher labor costs.

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Cost of Products and Services Sold

Q2Q1 2022 compared with Q1 2021 ~~compared to Q2 2020~~

Cost of products and services sold decreased due to the following:

•Lower sales volumes in our Safety and Productivity Solutions business which resulted in lower direct and indirect material costs, and lower labor costs,

•Partially offset by higher direct and indirect material costs and higher labor costs in our other businesses, and higher repositioning and other charges.

Gross Margin

Q1 2022 compared with Q1 2021

Gross margin as a percentage of net sales decreased due to the following:

•Higher repositioning and other charges,

•Partially offset by favorable pricing.

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Selling, General and Administrative Expenses

Q1 2022 compared with Q1 2021

Selling, general and administrative expenses increased due to the following:

•~~Higher direct~~Accrual of reserves against outstanding accounts receivable, contract assets, and ~~indirect material costs~~impairments of ~~approximately $690 million and higher labor costs of approximately $90 million driven by higher volumes~~other assets due to ~~an increase in demand in certain~~the suspension of substantially all of our ~~products~~sales, distribution, and ~~services~~service activities in Russia and Belarus.

Other (Income) Expense


	Three Months Ended March 31,
		2022	2021
Other (Income) Expense				$	(319)	$	(442)

Q1 2022 compared with Q1 2021

Other income decreased due to the ~~unfavorable impact~~following:

•Prior year gain on sale of ~~foreign currency translation,~~the retail footwear business, and

•Lower pension income.

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Tax Expense

Q1 2022 compared with Q1 2021

The effective tax rate increased, and was higher than the U.S. federal statutory rate of 21%, due to the following:

•Accrual of reserves against outstanding accounts receivable, contract assets, and impairments of other assets due to the suspension of substantially all of our sales, distribution, and service activities in Russia and Belarus with no corresponding tax benefit,

•Lower tax benefits for employee share-based compensation, and

•Incremental tax reserves and state taxes,

•Partially offset by ~~lower repositioning and other charges~~the favorable resolution of ~~approximately $90 million.~~certain foreign tax matters.

~~YTD 2021~~For further discussion of changes in the effective tax rate, see Note 6 Income Taxes of Notes to Consolidated Financial Statements.

Net Income Attributable to Honeywell

Q1 2022 compared to ~~YTD 2020~~Q1 2021

~~Cost~~Earnings per share of ~~products and services sold increased due to~~common stock–assuming dilution decreased, driven by the following:

•Higher direct and indirect material costs of approximately $860 million driven by higher volumes due to an increase in demand in certain of our products and services and the unfavorable impact of foreign currency translation.

~~Gross Margin~~

~~Q2 2021 compared to Q2 2020~~

~~Gross margin and Gross margin as a percentage of net sales increased due to the following:~~

•~~Higher gross margins due to an increase in demand for certain products and services as the global economy showed signs of recovery from the COVID-19 pandemic,~~

34 ~~Honeywell International Inc.~~

•~~Lower~~ repositioning and other charges, including the accrual of ~~approximately $90 million,~~reserves against outstanding accounts receivable, contract assets, and impairments of other assets due to the suspension of substantially all of our sales, distribution, and service activities in Russia and Belarus, and

•~~Favorable pricing,~~

•~~Partially offset by a larger portion of our sales being driven by our Safety and Productivity Solutions segment.~~

~~YTD 2021 compared to YTD 2020~~

~~Gross margin and Gross margin as a percentage of net sales increased due to the following:~~

•~~Higher gross margins due to an increase in demand for certain products and services as the global economy showed signs of recovery from the COVID-19 pandemic, and~~

•~~Favorable pricing,~~

•~~Partially offset by a larger portion of our sales being driven by our Safety and Productivity Solutions segment.~~

~~Selling, General and Administrative Expenses~~

~~Q2 2021 compared to Q2 2020~~

~~Selling, general and administrative expenses and Selling, general and administrative expenses as a percentage of net sales changed due to the following:~~

•~~Cost savings from repositioning actions resulted in lower expenses,~~

•~~Partially offset by higher expenses due to increased sales volumes and the unfavorable impact of foreign currency translation.~~

~~YTD 2021 compared to YTD 2020~~

~~Selling, general and administrative expenses and Selling, general and administrative expenses as a percentage of net sales changed due to the following:~~

•~~Cost savings from repositioning actions resulted in lower expenses,~~

•~~Partially offset by higher expenses due to increased sales volumes and the unfavorable impact of foreign currency translation.~~

35 ~~Honeywell International Inc.~~

~~Other (Income) Expense~~

Three Months Ended June 30, Six Months Ended June 30,
2021 2020 2021 2020
Other (income) expense $ (366) $ (291) $ (808) $ (608)

~~Q2 2021 compared to Q2 2020~~

~~Other income increased due to the following:~~

•~~Higher pension income,~~

•~~Partially offset by foreign exchange expense.~~

~~YTD 2021 compared to YTD 2020~~

~~Other income increased due to the following:~~

•~~Higher pension income and~~Prior year gain on sale of the retail footwear business,

•Partially offset by ~~foreign exchange expense and~~ lower ~~interest income.~~

~~Tax Expense~~

~~Q2 2021 compared to Q2 2020~~

The effective tax rate increased due to the absence of tax benefits realized in the prior year as a result of the favorable resolution of a foreign tax matter related to the spin-off transactions partially offset by increased ~~tax benefits for employee share-based compensation and the resolution of certain foreign tax matters in the current year.~~

The effective tax rate for the three months ended June 30, 2021, was higher than the U.S. federal statutory rate of 21% primarily due to incremental tax reserves and state taxes, partially offset by tax benefits for employee share-based compensation and the resolution of certain foreign tax matters.

The effective tax rate for the three months ended June 30, 2020, was lower than the U.S. federal statutory rate of 21% primarily from foreign earnings taxed at lower foreign tax rates and the favorable resolution of a foreign tax matter related to the spin-off transactions, partially offset by incremental tax reserves and stateincome taxes.

~~YTD 2021 compared to YTD 2020~~

~~The effective tax rate~~ increased due to the absence of tax benefits realized in the prior year as a result of the favorable resolution of a foreign tax matter related to the spin-off transactions, tax law changes in India and the resolution of certain U.S. tax matters, partially offset by increased ~~tax benefits for employee share-based compensation and the resolution of certain foreign tax matters in the current year.~~

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The effective tax rate for the six months ended June 30, 2021, was higher than the U.S. federal statutory rate of 21% primarily due to incremental tax reserves and state taxes, partially offset by tax benefits for employee share-based compensation and the resolution of certain foreign tax matters.

The effective tax rate for the six months ended June 30, 2020, was lower than the U.S. federal statutory rate of 21% primarily from foreign earnings taxed at lower foreign tax rates, the favorable resolution of a foreign tax matter related to the spin-off transactions, tax law changes in India and the resolution of certain U.S. tax matters, partially offset by incremental tax reserves and state taxes.

~~Net Income Attributable to Honeywell~~

~~Q2 2021 compared to Q2 2020~~

~~Earnings per share of common stock–assuming dilution increased, driven by the following:~~

•~~Higher segment profit,~~

•~~Lower repositioning and other charges, and~~

•~~Higher pension income,~~

•~~Partially offset by higher income taxes.~~

~~YTD 2021 compared to YTD 2020~~

~~Earnings per share of common stock–assuming dilution increased, driven by the following:~~

•~~Higher segment profit,~~

•~~Higher pension income,~~

•~~Lower repositioning and other charges, and~~

•~~Favorable impact of lower share count,~~

•~~Partially offset by higher income taxes.~~

37 ~~Honeywell International Inc.~~

REVIEW OF BUSINESS SEGMENTS

We globally manage our business operations through four segments: Aerospace, Honeywell Building Technologies, Performance Materials and Technologies, and Safety and Productivity Solutions.

AEROSPACE

~~NET SALES~~Net Sales


		Three Months Ended June 30,						Six Months Ended June 30,							Three Months Ended March 31,
		2021		2020		% Change		2021		2020		% Change				2022	2021	% Change
Net sales	Net sales	$	2,766	$	2,543	9	%	$	5,398	$	5,904	(9)	%	Net sales				$	2,749	$	2,632	4	%
Cost of products and services sold	Cost of products and services sold	1,846		1,795				3,502		3,994				Cost of products and services sold				1,759		1,656
Selling, general and administrative and other expenses	Selling, general and administrative and other expenses	210		220				424		445				Selling, general and administrative and other expenses				237		214
Segment profit	Segment profit	$	710	$	528	34	%	$	1,472	$	1,465	—	%	Segment profit				$	753	$	762	(1)	%


			2022 vs. 2021
	Three Months Ended March 31,
Factors Contributing to Year-Over-Year Change		Net Sales	Segment Profit
Organic(1)				5	%	(1)	%
Foreign currency translation				(1)	%	—	%
Acquisitions, divestitures and other, net				—	%	—	%
Total % Change				4	%	(1)	%

(1)

2021 vs. 2020
Three Months Ended
June 30, Six Months Ended
June 30,
Factors Contributing to Year-Over-Year Change Sales Segment
Profit Sales Segment
Profit
Organic(1)
7 % 33 % (9) % — %
Foreign currency translation 1 % 1 % — % — %
Acquisitions, divestitures and other, net 1 % — % — % — %
Total % change 9 % 34 % (9) % — %

~~(1)~~ Organic sales % change, presented for all of our reportable business segments, is defined as the change in net sales, excluding the impact on sales from foreign currency translation and acquisitions, net of divestitures, for the first 12 months following the transaction date. We believe this non-GAAP measure is useful to investors and management in understanding ~~our~~the ongoing operations and in analysis of ongoing operating trends.

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~~Q2 2021~~Q1 2022 compared to ~~Q2 2020~~Q1 2021

Sales increased primarily due to ~~higher sales volumes as domestic travel and flight hours began to show signs of recovery from the COVID-19 pandemic, in addition to the~~ favorable ~~impact of~~ pricing and ~~foreign currency translation. Sales of~~higher demand from our aftermarket products and services, ~~increased, while demand~~as flight hours increase from pandemic lows, and commercial OEMs, ~~and domestic and international defense decreased.~~partially offset by supply chain constraints.

•Commercial Aviation Original Equipment sales ~~decreased 2% (decreased 3%~~increased 11% (increased 11% organic) due to ~~lower~~higher demand from air transport, partially offset by ~~increases~~lower sales volumes in regional and business aviation.

•Commercial Aviation Aftermarket sales increased ~~54%~~28% (increased ~~53%~~28% organic) due to favorable pricing and higher demand in air transport and regional and business aviation.

•Defense and Space sales decreased 8%15% (decreased ~~10%~~14% organic) ~~driven by~~due to lower ~~demand~~sales volumes in ~~U.S.~~domestic and international defense.

Cost of products and services sold increased due to higher sales volumes ~~partially offset by~~of lower margin products, and higher ~~productivity.~~direct and indirect material costs and higher labor costs.

Segment profit ~~increased~~decreased due to higher sales volumes of ~~aftermarket~~lower margin products, ~~increased productivity, and favorable pricing.~~

~~YTD 2021 compared to YTD 2020~~

Sales decreased due to weakness in global travel and lower flight hours due to the COVID-19 pandemic, resulting in lower demand for our products and services from commercial OEMs and aftermarket customers, and as demand from domestic and international defense spend decreased.

•~~Commercial Aviation Original Equipment sales decreased 23% (decreased 23% organic) due to lower demand from air transport and regional and business aviation.~~

•~~Commercial Aviation Aftermarket sales decreased 6% (decreased 6% organic) due to lower demand in air transport,~~ partially offset by ~~higher demand in regional and business aviation.~~

•~~Defense and Space sales decreased 5% (decreased 6% organic) driven by lower demand in U.S and international defense.~~

~~Cost of products and services sold decreased due to lower sales volumes and higher productivity.~~

~~Segment profit was flat due to~~ favorable ~~pricing and higher productivity, offset by lower sales volumes.~~pricing.

HONEYWELL BUILDING TECHNOLOGIES

~~NET SALES~~Net Sales


	Three Months Ended March 31,
		2022	2021	% Change
Net sales				$	1,429	$	1,358	5	%
Cost of products and services sold				839		789
Selling, general and administrative and other expenses				254		264
Segment profit				$	336	$	305	10	%

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Three Months Ended
June 30, Six Months Ended
June 30,
2021 2020 % Change 2021 2020 % Change
Net sales $ 1,407 $ 1,177 20 % $ 2,765 $ 2,458 12 %
Cost of products and services sold 822 699 1,611 1,453
Selling, general and administrative and other expenses 270 228 534 493
Segment profit $ 315 $ 250 26 % $ 620 $ 512 21 %


			2022 vs. 2021
	Three Months Ended March 31,
Factors Contributing to Year-Over-Year Change		Net Sales	Segment Profit
Organic				8	%	14	%
Foreign currency translation				(3)	%	(4)	%
Acquisitions, divestitures and other, net				—	%	—	%
Total % Change				5	%	10	%

2021 vs. 2020
Three Months Ended
June 30, Six Months Ended
June 30,
Factors Contributing to Year-Over-Year Change Sales Segment
Profit Sales Segment
Profit
Organic 13 % 20 % 7 % 15 %
Foreign currency translation 7 % 8 % 5 % 7 %
Acquisitions, divestitures and other, net — % (2) % — % (1) %
Total % change 20 % 26 % 12 % 21 %

~~Q2 2021~~Q1 2022 compared to ~~Q2 2020~~Q1 2021

Sales increased due to ~~higher sales volumes and~~favorable pricing, partially offset by the ~~favorable~~unfavorable impact of foreign currency translation. ~~Customer demand increased as the global economy began to show signs of recovery.~~

•Sales in Products increased ~~26%~~12% (increased ~~20%~~14% organic) due to ~~higher sales volumes, an increase in~~favorable pricing and higher demand for certain product offerings, partially offset by the ~~favorable~~unfavorable impact of foreign currency translation.

•Sales in Building Solutions ~~increased 11% (increased 5%~~decreased 4% (decreased 1% organic) due to ~~the favorable impact of foreign currency translation, higher sales volumes, and an increase in pricing.~~

~~Cost of products and services sold increased primarily due to higher~~lower sales volumes and the unfavorable impact of foreign currency translation, partially offset by ~~higher productivity.~~

~~Segment profit increased primarily due to higher sales volumes and the favorable impact of foreign currency translation.~~

~~YTD 2021 compared to YTD 2020~~

~~Sales increased due to higher sales volumes and the favorable impact of foreign currency translation. Customer demand increased as the global economy began to show signs of recovery.~~

•~~Sales in Products increased 16% (increased 11% organic) due to higher sales volumes, favorable pricing, and the favorable impact of foreign currency translation.~~

•~~Sales in Building Solutions increased 7% (increased 2% organic) due to the favorable impact of foreign currency translation, higher sales volumes, and~~ favorable pricing.

Cost of products and services sold increased primarily due to higher direct and indirect material costs and higher labor costs, and lower productivity, partially offset by the favorable impact of foreign currency translation and higher volumes of higher margin products.

Segment profit increased due to favorable pricing and higher demand for certain product offerings, partially offset by higher direct and indirect material costs and higher labor costs, and the unfavorable impact of foreign currency translation.

PERFORMANCE MATERIALS AND TECHNOLOGIES

Net Sales


	Three Months Ended March 31,
		2022	2021	% Change
Net sales				$	2,453	$	2,346	5	%
Cost of products and services sold				1,601		1,591
Selling, general and administrative and other expenses				342		321
Segment profit				$	510	$	434	18	%

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			2022 vs. 2021
	Three Months Ended March 31,
Factors Contributing to Year-Over-Year Change		Net Sales	Segment Profit
Organic				6	%	19	%
Foreign currency translation				(2)	%	(1)	%
Acquisitions, divestitures and other, net				1	%	—	%
Total % Change				5	%	18	%

Q1 2022 compared to Q1 2021

Sales increased due to favorable pricing and the acquisition of Sparta Systems, partially offset by lower sales volumes and the unfavorable impact of foreign currency ~~translation, partially offset by higher productivity.~~

~~Segment profit increased primarily due to favorable pricing, the favorable impact of foreign currency translation, and higher sales volumes.~~

40 ~~Honeywell International Inc.~~

~~PERFORMANCE MATERIALS AND TECHNOLOGIES~~

~~NET SALES~~

Three Months Ended
June 30, Six Months Ended
June 30,
2021 2020 %
Change 2021 2020 %
Change
Net sales $ 2,552 $ 2,218 15 % $ 4,898 $ 4,615 6 %
Cost of products and services sold 1,696 1,490 3,287 3,049
Selling, general and administrative and other expenses 326 309 647 635
Segment profit $ 530 $ 419 26 % $ 964 $ 931 4 %

2021 vs. 2020
Three Months Ended June 30, Six Months Ended June 30,
Factors Contributing to Year-Over-Year Change Sales Segment
Profit Sales Segment
Profit
Organic 10 % 23 % 2 % 1 %
Foreign currency translation 4 % 4 % 3 % 4 %
Acquisitions, divestitures, and other, net 1 % (1) % 1 % (1) %
Total % change 15 % 26 % 6 % 4 %

~~Q2 2021 compared to Q2 2020~~

Sales increased due to higher sales volumes, the favorable impact of foreign currency translation, and an increase in pricing. Increased investment in the oil and gas industry and higher demand within Advanced Materials resulted in higher sales of our products and services.translation.

•UOP sales ~~increased 10% (increased 8%~~decreased 9% (decreased 9% organic) due to ~~higher~~lower demand for new oil and gas ~~products and the favorable impact of foreign currency translation.~~projects.

•Process Solutions sales increased 5% (increased 7% ~~(decreased 1%~~ organic) ~~driven~~due to favorable pricing, higher demand for certain products and services, and the acquisition of Sparta Systems, partially offset by the ~~favorable~~unfavorable impact of foreign currency translation ~~as well as~~and the ~~acquisition~~impact of ~~Sparta Systems.~~the Russia-Ukraine conflict.

•Advanced Materials sales increased ~~34%~~14% (increased ~~30%~~16% organic) ~~driven~~due to favorable pricing, partially offset by ~~increased~~lower demand infor fluorine ~~and specialty~~ products and the ~~favorable~~unfavorable impact of foreign currency translation.

Cost of products and services sold increased due to higher ~~sales volumes~~direct and ~~the unfavorable impact of foreign currency translation.~~

41 ~~Honeywell International Inc.~~

~~Segment profit increased due to~~indirect material costs and higher ~~productivity, higher~~labor costs, partially offset by lower sales volumes and the favorable impact of foreign currency translation.

~~YTD 2021 compared to YTD 2020~~

~~Sales~~Segment profit increased due to ~~the~~ favorable ~~impact~~pricing and higher sales of ~~foreign currency translation and an increase in pricing. Higher demand within Advanced Materials was~~higher margin products, partially offset by ~~decreased investment in the oil~~higher direct and ~~gas industry which negatively impacted many of our customers.~~indirect material costs and higher labor costs.

SAFETY AND PRODUCTIVITY SOLUTIONS

Net Sales

•37~~UOP sales~~Honeywell International Inc.

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	Three Months Ended March 31,
		2022	2021	% Change
Net sales				$	1,744	$	2,118	(18)	%
Cost of products and services sold				1,218		1,550
Selling, general and administrative and other expenses				273		265
Segment profit				$	253	$	303	(17)	%


			2022 vs. 2021
	Three Months Ended March 31,
Factors Contributing to Year-Over-Year Change		Net Sales	Segment Profit
Organic				(15)	%	(14)	%
Foreign currency translation				(1)	%	(1)	%
Acquisitions, divestitures and other, net				(2)	%	(2)	%
Total % Change				(18)	%	(17)	%

Q1 2022 compared to Q1 2021

Sales decreased ~~1% (decreased 4% organic)~~ due to lower ~~demand for oil~~sales volumes, the sale of the retail footwear business, and ~~gas products and services partially offset by~~ the ~~favorable impact of foreign currency translation.~~

•~~Process Solutions sales increased 1% (decreased 5% organic) driven by the favorable~~unfavorable impact of foreign currency translation, partially offset by ~~lower demand for products and services.~~

•~~Advanced Materials sales increased 22% (increased 18% organic) driven by increased demand in fluorine and specialty products and the~~ favorable ~~impact of foreign currency translation.~~

~~Cost of products and services sold increased due to higher sales of lower margin products and the unfavorable impact of foreign currency translation.~~

~~Segment profit increased due to higher productivity, offset by higher sales of lower margin products.~~

42 ~~Honeywell International Inc.~~

~~SAFETY AND PRODUCTIVITY SOLUTIONS~~

~~NET SALES~~

Three Months Ended
June 30, Six Months Ended
June 30,
2021 2020 %
Change 2021 2020 %
Change
Net sales $ 2,083 $ 1,539 35 % $ 4,201 $ 2,963 42 %
Cost of products and services sold 1,523 1,079 3,073 2,051
Selling, general and administrative and other expenses 268 247 533 521
Segment profit $ 292 $ 213 37 % $ 595 $ 391 52 %

2021 vs. 2020
Three Months Ended
June 30, Six Months Ended
June 30,
Factors Contributing to Year-Over-Year Change Sales Segment
Profit Sales Segment
Profit
Organic 35 % 32 % 41 % 48 %
Foreign currency translation 3 % 6 % 3 % 5 %
Acquisitions, divestitures, and other, net (3) % (1) % (2) % (1) %
Total % change 35 % 37 % 42 % 52 %

~~Q2 2021 compared to Q2 2020~~

Sales increased due to higher sales volumes, favorable pricing, and the favorable impact of foreign currency translation, partially offset by the sale of the retail footwear business. The higher sales volumes in the quarter were primarily driven by warehouse automation services, Productivity Solutions and Services, and respiratory PPE.pricing.

•Sales in Safety and Retail ~~increased 21% (increased 25%~~decreased 31% (decreased 26% organic) due to ~~higher sales volumes~~lower demand of personal protective equipment and ~~the favorable impact of foreign currency translation, partially offset by~~ the sale of the retail footwear ~~business.~~business, partially offset by favorable pricing.

•Sales in Productivity Solutions and Services increased ~~43%~~13% (increased ~~38%~~16% organic) due to favorable pricing and higher demand, ~~and~~partially offset by the ~~favorable~~unfavorable impact of foreign currency translation.

•Sales in Warehouse and Workflow Solutions ~~increased 59% (increased 57%~~decreased 28% (decreased 28% organic) due to ~~higher~~lower sales volumes as a result of supply chain constraints and ~~the favorable impact~~timing of ~~foreign currency translation. Sales volume growth was driven by strong demand for our warehouse automation services.~~projects.

43 ~~Honeywell International Inc.~~

•Sales in Advanced Sensing Technologies ~~decreased 1% (decreased 4%~~increased 23% (increased 24% organic) due to ~~lower sales volumes,~~higher demand and favorable pricing, partially offset by the ~~favorable~~unfavorable impact of foreign currency translation.

Cost of products and services sold ~~increased~~decreased due to ~~higher~~lower sales volumes, ~~and~~ the ~~unfavorable impact~~divestiture of ~~foreign currency translation.~~

~~Segment profit increased primarily due to higher sales volumes, favorable pricing, and higher productivity, partially offset by higher sales of lower margin products.~~

~~YTD 2021 compared to YTD 2020~~

~~Sales increased due to higher sales volumes, favorable pricing,~~the retail footwear business, and the favorable impact of foreign currency translation, partially offset by ~~the sale of the retail footwear business. The~~ higher ~~sales volumes in the six months were~~direct and indirect material costs and higher labor costs, and lower productivity.

Segment profit decreased primarily ~~driven by warehouse automation services, respiratory PPE, and Productivity Solutions and Services.~~

•~~Sales in Safety and Retail increased 34% (increased 36% organic)~~ due to ~~higher~~lower productivity and lower sales ~~volumes and the favorable impact of foreign currency translation,~~volume, partially offset by ~~the sale of the retail footwear business.~~favorable pricing.

•~~Sales in Productivity Solutions~~

CORPORATE AND ALL OTHER

Corporate and ~~Services increased 31% (increased 27% organic) due to higher demand~~All Other primarily includes unallocated corporate costs, interest expense on holding-company debt, and the ~~favorable impact of foreign currency translation.~~

•~~Sales~~controlling majority-owned interest in ~~Warehouse~~Quantinuum. Corporate and ~~Workflow Solutions increased 70% (increased 69% organic) due~~All Other is not considered a separate reportable business segment as segment reporting criteria is not met for the activities reported with Corporate and All Other. The Company continues to ~~higher sales volumes~~monitor the activities in Corporate and All Other to determine the ~~favorable impact of foreign currency translation. Sales volume growth was driven by strong demand~~need for ~~our warehouse automation services.~~

•~~Sales in Advanced Sensing Technologies increased 2% (decreased 1% organic) due to the favorable impact of foreign currency translation, partially offset by lower organic sales volumes.~~

~~Cost of products and services sold increased due to higher sales volumes and the unfavorable impact of foreign currency translation.~~

~~Segment profit increased primarily due to higher sales volumes, higher productivity, and favorable pricing, partially offset by higher sales of lower margin products.~~further reportable business segment disaggregation.

REPOSITIONING CHARGES

See Note 5 Repositioning and Other Charges of Notes to Consolidated Financial Statements for a discussion of our repositioning actions and related charges incurred in the ~~six~~three months ended ~~June 30, 2021~~March 31, 2022 and ~~2020.~~2021. Cash spending related to our repositioning actions was ~~$202~~$69 million in the ~~six~~three months ended ~~June 30, 2021,~~March 31, 2022, and was funded through operating cash flows.

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LIQUIDITY AND CAPITAL RESOURCES

(Dollars in tables in millions)

We continue to manage our businesses to maximize operating cash flows as the primary source of liquidity. Each of our businesses is focused on increasing operating cash flows through revenue growth, margin expansion, and improved working capital turnover. Additional sources of liquidity include committed credit lines, short-term debt from the commercial paper market, long-term borrowings, access to the public debt and equity markets, U.S. cash balances, and the ability to access non-U.S. cash ~~as a result of the U.S. Tax Cuts and Jobs Act.~~balances.

CASH

We monitor the third-party depository institutions that hold our cash and cash equivalents on a daily basis. Our emphasis is primarily safety of principal and secondarily maximizing yield of those funds. We diversify our cash and cash equivalents among counterparties to minimize exposure to any one of these entities. As of ~~June 30, 2021,~~March 31, 2022, and December 31, ~~2020,~~2021, we held ~~$12.3~~$9.8 billion and ~~$15.2~~$11.5 billion, respectively, of cash and cash equivalents, including our short-term investments.

44 ~~Honeywell International Inc.~~

BORROWINGS

Consolidated total borrowings were ~~$21.4~~$19.4 billion and ~~$22.4~~$19.6 billion as of ~~June 30, 2021,~~March 31, 2022, and December 31, ~~2020.~~2021.


		June 30, 2021		December 31, 2020			March 31, 2022			December 31, 2021
Commercial paper and other short-term borrowings	Commercial paper and other short-term borrowings	$	3,573	$	3,597	Commercial paper and other short-term borrowings		$	3,526		$	3,542
Variable rate notes	Variable rate notes	1,122		1,122		Variable rate notes		622			622
Fixed rate notes	Fixed rate notes	16,464		17,399		Fixed rate notes		15,231			15,314
Other	Other	197		266		Other		197			332
Debt issuance costs						Debt issuance costs		(207)			(211)
Total borrowings	Total borrowings	$	21,356	$	22,384	Total borrowings		$	19,369		$	19,599

A source of liquidity is our ability to access the commercial paper market. Commercial paper notes are sold at a discount or premium and have a maturity of not more than 365 days from date of issuance. Borrowings under the commercial paper program are available for general corporate purposes as well as for financing acquisitions.

We also have the following revolving credit ~~agreements, which can provide financing for general corporate purposes:~~agreements:

•A $1.5 billion 364-Day Credit Agreement (the 364-Day Credit Agreement) with a syndicate of banks, dated March ~~31, 2021.~~24, 2022. Amounts borrowed under the 364-Day Credit Agreement are required to be repaid no later than March ~~30, 2022,~~23, 2023, unless (i) we elect to convert all then outstanding amounts into a term loan, upon which such amounts shall be repaid in full on March ~~30, 2023,~~23, 2024, or (ii) the 364-Day Credit Agreement is terminated earlier pursuant to its terms. The 364-Day Credit Agreement ~~replaces~~replaced the previously reported $1.5 billion 364-day credit agreement dated as of ~~April 10, 2020,~~March 31, 2021, which was terminated in accordance with its terms effective March ~~31, 2021.~~24, 2022. As of ~~June 30, 2021,~~March 31, 2022, there were no outstanding borrowings under our 364-Day Credit Agreement.

•A $4.0 billion Five Year Credit Agreement (the 5-Year Credit Agreement) with a syndicate of banks, dated March ~~31, 2021.~~24, 2022. Commitments under the 5-Year Credit Agreement can be increased pursuant to the terms of the 5-Year Credit Agreement to an aggregate amount not to exceed $4.5 billion. The 5-Year Credit Agreement amended and restated the previously reported $4.0 billion amended and restated five year credit agreement dated as of ~~April 26, 2019.~~March 31, 2021. As of ~~June 30, 2021,~~March 31, 2022, there were no outstanding borrowings under our 5-Year Credit Agreement.

We also have a current shelf registration statement filed with the SEC under which we may issue additional debt securities, common stock, and preferred stock that may be offered in one or more offerings on terms to be determined at the time of the offering. We anticipate that net proceeds of any offering would be used for general corporate purposes, including repayment of existing indebtedness, share repurchases, capital expenditures and acquisitions.

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CREDIT RATINGS

Our ability to access the global debt capital markets and the related cost of these borrowings is affected by the strength of our credit rating and market conditions. Our credit ratings are periodically reviewed by the major independent debt-rating agencies. As of ~~June 30, 2021, Standard & Poor's~~March 31, 2022, S&P Global Inc. (S&P), Fitch Ratings Inc. (Fitch), and Moody’s Investor Service (Moody's) have ratings on our debt set forth in the table below:

S&P

Fitch

Moody's

Outlook

Stable

Short-term

A-1

Long-term

45 ~~Honeywell International Inc.~~

CASH FLOW SUMMARY

Our cash flows from operating, investing, and financing activities, as reflected in the Consolidated Statement of Cash Flows, are summarized as follows:


		Six Months Ended June 30,					Three Months Ended March 31,
		2021		2020			2022			2021			Variance
Cash provided by (used for):
Cash and cash equivalents at beginning of period						Cash and cash equivalents at beginning of period		$	10,959		$	14,275		$	(3,316)

Operating activities	Operating activities	$	2,256	$	2,419	Operating activities
Investing activities		(1,243)		(358)
Financing activities		(3,877)		2,741
Net income attributable to Honeywell						Net income attributable to Honeywell		1,134			1,427			(293)
Noncash adjustments						Noncash adjustments		537			239			298
Changes in working capital						Changes in working capital		(815)			42			(857)
Other operating activities						Other operating activities		(820)			(730)			(90)
Net cash provided by operating activities						Net cash provided by operating activities		36			978			(942)
Net cash provided by (used for) investing activities						Net cash provided by (used for) investing activities		(10)			(1,304)			1,294
Net cash used for financing activities						Net cash used for financing activities		(1,719)			(2,217)			498
Effect of exchange rate changes on cash	Effect of exchange rate changes on cash	16		(91)		Effect of exchange rate changes on cash		15			(14)			29
Net increase (decrease) in cash and cash equivalents	Net increase (decrease) in cash and cash equivalents	$	(2,848)	$	4,711	Net increase (decrease) in cash and cash equivalents		(1,678)			(2,557)			879
Cash and cash equivalents at end of period						Cash and cash equivalents at end of period		$	9,281		$	11,718		$	(2,437)

Cash provided by operating activities decreased ~~by $163 million~~ due to a net unfavorable impact of changes in assets and liabilities, which resulted in a $350 million use of cash during the six months ended June 30, 2021, compared to providing cash of $161 million during the six months ended June 30, 2020. The change included an unfavorable impact to working capital ~~of $77 million, which was~~and a decrease in net income, partially offset by an increase in ~~net income of $195 million.~~noncash adjustments, primarily driven by an increase in repositioning and other charges.

Cash used for investing activities ~~increased~~decreased by ~~$885~~$1,294 million primarily due to ~~$1,327~~a $1,127 million decrease in cash paid for acquisitions, $205 million net increase in investments, and ~~a $106~~$197 million ~~decrease in~~ cash receipts ~~from settlements of derivative contracts, partially offset by a $375 million cash receipt~~ from Garrett Motion Inc. (Garrett) ~~and~~, partially offset by $190 million in proceeds from the 2021 sale of the retail footwear business.

Cash used for financing activities ~~increased~~decreased by ~~$6,618~~$498 million primarily due to ~~$7,101~~$777 million decrease of proceeds from the issuance of long-term debt, ~~during the six months ended June 30, 2020,~~ partially offset by ~~a $383~~$196 million ~~decrease in repayments of long-term debt and a $136 million decrease~~increase in repurchases of common stock ~~during~~and $44 million decrease in proceeds from the ~~six months ended June 30, 2021.~~

~~The effect~~issuance of the exchange rate changes on cash reflects an overall weakening of the U.S. Dollar against the currencies of the majority of our international markets during the six months ended June 30, 2021 as compared to an overall strengthening of the U.S. Dollar during the six months ended June 30, 2020.common stock.

CASH REQUIREMENTS AND ASSESSMENT OF CURRENT LIQUIDITY

In addition to our normal operating cash requirements, our principal future cash requirements will be to fund capital expenditures, share repurchases, dividends, strategic acquisitions and debt repayments. On February 12, 2021, the Board of Directors authorized the repurchase of up to a total of $10 billion of Honeywell common stock, which included amounts remaining under, and replaced, the previously approved share repurchase program. During the ~~six~~three months ended ~~June 30, 2021,~~March 31, 2022, the Company repurchased common stock of ~~$1,849~~$1,018 million. Refer to the section titled Liquidity and Capital Resources of our ~~2020~~2021 Form 10-K for a discussion of our expected capital expenditures, share repurchases, and dividends for ~~2021.~~2022.

We continue to identify opportunities to improve our liquidity and working capital efficiency, which includes the extension of payment terms with our suppliers and sales of our trade receivables to unaffiliated financial institutions without recourse. The impact of these programs ~~are~~is not material to our overall liquidity.

40Honeywell International Inc.

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We continue to assess the relative strength of each business in our portfolio as to strategic fit, market position, profit, and cash flow contribution in order to identify target investment and acquisition opportunities in order to upgrade our combined portfolio. We identify acquisition candidates that will further our strategic plan and strengthen our existing core businesses. We also identify businesses that do not fit into our long-term strategic plan based on their market position, relative profitability, or growth potential. These businesses are considered for potential divestiture, restructuring, or other repositioning actions, subject to regulatory constraints.

Based on past performance and current expectations, we believe that our operating cash flows will be sufficient to meet our future operating cash needs. Our available cash, committed credit lines and access to the public debt and equity markets provide additional sources of short-term and long-term liquidity to fund current operations, debt maturities, and future investment opportunities.

46 ~~Honeywell International Inc.~~

See Note 98 Long-term Debt and Credit Agreements of Notes to Consolidated Financial Statements for additional discussion of items impacting our liquidity.

OTHER MATTERS

LITIGATION

We are subject to a number of lawsuits, investigations, and claims (some of which involve substantial amounts) arising out of the conduct of our business. See Note 1514 Commitments and Contingencies of Notes to Consolidated Financial Statements for further discussion of environmental, asbestos and other litigation matters.

CRITICAL ACCOUNTING ESTIMATES

~~Other than as noted below, there~~There have been no material changes to our Critical Accounting Estimates presented in our ~~2020~~2021 Annual Report on Form 10-K. For a discussion of the Company’s Critical Accounting Estimates, see the section titled Critical Accounting Estimates in our ~~2020~~2021 Annual Report on Form 10-K.

On April 26, 2021, the United States Bankruptcy Court for the Southern District of New York (the Bankruptcy Court) confirmed Garrett's amended Chapter 11 plan of reorganization (the Confirmed Plan) and on April 30, 2021, Garrett emerged from bankruptcy. In accordance with Garrett’s emergence from bankruptcy and the Confirmed Plan, the Company received from Garrett an initial payment of $375 million and 834.8 million shares of Series B Preferred Stock in full satisfaction of our indemnification and reimbursement agreement and tax matters agreement. As a result, we updated our Critical Accounting Estimate for Reimbursement Receivables to exclude receivable amounts from Garrett which were satisfied in full. See Note 15 Commitments and Contingencies of Notes to the Consolidated Financial Statements for further discussion on Garrett.

~~Reimbursement Receivables~~—In conjunction with the Resideo Technologies, Inc. (Resideo) spin-off, the Company entered into a reimbursement agreement under which Honeywell receives cash payments as reimbursement primarily related to net spending for environmental matters at certain sites as defined in the reimbursement agreement. Accordingly, the Company recorded receivables based on estimates of the underlying reimbursable Honeywell environmental spend, and we monitor the recoverability of such receivables, which are subject to the terms of applicable credit agreements and general ability to pay.

RECENT ACCOUNTING PRONOUNCEMENTS

See Note 2 Summary of Significant Accounting Policies of Notes to Consolidated Financial Statements for a discussion of recent accounting pronouncements.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISKS

For a discussion of the Company’s quantitative and qualitative disclosures about market risks, see the section titled Quantitative and Qualitative Disclosures About Market Risks in our ~~2020~~2021 Annual Report on Form 10-K. As of ~~June 30, 2021,~~March 31, 2022, there has been no material change in this information.

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ITEM 4. CONTROLS AND PROCEDURES

Honeywell management, including the Chief Executive Officer and Chief Financial Officer, conducted an evaluation of the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) or 15d-15(e) promulgated under the Securities Exchange Act of 1934, as amended (Exchange Act)) as of the end of the period covered by this Quarterly Report on Form 10-Q. Based upon that evaluation, the Chief Executive Officer and the Chief Financial Officer concluded that such disclosure controls and procedures were effective as of the end of the period covered by this Quarterly Report on Form 10-Q to ensure information required to be disclosed in the reports that Honeywell files or submits under the Exchange Act is recorded, processed, summarized, and reported within the time periods specified in the Securities and Exchange Commission's rules and forms, and that it is accumulated and communicated to our management, including our Chief Executive Officer, our Chief Financial Officer, and our Controller, as appropriate, to allow timely decisions regarding required disclosure. There were no changes that materially affected, or are reasonably likely to materially affect, Honeywell’s internal control over financial reporting that occurred during the period covered by this Quarterly Report on Form 10-Q.

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PART II. OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

We are subject to a number of lawsuits, investigations and claims (some of which involve substantial amounts) arising out of the conduct of our business. See Note 1514 Commitments and Contingencies of Notes to Consolidated Financial Statements for a discussion of environmental, asbestos and other litigation matters.

There were no matters requiring disclosure pursuant to the requirement to disclose certain environmental matters involving potential monetary sanctions in excess of $300,000.

ITEM 1A. RISK FACTORS

Other than as noted below, there have been no material changes to our Risk Factors presented in our ~~2020~~2021 Annual Report on Form 10-K under the section titled Risk Factors. For further discussion of our Risk Factors, refer to the section titled Risk Factors in our ~~2020~~2021 Annual Report on Form 10-K.

~~On April 26, 2021,~~A significant percentage of our sales and operations is in non-U.S. jurisdictions and is subject to the ~~Bankruptcy Court confirmed Garrett's amended Chapter 11 plan~~economic, political, regulatory, foreign exchange, and other risks of ~~reorganization~~international operations.

Our international operations, including U.S. exports, represent more than half of the Company’s sales. Risks related to international operations include exchange control regulations, wage and ~~on April 30, 2021, Garrett emerged~~price controls, antitrust regulations, employment regulations, foreign investment laws, import, export and other trade restrictions (such as sanctions and embargoes), differing levels of protection of intellectual property, acts of industrial espionage, violations by our employees of anti-corruption laws (despite our efforts to mitigate such risk), changes in regulations regarding transactions with state-owned enterprises, nationalization of private enterprises, acts of terrorism, acts of war, civil strife, and our ability to hire and maintain qualified staff and maintain the safety of our employees in these regions. Instability and uncertainties arising from ~~bankruptcy. As such,~~ the ~~risk factor discussing Garrett~~global geopolitical environment and the evolving international and domestic political, regulatory, and economic landscape, including the potential ~~outcome~~for changes in global trade policies, including sanctions and trade barriers, and trends such as populism, economic nationalism and negative sentiment toward multinational companies, as well as the cost of ~~Garrett's bankruptcy proceedings~~compliance with increasingly complex and often conflicting regulations worldwide, can impair our flexibility in modifying product, marketing, pricing or other strategies for growing our businesses, as well as our ability to improve productivity and maintain acceptable operating margins.

Existing free trade laws and regulations provide certain beneficial duties and tariffs for qualifying imports and exports. 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 products or from where we import products or raw materials, either directly or through our suppliers, could have an impact on our competitive position and financial results.

The U.S. continues to implement certain trade actions, including imposing tariffs on certain goods imported from China and other countries, which has resulted in retaliatory tariffs by China and other countries. Additional tariffs, export controls and sanctions laws imposed by the U.S. on a broader range of imports, or further retaliatory trade measures taken by China or other countries in response, could increase the cost of our products.

In response to the conflict between Russia and Ukraine, the U.S. and other countries imposed actions including sanctions, export and import controls, and trade restrictions with respect to Russian and Belarusian governments, government-related entities, and other entities and individuals. Further, the Russian government implemented retaliatory actions against the U.S. and other nation members of the North Atlantic Treaty Organization (NATO). Based on available information to date, the Company's estimate of potential future impairments on our businesses in Russia would not be material with respect to the Company's consolidated financial position. As the conflict continues to evolve, existing conditions may worsen, or other impacts, including impacts that are unknown at this time, may arise that could have a material adverse effect on our consolidated financial position, including escalation of the conflict in other regions of Europe, where there is a material portion of our business, and increased tensions between Russia and the U.S. and other NATO members. These impacts may result in increased costs and additional suspensions or exit from certain operations and may adversely affect our ability to meet contractual and financial obligations, results of operations, and financial condition.

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To the extent the current conflict between Russia and Ukraine escalates, it may also negatively impact other risks disclosed in our ~~2020 Annual Report on~~2021 Form 10-K ~~under~~and further impact our financial results. Such risks include, but are not limited to, adverse effects on macroeconomic conditions, including inflation and consumer spending; cybersecurity incidents and other disruptions to our information technology infrastructure or that of our customers and suppliers, including disruptions at our cloud computing, server, systems and other third party IT service providers; adverse changes in international trade policies and relations; our ability to implement and execute our business strategy, particularly in Eastern Europe and surrounding regions; disruptions in global supply chains; terrorist activities targeting U.S. government contractors and/or critical infrastructure; our exposure to foreign currency fluctuations; and constraints, volatility, or disruption in the ~~section titled Risk Factors~~capital markets.

Operating outside of the U.S. also exposes us to foreign exchange risk, which we monitor and seek to reduce through hedging activities. However, foreign exchange hedging activities bear a financial cost and may not always be available to us or be successful in eliminating such volatility. Finally, we generate significant amounts of cash outside of the U.S. that is ~~no longer~~invested with financial and non-financial counterparties. While we employ comprehensive controls regarding global cash management to guard against cash or investment loss and to ensure our ability to fund our operations and commitments, a ~~risk as of June 30, 2021. See Note 15 Commitments and Contingencies of Notes~~material disruption to the ~~Consolidated Financial Statements for further discussion on Garrett.~~counterparties with whom we transact business could expose Honeywell to financial loss.

Operating outside the U.S. also exposes us to additional intellectual property risk. The laws and enforcement practices of certain jurisdictions in which we operate may not protect our intellectual property rights to the same extent as in the U.S. and may impose joint venture, technology transfer, local service or other foreign investment requirements, and restrictions that potentially compromise control over our technology and proprietary information. Failure of foreign jurisdictions to protect our intellectual property rights, an inability to effectively enforce such rights in foreign jurisdictions, or the imposition of foreign jurisdiction investment or sourcing restrictions or requirements could result in loss of valuable proprietary information and could impact our competitive position and financial results.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

~~Honeywell purchased 4,610,344 shares of its common stock, par value $1 per share, in the quarter ended June 30, 2021.~~ On February 12, 2021, the Board of Directors authorized the repurchase of up to a total of $10 billion of Honeywell common stock, which included ~~approximately $2.8 billion~~amounts remaining under, and replaced, the previously approved share repurchase ~~program, which was approved in April 2019, and authorized repurchases of up to $10 billion.~~program.

Repurchases may be made through a variety of methods, which could include open market purchases, accelerated share repurchase transactions, negotiated block transactions, 10b5-1 plans, other transactions that may be structured through investment banking institutions or privately negotiated, or a combination of the foregoing. Honeywell presently expects to repurchase outstanding shares from time to time (i) to offset the dilutive impact of employee stock-based compensation plans, including option exercises, restricted unit vesting and matching contributions under our savings plans, and (ii) to reduce share count via share repurchases as and when attractive opportunities arise. The amount and timing of future repurchases may vary depending on market conditions and the level of operating, financing and other investing activities.

48During the quarter ended March 31, 2022, Honeywell ~~International Inc.~~

purchased 5,510,850 shares of its common stock, par value $1 per share. As of ~~June 30, 2021, $8.6~~March 31, 2022, $6.1 billion remained available for additional share repurchases. The following table summarizes Honeywell’s purchase of its common stock for the quarter ended ~~June 30, 2021:~~March 31, 2022:

Issuer Purchases of Equity Securities
Period Total Number of Shares Purchased Average Price Paid per Share Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs Approximate Dollar Value of Shares that May Yet be Purchased Under Plans or Programs (Dollars in millions)
April 1-30, 2021 103,225 $ 223.41 103,225 $ 9,641
May 1-31, 2021 2,361,275 $ 224.48 2,361,275 $ 9,111
June 1-30, 2021 2,145,844 $ 220.98 2,145,844 $ 8,637


Issuer Purchases of Equity Securities

Period	Total Number of Shares Purchased		Average Price Paid per Share			Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs		Approximate Dollar Value of Shares that May Yet be Purchased Under Plans or Programs (Dollars in millions)
January 1-31, 2022		—		$	—		—		$	7,106
February 1-28, 2022		600,000		$	182.29		600,000		$	6,996
March 1-31, 2022		4,910,850		$	185.06		4,910,850		$	6,087

ITEM 4. MINE SAFETY DISCLOSURES

One of our wholly-owned subsidiaries has a placer claim for and operates a chabazite ore surface mine in Arizona. Information concerning mine safety and other regulatory matters associated with this mine is required by Section 1503(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act and Item 104 of Regulation S-K and is included in Exhibit 95 to this quarterly report.

~~ITEM 5. OTHER INFORMATION~~

On May 10, 2021, Honeywell voluntarily withdrew the listing of its common stock, par value $1.00 per share (the Common Stock), and the listings of its 1.300% Senior Notes due 2023, 0.000% Senior Notes due 2024, 2.250% Senior Notes due 2028, and 0.750% Senior Notes due 2032 (collectively, the Notes), from the New York Stock Exchange (NYSE) and transferred the listings to The Nasdaq Stock Market LLC (Nasdaq). Exhibits 10.1 through 10.7 were all impacted by the transfer of our Common Stock and Notes to the Nasdaq.

As previously disclosed, Mr. Rajeev Gautam, President and Chief Executive Officer of Performance Materials and Technologies will retire from the Company on August 13, 2021 (the Retirement Date). Following the Retirement Date and through January 31, 2022 (the Consulting Period), Mr. Gautam will serve as President Emeritus, Honeywell Performance Materials and Technologies, with responsibility for ensuring smooth customer transitions across Performance Materials and Technologies and helping enable growth within the Honeywell UOP business unit.

On July 20, 2021, in consideration for Mr. Gautam’s agreement to serve in this capacity during the Consulting Period and extend the time period of his existing non-solicitation and non-compete covenants from two years to three years, the Company and Mr. Gautam entered into a Retirement Agreement and a Consulting Agreement that together provide Mr. Gautam with the following benefits: (i) Mr. Gautam will receive a service fee of $15,000 per month throughout the Consulting Period, (ii) the outstanding restricted stock units previously awarded to Mr. Gautam that are unvested at the time of his retirement shall remain outstanding and continue to vest as scheduled pursuant to their existing terms and conditions, including the satisfaction of any applicable Company performance requirements, (iii) all outstanding stock options that are unvested at the time of his retirement shall remain outstanding and continue to vest as scheduled and shall remain exercisable for the full term of the option, (iv) the outstanding performance stock units previously awarded to Mr. Gautam that are unvested at the time of his retirement shall remain outstanding and continue to vest as scheduled pursuant to their existing terms and conditions, including the satisfaction of any applicable Company performance requirements, and (v) Mr. Gautam shall be eligible to receive a short-term incentive award for the 2021 performance year at the funding levels to be authorized by the Company’s Board of Directors, pro-rated to the Retirement Date, based upon Mr. Gautam’s individual performance, Performance Materials and Technologies performance, and overall Company performance. The foregoing description of Mr. Gautam’s Retirement Agreement and Consulting Agreement is not intended to be complete and is qualified in its entirety by reference to the agreements, copies of which are filed herewith.

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ITEM 6. EXHIBITS


Exhibit No.						Description
10.1*10.1						~~Omnibus Amendment~~364-Day Credit Agreement, dated as of March 24, 2022, among Honeywell International Inc., the banks, financial institutions, and other institutional lenders parties thereto, Bank of America, N.A., as administrative agent, and JPMorgan Chase Bank, N.A. and Wells Fargo Bank, National Association, as syndication agent (incorporated by reference to ~~Certain Honeywell Plans and Agreements~~ ~~(filed herewith)~~Honeywell's Form 8-K filed March 28, 2022)
10.2*10.2						Amended and Restated Five-Year Credit Agreement, dated as of March 24, 2022, among Honeywell International Inc., the banks, financial institutions, and other institutional lenders parties thereto, Bank of America, N.A., as administrative agent and as swing line agent and JPMorgan Chase Bank, N.A., and Wells Fargo Bank, National Association, as syndication agents (incorporated by reference to Honeywell's Form 8-K filed March 28, 2022).
10.3*						Amendment to the 2016 Stock Incentive Plan of Honeywell International Inc. and its ~~Affiliates –~~ Affiliates—Form of ~~Stock Option Award~~Restricted Unit Agreement (~~(filed herewith)~~f iled h erewith)
10.310.4						Amendment to the 2016 Stock Incentive Plan of Honeywell International Inc. and its ~~Affiliates –~~ Affiliates—Form of Restricted Unit Agreement, Form 2 ~~(filed~~(filed herewith)
10.410.5						A mendment to the 2016 Stock Incentive Plan of Honeywell International Inc. and its ~~Affiliates –~~ Affiliates—Form of ~~Restricted Unit~~Stock Option Award Agreement ~~Form 2~~ ~~(filed~~(filed herewith)
10.510.6						Amendment to the 2016 Stock Incentive Plan of Honeywell International Inc. and its ~~Affiliates –~~ Affiliates–Form of Performance Plan Grant Agreement ~~(filed herewith)~~
10.6*						~~2016 Stock Plan for Non-Employee Directors of Honeywell International Inc. – Form of Stock Option Award Agreement(filed herewith)~~
10.7*						~~2016 Stock Plan for Non-Employee Directors of Honeywell International Inc. – Form of Restricted Unit Agreement(filed herewith)~~
10.8*						~~Retirement Agreement dated July 20, 2021 between Honeywell International Inc. and Rajeev Gautam, and Exhibit A (Consulting Agreement) thereto~~ (filed herewith)
31.1						Certification of Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 ~~(furnished~~(filed herewith)
31.2						Certification of Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 ~~(furnished~~(filed herewith)
32.1						Certification of Principal Executive Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (furnished herewith)
32.2						Certification of Principal Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (furnished herewith)
95						Mine Safety Disclosures (filed herewith)
101.INS						Inline XBRL Instance Document (the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document)
101.SCH						Inline XBRL Taxonomy Extension Schema (filed herewith)
101.CAL						Inline XBRL Taxonomy Extension Calculation Linkbase (filed herewith)
101.DEF						Inline XBRL Taxonomy Extension Definition Linkbase (filed herewith)
101.LAB						Inline XBRL Taxonomy Extension Label Linkbase (filed herewith)
101.PRE						Inline XBRL Taxonomy Extension Presentation Linkbase (filed herewith)
104						Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101)

The Exhibits identified with an asterisk (*) are management contracts or compensatory plans or arrangements.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.


	~~Honeywell International Inc.~~HONEYWELL INTERNATIONAL INC.

Date: ~~July 23, 2021~~April 29, 2022	By:	/s/ Robert D. Mailloux
		Robert D. Mailloux Vice President and Controller (on behalf of the Registrant and as the Registrant’s Principal Accounting Officer)

5146 Honeywell International Inc.


	June 30, 2021		December 31, 2020
Trade	$	7,150	$	7,029
Less - Allowance for doubtful accounts	(203)		(202)
	$	6,947	$	6,827


	Three Months Ended June 30, 2020
	Revenue		Cost of Products and Services Sold		SG&A		Other (Income) Expense		Interest and Other Financial Charges
	$	7,477	$	5,276	$	1,183	$	(291)	$	90
Gain or (loss) on cash flow hedges:
Foreign Currency Exchange Contracts:
Amount reclassified from accumulated other comprehensive income into income	(1)		3		(3)		(42)		0
Amount excluded from effectiveness testing recognized in earnings using an amortization approach	0		4		0		9		0
Gain or (loss) on fair value hedges:
Interest Rate Swap Agreements:
Hedged items	0		0		0		0		(14)
Derivatives designated as hedges	0		0		0		0		14
Gain or (loss) on net investment hedges:
Foreign Currency Exchange Contracts:
Amount excluded from effectiveness testing recognized in earnings using an amortization approach	0		0		0		0		4
Gain or (loss) on derivatives not designated as hedging instruments:
Foreign currency exchange contracts	0		0		0		(217)		0


	Six Months Ended June 30, 2021
	Revenue		Cost of Products and Services Sold	SG&A		Other (Income) Expense	Interest and Other Financial Charges
	$	17,262	11,712	$	2,443	(808)	$	173
Gain or (loss) on cash flow hedges:
Foreign currency exchange contracts:
Amount reclassified from accumulated other comprehensive income into income	2		4	4		0	0

Gain or (loss) on fair value hedges:
Interest rate swap agreements:
Hedged items	0		0	0		0	80
Derivatives designated as hedges	0		0	0		0	(80)
Gain or (loss) on net investment hedges:
Foreign Currency Exchange Contracts:
Amount excluded from effectiveness testing recognized in earnings using an amortization approach	0		0	0		0	8
Gain or (loss) on derivatives not designated as hedging instruments:
Foreign currency exchange contracts	0		0	0		(11)	0


	Six Months Ended June 30, 2020
	Revenue		Cost of Products and Services Sold		SG&A		Other (Income) Expense		Interest and Other Financial Charges
	$	15,940	$	10,810	$	2,421	$	(608)	$	163
Gain or (loss) on cash flow hedges:
Foreign currency exchange contracts:
Amount reclassified from accumulated other comprehensive income into income	(1)		30		(3)		(2)		0
Amount excluded from effectiveness testing recognized in earnings using an amortization approach	0		8		0		17		0
Gain or (loss) on fair value hedges:
Interest rate swap agreements:
Hedged items	0		0		0		0		(219)
Derivatives designated as hedges	0		0		0		0		219
Gain or (loss) on net investment hedges:
Foreign Currency Exchange Contracts:
Amount excluded from effectiveness testing recognized in earnings using an amortization approach	0		0		0		0		9
Gain or (loss) on derivatives not designated as hedging instruments:
Foreign currency exchange contracts	0		0		0		67		0


	Q2 2021 vs. Q2 2020		Year to Date 2021 vs. 2020
Volume	12	%	4	%
Price	3	%	2	%
Foreign Currency Translation	3	%	2	%

	18	%	8	%


	2021 vs. 2020
	Three Months Ended June 30,				Six Months Ended June 30,
Factors Contributing to Year-Over-Year Change	Sales		Segment Profit		Sales		Segment Profit
Organic(1)	7	%	33	%	(9)	%	—	%
Foreign currency translation	1	%	1	%	—	%	—	%
Acquisitions, divestitures and other, net	1	%	—	%	—	%	—	%
Total % change	9	%	34	%	(9)	%	—	%


Issuer Purchases of Equity Securities

Period	Total Number of Shares Purchased	Average Price Paid per Share		Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs	Approximate Dollar Value of Shares that May Yet be Purchased Under Plans or Programs (Dollars in millions)
April 1-30, 2021	103,225	$	223.41	103,225	$	9,641
May 1-31, 2021	2,361,275	$	224.48	2,361,275	$	9,111
June 1-30, 2021	2,145,844	$	220.98	2,145,844	$	8,637