UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of
Report (Date of earliest event reported): February 9,
2009
TEXTRON
INC.
(Exact
name of Registrant as specified in its charter)
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Delaware
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I-5480
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05-0315468
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(State
of
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(Commission
File Number)
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(IRS
Employer
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Incorporation)
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Identification
Number)
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40
Westminster Street, Providence, Rhode Island 02903
(Address
of principal executive offices)
Registrant’s
telephone number, including area code: (401) 421-2800
Check the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions (see General Instructions A.2. below):
[ ]
Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
[ ]
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
[ ]
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act
(17 CFR 240.14d-2(b))
[ ]
Pre-commencement communications pursuant to Rule 13e-4(c)) under the Exchange
Act (17 CFR 240.13e-4(c))
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Departure
of Directors or Certain Officers; Election of Directors; Appointment of
Certain Officers; Compensatory Arrangements of Certain
Officers
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(b),
(c) On February
9, 2009, Ted R. French, the Executive Vice President and Chief Financial Officer
of Textron Inc. (“Textron”), terminated employment with Textron. The
Board of Directors of Textron has appointed Richard Yates, Textron’s Senior Vice
President and Corporate Controller, as acting Chief Financial Officer, effective
immediately, until such time as a permanent successor is named. Mr.
Yates will also continue in his role as Corporate Controller of Textron during
this transition.
Textron
Financial Corporation (“TFC”), Textron’s finance subsidiary, which had been
reporting to Mr. French, who had served as chairman and CEO of TFC, will now
report directly to Textron President and Chief Operating Officer, Scott C.
Donnelly. In addition, Warren R. Lyons will be named president and
CEO of TFC to replace Buell “Jay” Carter, president and chief operating officer
of TFC, who is retiring on March 6, 2009 after 19 years of service to the
company.
Mr.
Yates, 58, has been Textron’s Corporate Controller since 1995, overseeing
external and internal accounting, financial reporting, and financial planning
and analysis. He has also been a Senior Vice President since 2004 and a Vice
President since joining Textron in 1995. Prior to that, he was the
Executive Vice President, Chief Financial Officer and Treasurer of Paul Revere
Insurance Group, a publicly traded company and former subsidiary of
Textron. Mr. Yates will also receive, on February 27, 2009, a
one-time grant of cash-settled restricted stock units valued at $500,000 which
will vest in equal installments over the next three years.
Mr.
Lyons, most recently an independent financial services consultant, managed
several segments of Textron’s financial services units from 1985 – 1999. He was
a member of the Textron Operating Committee and also served as the chairman and
president of AVCO Financial Services, a major subsidiary of Textron which
produced approximately 25% of Textron’s revenues and profits at the
time. Mr. Lyons led the sale of AVCO Financial Services in
1998.
In
connection with his termination of employment, Mr. French will receive only the
benefits provided for upon termination for “Good Reason” as provided under his
existing employment agreement (filed as Exhibit 10.2 to Textron’s Current
Report on Form 8-K filed on February 28, 2008).
SIGNATURES
Pursuant to the requirements of the
Securities Exchange Act of 1934, the registrant has duly caused this report to
be signed on its behalf by the undersigned hereunto duly
authorized.
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TEXTRON
INC.
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(Registrant)
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Date: February
13, 2009
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By:
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/s/
Terrence O’Donnell
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Terrence
O’Donnell
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Executive
Vice President and General Counsel
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