Textron Inc. Non-Employee Director Compensation and Benefits Summary
This document outlines the compensation and benefits for non-employee directors of Textron Inc. Directors receive an annual retainer of $215,000, with at least $100,000 deferred into a stock unit account. Additional annual retainers are paid to committee chairpersons and the Presiding Director. Directors are also paid fees for attending committee meetings and receive a one-time grant of 2,000 restricted shares upon joining the Board. Reasonable expenses are reimbursed, and a matching gift program is available. Some legacy and evaluation programs are closed or terminated.
Exhibit 10.21
COMPENSATION AND BENEFITS SUMMARY
FOR NON-EMPLOYEE DIRECTORS
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| Retainer | An annual retainer of $215,000 is paid in quarterly installments at the end of each full quarter. Payments are prorated for partial calendar quarters served. At least $100,000 of the annual Board retainer must be deferred into the Directors’ Deferred Income Plan stock unit account. Committee chairpersons are paid an additional annual retainer, as follows: Audit, $15,000; Nominating and Corporate Governance, $10,000; and Organization and Compensation, $12,500. The Presiding Director is paid an additional $15,000 annual retainer. The additional retainers are paid in quarterly installments at the end of each full quarter, and payments are prorated for partial calendar quarters served. |
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| (See full text of the Deferred Income Plan for Non-Employee Directors.) |
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| Meeting Fees | $1,500 is paid for each committee meeting attended, except in the case of the Audit Committee for which $2,500 is paid for each meeting attended. There are no fees payable for attendance at Board meetings. |
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| One-Time Restricted Stock Grant | A grant of 2,000 restricted shares of Common Stock under the Textron Inc. 2007 Long |
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| DEFERRED INCOME PLAN | |
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| In addition to the required deferral into the stock unit account of $100,000 of the annual Board retainer, any percentage of the balance of the retainer and meeting fees may be deferred into either the stock unit account or an interest bearing account. |
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| OTHER |
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| Expenses | Reasonable travel, lodging and incidental expenses in connection with meetings are reimbursed. |
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| Matching | The Textron Charitable Trust will match Director contributions from a minimum gift of $25 to an aggregate maximum of $7,500 annually to any mix of cultural, educational, environmental or hospital institutions on a $1 for $1 basis. |
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| Directors’ Charitable |
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| Award Program | [Closed to New Participants as of January 1, 2004] |
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| CitationShares Directors |
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| Evaluation Program | The CitationShares Directors’ Evaluation Program is terminated effective January 1, 2008. Directors, however, may continue to utilize flight hours for personal use, assuming availability, on CitationShares aircraft in which Textron has fractional ownership, provided that Textron is promptly reimbursed at its cost for such usage |
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