10/30/2025 | Press release | Distributed by Public on 10/30/2025 06:29
|
FORM 4
|
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
|
|
|||||||||||||||||||||||||||||
|
|||||||||||||||||||||||||||||
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) | ||
|
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) |
4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
||||
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
|
HONEYWELL INTERNATIONAL INC 855 S. MINT STREET CHARLOTTE, NC 28202 |
X | |||
| /s/ Richard E. Kent, Deputy General Counsel, Corporate Transactions, Securities & Governance of Honeywell International Inc. | 10/30/2025 | |
| **Signature of Reporting Person | Date |
| * | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
| ** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
| (1) | On October 30, 2025, Honeywell International Inc. ("Honeywell") disposed of all 158,727,456 issued and outstanding shares of common stock, par value $0.01 per share (the "SOLS Common Stock"), of Solstice Advanced Materials Inc., a Delaware corporation ("SOLS"), by distributing a pro rata dividend to Honeywell shareowners of one share of SOLS Common Stock for every four shares of Honeywell Common Stock, par value $1.00 per share, held by each holder of record as of the close of business on October 17, 2025, to effect the previously announced spin-off of SOLS from Honeywell. |
| (2) | On September 30, 2025, Honeywell reported that it owned 158,724,140 shares of SOLS Common Stock, which at the time constituted all the issued and outstanding shares of SOLS Common Stock. Pursuant to an amended and restated certificate of incorporation of SOLS filed with the Secretary of State of the State of Delaware on October 24, 2025, the 158,724,140 shares of SOLS Common Stock were automatically converted into an aggregate of 158,727,456 shares of SOLS Common Stock (the "Recapitalization"). The Recapitalization was exempt pursuant to Rules 16a-9 and 16b-7 under the Exchange Act and did not result in a change in the pecuniary interest of Honeywell in SOLS. |