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RTX Corp Director's Dealing 2015

Feb 11, 2015

29781_dirs_2015-02-11_6252cca3-2a7a-495b-99e1-2ddf2ce1cee3.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: UNITED TECHNOLOGIES CORP /DE/ (UTX)
CIK: 0000101829
Period of Report: 2015-02-09

Reporting Person: Dumais Michael R (SVP, Strategic Planning)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2015-02-09 Common Stock A 7290.0000 $119.3200 Acquired 18619.0000 Direct
2015-02-09 Common Stock F 2509.0000 $119.3200 Disposed 16110.0000 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2015-02-09 Stock Appreciation Right $74.7900 A 49956.0000 Acquired 2012-07-31 Common Stock (49956.0000) Direct

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock 1428.6000 Indirect

Footnotes

F1: The acquisition of shares of UTC common stock represents the vesting of performance share units (PSUs) previously awarded on January 3, 2012 to the reporting person under the United Technologies Corporation Long-Term Incentive Plan. Each PSU has a value equal to one share of UTC common stock. The PSUs vested solely upon achievement of pre-established performance targets for UTC's earnings per share and total shareholder return over a three-year performance period.

F2: On August 1, 2012, the reporting person was granted 100,920 performance stock appreciation rights, 50% of which became exercisable on February 9, 2015 and 50% of which may become exercisable December 31, 2016, in each case subject to and following confirmation of achievement of pre-established business unit earnings, sales and other financial targets. The grant of 100,920 performance stock appreciation rights was incorrectly reported on a Form 3 filed on January 26, 2015 (performance-based stock appreciation rights not tied to the market price of the issuer's stock need not be reported until vesting upon achievement of performance conditions). The performance criteria were satisfied at the 99% level for the first 50% of the grant, resulting in the vesting of 49,956 stock appreciation rights and the cancellation of 504 stock appreciation rights, both as of February 9, 2015.