Sec Form 3 Filing - Mattimore Karen @ HONEYWELL INTERNATIONAL INC - 2020-06-10

FORM 3 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Mattimore Karen 2. Issuer Name and Ticker or Trading Symbol HONEYWELL INTERNATIONAL INC [ HON] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) SrVP, HR and Communications (Last) (First) (Middle) 300 SOUTH TRYON STREET 3. Date of Earliest Transaction (MM/DD/YY) 06/10/2020 (Street) CHARLOTTE, NC28202 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock 7 D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 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 Employee Stock Options (right to buy) $ 66.43 ( 1 ) 02/26/2023 Common Stock 5,119 D Employee Stock Options (right to buy) $ 89.48 ( 1 ) 02/26/2024 Common Stock 7,352 D Employee Stock Options (right to buy) $ 98.93 ( 1 ) 02/25/2025 Common Stock 7,352 D Employee Stock Options (right to buy) $ 98.7 ( 1 ) 02/24/2026 Common Stock 9,452 D Employee Stock Options (right to buy) $ 119.69 ( 2 ) 02/27/2027 Common Stock 12,532 D Employee Stock Options (right to buy) $ 148.79 ( 3 ) 02/26/2028 Common Stock 12,532 D Employee Stock Options (right to buy) $ 154.22 ( 4 ) 02/25/2029 Common Stock 12,371 D Employee Stock Options (right to buy) $ 180.92 ( 5 ) 02/13/2030 Common Stock 13,234 D Restricted Stock Units ( 6 ) ( 7 ) ( 7 ) Common Stock 2,817 D Restricted Stock Units ( 6 ) ( 8 ) ( 8 ) Common Stock 1,798 D Restricted Stock Units ( 6 ) ( 9 ) ( 9 ) Common Stock 4,701 D Restricted Stock Units ( 6 ) ( 10 ) ( 10 ) Common Stock 1,727 D Restricted Stock Units ( 6 ) ( 11 ) ( 11 ) Common Stock 1,567 D Supplemental Savings Plan Interests ( 12 ) ( 12 ) ( 12 ) Common Stock 322.9749 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Mattimore Karen 300 SOUTH TRYON STREET CHARLOTTE, NC28202 SrVP, HR and Communications Signatures Su Ping Lu for Karen Mattimore 06/22/2020 Signature of Reporting Person Date

Explanation of Responses:

( 1 )The Employee Stock Options were granted under the 2011 Stock Incentive Plan and are fully vested. ( 2 )The Employee Stock Options were granted under the 2016 Stock Incentive Plan with 9,399 options fully vested and 3,133 options vesting on February 28, 2021. ( 3 )The Employee Stock Options were granted under the 2016 Stock Incentive Plan with 6,266 options fully vested and 3,133 options vesting on February 27, 2021 and 3,133 options vesting on February 27, 2022. ( 4 )The Employee Stock Options were granted under the 2016 Stock Incentive Plan with 3,092 options fully vested and 3,092 options vesting on February 26, 2021; 3,092 options vesting on February 26, 2022 and 3,095 options vesting on February 26, 2023. ( 5 )The Employee Stock Options were granted under the 2016 Stock Incentive Plan with 3,309 options vesting on February 14, 2021; 3,308 options vesting on February 14, 2022; 3,309 options vesting on February 14, 2023 and 3,308 options vesting on February 14, 2024. ( 6 )Instrument converts to common stock on a one-for-one basis. ( 7 )The Restricted Stock Units were granted under the 2011 Stock Incentive Plan with 1,387 units vesting on July 31, 2020 and 1,430 units vesting on July 31, 2022. ( 8 )The Restricted Stock Units were granted under the 2016 Stock Incentive Plan with all units vesting on February 27, 2021. ( 9 )The Restricted Stock Units were granted under the 2016 Stock Incentive Plan with 1,550 units vesting on July 27, 2020, 1,551 vesting on July 27, 2022 and 1,600 units vesting on July 27, 2024. ( 10 )The Restricted Stock Units were granted under the 2016 Stock Incentive Plan with all units vesting on February 26, 2022. ( 11 )The Restricted Stock Units were granted under the 2016 Stock Incentive Plan with all units vesting on February 14, 2023. ( 12 )Reflects phantom shares of common stock represented by contributions to my account under the Executive Supplemental Savings Plan under rule 16b-3 on June 10, 2020.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

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