TEXTRON INC — Director's Dealing 2012

Jul 3, 2012

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: TEXTRON INC (TXT)
CIK: 0000217346
Period of Report: 2012-07-01

Reporting Person: Johnson Cheryl H (Executive VP, Human Resources)

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	709.68	Direct
Common Stock	1159.76	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Employee Stock Option (Right to Buy)	$20.76	2017-03-01	Common Stock (623)		Direct
Employee Stock Option (Right to Buy)	$20.76	2018-02-28	Common Stock (548)		Direct
Employee Stock Option (Right to Buy)	$26.25	2021-03-01	Common Stock (2578)		Direct
Employee Stock Option (Right to Buy)	$27.76	2022-03-01	Common Stock (4419)		Direct
Cash-Settled Restricted Stock Units	$		Common Stock (1187)		Direct
Cash-Settled Restricted Stock Units	$		Common Stock (1274)		Direct
Cash-Settled Restricted Stock Units	$		Common Stock (776)		Direct
Cash-Settled Restricted Stock Units	$		Common Stock (1542)		Direct

Footnotes

F1: The option vests in three (3) equal annual installments. The first installment became exercisable on March 1, 2012. The second and third installments will become exercisable on March 1, 2013 and March 1, 2014, respectively.

F2: The option vests in three (3) equal annual installments, beginning on March 1, 2013.

F3: Payable in cash in two (2) equal annual installments, beginning on March 1, 2013.

F4: Each cash-settled restricted stock unit is valued upon vesting based upon the value of one (1) share of Textron Inc. Common Stock.

F5: Payable in cash in three (3) equal annual installments, beginning on March 1, 2013.

F6: Payable in cash in four (4) equal annual installments, beginning on March 1, 2013.

F7: Payable in cash in three (3) equal annual installments, beginning on March 1, 2015.