HONEYWELL INTERNATIONAL INC - Quarter Report: 2024 March (Form 10-Q)

ThreeThreeMarch 31, 2024, Three Months Ended March 31, 2024,Three ) ()) ) )) ) )()) ) ) )) $

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

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

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

NOTE 1.

NOTE 2.

million and $ million as of March 31, 2024, and December 31, 2023, respectively. The impact of these programs is not material to the Company's overall liquidity.

RECENT ACCOUNTING PRONOUNCEMENTS

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

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

NOTE 3.

million. The transaction is not subject to any financing condition but is subject to regulatory review and approval, the tender into the offer of at least % of Civitanavi Systems S.p.A.’s outstanding shares, and customary closing conditions. The transaction is expected to close by the end of the third quarter of 2024 and the business will be reported within the Aerospace Technologies reportable business segment.

On December 8, 2023, the Company agreed to acquire Carrier Global Corporation's Global Access Solutions business in an all-cash transaction for $ billion. The transaction is subject to regulatory review and approval and customary closing conditions. The transaction is expected to close by the end of the third quarter of 2024, and the business will be reported within the Building Automation reportable business segment.

On August 25, 2023, the Company acquired % of the outstanding equity interests of SCADAfence, a provider of operational technology and Internet of Things cybersecurity solutions for monitoring large scale networks, for total consideration of $ million, net of cash acquired. The business is included in the Industrial Automation reportable business segment. The assets and liabilities acquired with SCADAfence are included in the Consolidated Balance Sheet as of March 31, 2024, including $ million of intangible assets and $ million of goodwill, which is not deductible for tax purposes. The purchase accounting is subject to final adjustment, primarily for the value of intangible assets, amounts allocated to goodwill, and tax balances.

On June 30, 2023, the Company acquired % of the outstanding equity interests of Compressor Controls Corporation, a turbomachinery services and controls company based in the United States, for total cash consideration of $ million, net of cash acquired. The business is included in the Industrial Automation reportable business segment. The assets and liabilities acquired with Compressor Controls Corporation are included in the Consolidated Balance Sheet as of March 31, 2024, including $ million of intangible assets and $ million allocated to goodwill, which is deductible for tax purposes. The identifiable intangible assets primarily include customer relationships amortized over an estimated life of years using an excess earnings amortization method. The purchase accounting is subject to final adjustment, primarily for the valuation of intangible assets, amounts allocated to goodwill, and tax balances.

DIVESTITURES

significant divestitures that closed individually or in the aggregate.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

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

NOTE 4.

$ Commercial Aviation Aftermarket Defense and Space Net Aerospace Technologies sales Industrial AutomationSensing and Safety Technologies Productivity Solutions and Services Process Solutions Warehouse and Workflow Solutions Net Industrial Automation sales Building AutomationProducts Building Solutions Net Building Automation sales Energy and Sustainability SolutionsUOP Advanced Materials Net Energy and Sustainability Solutions sales Corporate and All Other Net sales$ $

Aerospace Technologies – A global supplier of products, software, and services for aircrafts that it sells to original equipment manufacturers (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 Technologies 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, and thermal systems. Aerospace Technologies also provides spare parts, repair, overhaul, and maintenance services (principally to aircraft operators), and sells licenses or intellectual property to other parties. Honeywell Forge solutions enable customers to turn data into predictive maintenance and predictive analytics to enable better fleet management and make flight operations more efficient.

Industrial Automation – A global provider of industrial automation solutions that deliver intelligent, sustainable, and secure operations for customers in oil and gas, petrochemicals, life sciences, metals and mining, and warehouse and logistics segments. With millions of installed assets, Industrial Automation deploys outcome-based solutions to increase asset utilization; improve operational efficiency and labor productivity; reduce carbon emissions with less energy consumption; and enhance cyber security for critical infrastructure and operational assets. Industrial Automation offerings include automation control and instrumentation products and services; smart energy products; sensing technologies with an array of custom-engineered sensors and services; gas detection technologies and personal protective equipment; and system design, advanced automation equipment, software and analytics for manufacturing, distribution and fulfillment operations. These products and services are combined with proprietary machine learning and artificial intelligence algorithms in products and projects which are digitally enabled through our industry leading industrial Internet of Things (IoT) platform, Honeywell Forge.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

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

% %Products, transferred over time Net product sales Services, transferred point in time Services, transferred over time Net service sales Net sales % %

CONTRACT BALANCES

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

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

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

$ Contract assets—March 31 Change in contract assets—increase (decrease)$()$ Contract liabilities—January 1$()$()Contract liabilities—March 31()()Change in contract liabilities—decrease (increase)$ $ Net change$ $ % and %, 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, the 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 the Company recognizes revenue in proportion to the amount the Company has the right to invoice for services performed.

NOTE 5.

$ Asset impairments Exit costs Reserve adjustments()()Total net repositioning charges Asbestos-related charges, net of insurance and reimbursements Probable and reasonably estimable environmental liabilities, net of reimbursements Other charges Total net repositioning and other charges$ $ $ Selling, general and administrative expenses Other (income) expense ()Total net repositioning and other charges$ $

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

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

$ Industrial Automation Building Automation Energy and Sustainability Solutions Corporate and All Other Total net repositioning and other charges$ $

NET REPOSITIONING CHARGES

In the three months ended March 31, 2024, the Company recognized gross repositioning charges totaling $ million, including severance costs of $ million related to workforce reductions of manufacturing and administrative positions primarily in the Company's Industrial Automation and Building Automation reportable business segments. The workforce reductions were related to productivity and ongoing functional transformation initiatives. The repositioning charges included asset impairments of $ million related to the write-down of certain assets within the Company's Industrial Automation reportable business segment. The repositioning charges also included exit costs of $ million related to current period costs incurred for closure obligations associated with site transitions primarily in the Company's Industrial Automation reportable business segment and corporate functions. Also, $ million of previously established reserves, primarily for severance, were returned to income due to higher-than-expected voluntary exits and adjustments to the scope of previously announced repositioning actions.

In the three months ended March 31, 2023, the Company recognized repositioning charges totaling $ million, including severance costs of $ million related to workforce reductions of manufacturing and administrative positions mainly in the Company's Building Automation and Industrial Automation reportable business segments. The workforce reductions were related to the Company's productivity and ongoing functional transformation initiatives. The repositioning charges included asset impairments of $ million related to the write-down of certain assets within the Company's Industrial Automation reportable business segment. The repositioning charges also included exit costs of $ million related to current period costs incurred for closure obligations associated with site transitions across all of the Company's reportable business segments.

$ $ $ Charges Usage—cash() ()()Usage—noncash Foreign currency translation() ()Adjustments()()()()

Balance at March 31, 2024

$ $ $ $

Certain repositioning projects will recognize exit costs in future periods when the actual liability is incurred. Such exit costs incurred in the three months ended March 31, 2024, and 2023, were $ million and $ million, respectively.

OTHER CHARGES

During the three months ended March 31, 2024, the Company recognized Other charges of $ million related to the settlement of a contractual dispute with a Russian entity associated with the Company's suspension and wind down activities in Russia. The charges were recorded in Other (income) expense in the Consolidated Statement of Operations.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

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

NOTE 6.

NOTE 7.

$ Work in process Finished products Total Inventories$ $

NOTE 8.

$ $()$

Industrial Automation

()

Building Automation

()

Energy and Sustainability Solutions

() Corporate and All Other () Total Goodwill$ $ $()$

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

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

$()$ $ $()$ Customer relationships () () Trademarks () () Other () ()

Total definite-life intangibles—net

() ()

Indefinite-life intangibles

Trademarks — — Total Other intangible assets—net$ $()$ $ $()$

Other intangible assets amortization includes $ million and $ million of acquisition-related intangible amortization expense for the three months ended March 31, 2024, and 2023, respectively.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

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

NOTE 9.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

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

$ Accrued liabilities Other liabilities Total operating lease liabilities Finance leasesProperty, plant and equipment Accumulated depreciation()()Property, plant and equipment—net Current maturities of long-term debt Long-term debt Total finance lease liabilities$ $

NOTE 11.

$ $ $ $()$()Derivatives in cash flow hedging relationshipsForeign currency exchange contracts ()()Commodity contracts ()Derivatives in net investment hedging relationshipsCross currency swap agreements ()()Total derivatives designated as hedging instruments ()()Derivatives not designated as hedging instrumentsForeign currency exchange contracts ()()Total derivatives at fair value$ $ $ $ $()$()

All derivative assets are presented in Other current assets or Other assets. All derivative liabilities are presented in Accrued liabilities or Other liabilities.

In addition to the foreign currency derivative contracts designated as net investment hedges, 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 $ million and $ million as of March 31, 2024, and December 31, 2023, respectively.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

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

$ $()$() $ $ $ $()$ Gain or (loss) on cash flow hedgesForeign currency exchange contractsAmount reclassified from accumulated other comprehensive income (loss) into income Gain or (loss) on fair value hedgesInterest rate swap agreementsHedged items Derivatives designated as hedges ()Gain or (loss) on derivatives not designated as hedging instrumentsForeign currency exchange contracts

Three Months Ended March 31, 2023

Net Sales

Cost of
Products Sold

Cost of
Services Sold

Selling,
General and
Administrative
Expenses

Other
(Income)
Expense

Interest and Other
Financial Charges

()

Gain or (loss) on cash flow hedges

Foreign currency exchange contracts

Amount reclassified from accumulated other comprehensive income (loss) into income

Gain or (loss) on fair value hedges

Interest rate swap agreements

Hedged items

()

Derivatives designated as hedges

()

NOTE 12.

$ $ $ $ $ $ $ Available for sale investments Interest rate swap agreements Cross currency swap agreements $ $ $

Balance at March 31, 2024

$ $ Other liabilities Total environmental liabilities$ $

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

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

% 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 $ 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 $ million.

Reimbursements associated with this agreement are collected from Resideo quarterly and were $ million in the three months ended March 31, 2024, 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 % of such costs is also recorded. This receivable amount recorded in the three months ended March 31, 2024, was $ million. As of March 31, 2024, Other current assets and Other assets included $ million and $ 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

$ $ Accrual for update to estimated liability Change in estimated cost of future claims Asbestos-related liability payments() ()March 31, 2024$ $ $

INSURANCE RECOVERIES FOR ASBESTOS-RELATED LIABILITIES

$ $ Probable insurance recoveries related to estimated liability Insurance receipts for asbestos-related liabilities()()()2023 $ )())()()$()2023 )()()$()

NOTE 17.

)$()Pension ongoing income—non-service()()Other postretirement income—non-service()()Equity income of affiliated companies()()Foreign exchange loss Expense (benefit) related to Russia-Ukraine Conflict ()Other, net Total Other (income) expense$()$()

See Note 5 Repositioning and Other Charges for further discussion of the expense related to the Russia-Ukraine Conflict.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

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

NOTE 18.

reportable business 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.

Effective during the first quarter of 2024, the Company realigned certain of its business units comprising its historical Performance Materials and Technologies and Safety and Productivity Solutions reportable business segments by forming new reportable business segments: Industrial Automation and Energy and Sustainability Solutions. Industrial Automation includes Sensing and Safety Technologies, Productivity Solutions and Services, and Warehouse and Workflow Solutions, previously included in Safety and Productivity Solutions, in addition to Process Solutions, previously included in Performance Materials and Technologies. Energy and Sustainability Solutions includes UOP and Advanced Materials, previously included in Performance Materials and Technologies. Further, as part of the realignment, the Company renamed its historical Aerospace and Honeywell Building Technologies reportable business segments to Aerospace Technologies and Building Automation, respectively. This realignment had no impact on the Company’s historical consolidated financial position, results of operations, or cash flows. Prior period amounts have been recast to conform to current period segment presentation.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

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

$ Services Net Aerospace Technologies sales Industrial AutomationProducts Services Net Industrial Automation sales Building AutomationProducts Services Net Building Automation sales Energy and Sustainability SolutionsProducts Services Net Energy and Sustainability Solutions sales Corporate and All OtherServices Net Corporate and All Other sales Net sales$ $ Segment profit

Aerospace Technologies

$ $ Industrial Automation Building Automation Energy and Sustainability Solutions Corporate and All Other()()Total segment profit Interest and other financial charges()()

Interest income

Stock compensation expense1

()()

Pension ongoing income2

Other postretirement income2

Repositioning and other charges3

()()

Other expense4

()()Income before taxes$ $


1						Amounts included in Selling, general and administrative expenses.
2						Amounts included in Cost of products and services sold (service cost component), Selling, general and administrative expenses (service cost component), Research and development expenses (service cost component), and Other (income) expense (non-service cost component).
3						Amounts included in Cost of products and services sold, Selling, general and administrative expenses, and Other (income) expense.
4						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, except per share amounts)

The following Management's Discussion and Analysis of Financial Condition and Results of Operations is intended to help the reader understand the results of operations and financial condition of Honeywell International Inc. and its consolidated subsidiaries (Honeywell, we, us, our, or the Company) for the three months ended March 31, 2024. The financial information as of March 31, 2024, should be read in conjunction with the Consolidated Financial Statements for the year ended December 31, 2023, contained in our 2023 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 three months ended March 31, 2024. Certain prior year amounts are reclassified to conform to the current year presentation.

BUSINESS UPDATE

MACROECONOMIC CONDITIONS

We continue to monitor the impacts of ongoing macroeconomic conditions and geopolitical events. In the first quarter of 2024, material inflation continued to moderate with some preliminary signs of stabilization across most industrial sectors. Slowing global growth relieved pressure on logistics freight and service capacity and provided supply chain redundancy. We continue to leverage short-term and long-term mitigation strategies to reduce the impact of supply chain disruptions, including digital solutions to assist in identifying and managing shortages.

Our mitigation strategies include pricing actions, longer term planning for constrained materials, new supplier development, material supply tracking tools, and direct engagement with key suppliers to meet customer demand. Our relationships with primary and secondary suppliers allow us to reliably source key components and raw materials. In areas where we cannot procure key components or raw materials, we consider altering existing products and developing new products to satisfy customer needs. Alterations to existing products and the development of new products undergo product quality controls and engineering qualification prior to releasing to our customers. In addition, we assist certain suppliers facing manufacturing challenges by committing our own resources to their sites and facilities. We believe these mitigation strategies enable us to reduce supply risk, accelerate new product innovation, and expand our penetration in the markets we serve. Additionally, due to the strenuous quality controls and product qualification we perform on a new or altered product, we do not expect these mitigation strategies to impact product quality or reliability.

Global conflicts continue to create volatility in global financial and energy markets and contribute to supply chain shortages adding to the inflationary pressures in the global economy. We actively collaborate with our suppliers to minimize impacts of supply shortages on our manufacturing capabilities.

To date, our strategies have successfully mitigated our exposure to these conditions. However, if we are not successful in sustaining or executing these strategies, these macroeconomic conditions could have a material adverse effect on our consolidated results of operations or operating cash flows.

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RESULTS OF OPERATIONS

Consolidated Financial Results

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:

1,936 1,724 792 949 %1 %

Q1 2024 compared to Q1 2023

Sales increased $64 million due to higher organic sales of $55 million in Advanced Materials driven by higher demand for fluorine products.

Segment profit increased $2 million and segment margin percentage decreased 70 basis points to 19.8% compared to 20.5% for the same period of 2023.

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CORPORATE AND ALL OTHER

Corporate and All Other primarily includes unallocated corporate costs, interest expense on holding-company debt, and the controlling majority-owned interest in Quantinuum. Corporate and All Other is not a separate reportable business segment as segment reporting criteria is not met. The Company continues to monitor the activities in Corporate and All Other to determine the need for 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 three months ended March 31, 2024, and 2023. Cash spending related to our repositioning actions was $50 million in the three months ended March 31, 2024, and was funded through operating cash flows.

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LIQUIDITY AND CAPITAL RESOURCES

(Dollars in tables in millions)

We 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 U.S. cash balances, and the ability to access non-U.S. cash balances, short-term debt from the commercial paper market, long-term borrowings, committed credit lines, and access to the public debt and equity markets.

CASH

As of March 31, 2024, and December 31, 2023, we held $12.0 billion and $8.1 billion, respectively, of cash and cash equivalents, including our short-term investments. 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 counterparty.

As of March 31, 2024, $5.7 billion of the Company’s cash, cash equivalents, and short-term investments were held by non-U.S. subsidiaries. We do not have material amounts related to any jurisdiction subject to currency control restrictions that impact our ability to access and repatriate such amounts. Under current laws, we do not expect taxes on repatriation or restrictions on amounts held outside of the U.S. to have a material effect on our overall liquidity.

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:


	Three Months Ended March 31,
	2024		2023		Variance
Cash and cash equivalents at beginning of period	$	7,925	$	9,627	$	(1,702)

Operating activities
Net income attributable to Honeywell	1,463		1,394		69
Noncash adjustments	289		572		(283)
Changes in working capital	(468)		(546)		78
NARCO Buyout payment	—		(1,325)		1,325
Other operating activities	(836)		(879)		43
Net cash provided by (used for) operating activities	448		(784)		1,232
Net cash used for investing activities	(273)		(29)		(244)
Net cash provided by (used for) financing activities	3,696		(1,973)		5,669
Effect of foreign exchange rate changes on cash and cash equivalents	(40)		28		(68)
Net increase (decrease) in cash and cash equivalents	3,831		(2,758)		6,589
Cash and cash equivalents at end of period	$	11,756	$	6,869	$	4,887

Three months ended March 31, 2024

Net cash provided by operating activities was $448 million, driven by $1,463 million of Net income attributable to Honeywell, adjusted for $291 million of depreciation and amortization, partially offset by a $603 million decrease in Accrued liabilities, driven by a decrease in accrued employee compensation and benefits costs, and a $381 million decrease in Accounts payable, due to decreased material receipts.

Net cash used for investing activities was $273 million, driven by $233 million of capital expenditures.

Net cash provided by financing activities was $3,696 million, driven by $5,710 million of proceeds from issuance of long-term debt primarily to fund the Carrier acquisition, partially offset by $703 million of cash dividends paid, $671 million of repurchases of common stock, and $573 million of payments of long-term debt.

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Three months ended March 31, 2024 compared with three months ended March 31, 2023

Net cash provided by operating activities increased by $1,232 million due to the $1,325 million payment made by the Company pursuant to the NARCO Amended Buyout Agreement in 2023, partially offset by $283 million decrease of noncash adjustments, driven by a $222 million decline in deferred income taxes.

Net cash used for investing activities increased by $244 million due to a $243 million net increase in investments.

Net cash provided by financing activities increased by $5,669 million due to a $5,710 million increase of proceeds from issuance of long-term debt, $790 million decrease in payments of long-term debt, and $107 million increase in proceeds from the issuance of common stock, partially offset by $1,058 million decrease in net proceeds of commercial paper.

CASH REQUIREMENTS AND ASSESSMENT OF CURRENT LIQUIDITY

In addition to our normal operating cash requirements, we expect our principal future cash requirements will be to fund capital expenditures, share repurchases, dividends, strategic acquisitions, and debt repayments. On April 24, 2023, the Board of Directors authorized the repurchase of up to $10 billion of Honeywell common stock, including approximately $2.1 billion of remaining availability under the previously announced $10 billion share repurchase authorization. During the three months ended March 31, 2024, we repurchased common stock of $671 million. Refer to the section titled Liquidity and Capital Resources of our 2023 Form 10-K for a discussion of our expected capital expenditures, share repurchases, mergers and acquisitions activity, and dividends for 2024.

We continually seek opportunities to improve our liquidity and working capital efficiency, which includes the extension of payment terms with our suppliers and transfer of our trade receivables to unaffiliated financial institutions on a true sale basis. The impact of these programs is not material to our overall liquidity.

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.

In early 2023, we made payments of approximately $1.5 billion in connection with the NARCO Buyout and UOP Matters. Pursuant to the NARCO Amended Buyout Agreement, we received proceeds of $275 million from the HWI Sale during the year ended December 31, 2023, and may receive additional consideration in future periods if certain conditions under the definitive sale agreement for the HWI Sale are met. These payments and receipts have not materially impacted our liquidity position. See Note 12 Fair Value Measurements of Notes to Consolidated Financial Statements for additional discussion related to the fair value of future proceeds from the HWI Sale.

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.

See Note 9 Long-term Debt and Credit Agreements of Notes to Consolidated Financial Statements for additional discussion of items impacting our liquidity.

BORROWINGS

We leverage a variety of debt instruments to manage our overall borrowing costs. As of March 31, 2024, and December 31, 2023, our total borrowings were $25.3 billion and $20.4 billion, respectively.


	March 31, 2024		December 31, 2023
Commercial paper	$	1,817	$	2,083
Variable rate notes	22		22
Fixed rate notes	23,714		18,530
Other	215		219
Fair value of hedging instruments	(208)		(166)
Debt issuance costs	(304)		(245)
Total borrowings	$	25,256	$	20,443

Issuer Purchases of Equity Securities

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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 April 14, 2024, the Company entered into an amendment to the indemnification and reimbursement agreement with Resideo, which is filed herewith as Exhibit 10.3. The amendment provides that certain covenants set forth in Exhibit G of the indemnification and reimbursement agreement will be modified to substantially conform the covenants with those contained in Resideo's credit agreement (as and when such covenants in the credit agreement are amended in connection with the acquisition and financing transactions that Resideo announced on April 15, 2024).

during the three months ended March 31, 2024:

Name and title

Action

Plan Type

Date of adoption of Rule 10b5-1 trading plan

Scheduled expiration of Rule 10b5-1 trading plan

Aggregate number of securities to be purchased or sold

Adoption

Rule 10b5-1

5/6/2025

stock options and associated sale of shares to cover option exercise costs and tax obligations.

During the three months ended March 31, 2024, .

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ITEM 6. EXHIBITS


Exhibit No.						Description
10.1						364-Day Credit Agreement, dated as of March 18, 2024, 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 agents, and the documentation agents named therein (incorporated by reference to Exhibit 10.1 to Honeywell's Form 8-K filed March 19, 2024)
10.2						Amended and Restated Five-Year Credit Agreement, dated as of March 18, 2024, among Honeywell International Inc., the banks, financial institutions, and other institutional lenders party thereto, Bank of America, N.A., as administrative agent, Bank of America, N.A., as swing line agent, and JPMorgan Chase Bank, N.A. and Wells Fargo Bank, National Association, as syndication agents, and the documentation agents named therein (incorporated by reference to Exhibit 10.2 to Honeywell's Form 8-K filed March 19, 2024)
10.3						Fifth Amend ment, dated April 14, 2024, to Indemnification and Reim bursement Agreement dated October 1 4, 2018 amon g Honeywell and Resideo Intermediate H olding Inc. (filed herewith)
31.1						Certification of Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (filed herewith)
31.2						Certification of Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (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)

50 Honeywell International Inc.

TABLE OF CONTENTS

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.

Date: April 25, 2024	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)

51 Honeywell International Inc.

HONEYWELL INTERNATIONAL INC - Quarter Report: 2024 March (Form 10-Q)

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