01—Abstract
Summary
Summary of the 8-K filed June 5, 2026. Cited figures are marked; the original filing is the authoritative source.
On June 5, 2026, Honeywell (NASDAQ: HON) announced that its Board set June 15, 2026 as the record date for the spin-off of Honeywell Aerospace Inc. (ticker HONA).
Under the planned pro rata distribution, holders of record will receive one HONA share for every two HON shares held at the close of business on the record date, with cash paid in lieu of fractional shares. The distribution is expected to take effect at 12:01 a.m. New York City time on June 29, 2026.
The filing says the spin-off is expected to be tax-free to U.S. shareowners, except for cash received in lieu of fractional shares. Completion remains conditional on the Board formally declaring the distribution and on other conditions set out in the Form 10 Separation and Distribution Agreement. The Board also confirmed it will proceed with a 1-for-2 reverse stock split of HON common stock and a proportionate cut in authorized shares.
The split is expected to take effect at 12:02 a.m. on June 29, 2026, and is contingent on the spin-off being completed. Outstanding shares would fall from about 634 million to about 317 million, and authorized shares would drop from 2 billion to 1 billion. The par value is unchanged, and the new CUSIP is 438516205.
These are mechanical capital-structure changes. The filing contains no financial results, valuation data, or guidance, so it does not show whether either transaction changes the economic value of a shareholder's position.
For investors, the key dates are June 15 (record date and start of when-issued trading under HONAV), June 15 to June 26 (two parallel HON markets, the regular-way 'HON' and the ex-distribution 'HONIV'), and June 29 (distribution, HONA regular-way trading, and the split-adjusted HON listing). The filing advises shareowners to consult financial advisors about trading decisions around the distribution date.
02—Key points
Key Highlights
- Spin-off of Honeywell Aerospace Inc. (HONA): record date June 15, 2026; distribution expected June 29, 2026 at 12:01 a.m. NYC time, at a ratio of one HONA share for every two HON shares held.
- Reverse stock split of 1-for-2 effective around June 29, 2026 (12:02 a.m. NYC time), contingent on completion of the spin-off. Shares outstanding fall from about 634 million to about 317 million.
- Authorized common shares reduced proportionately from 2 billion to 1 billion; par value unchanged; new CUSIP 438516205.
- Trading mechanics: HONAV when-issued trading expected around June 15; two parallel HON markets (regular-way HON and ex-distribution HONIV) from June 15 through June 26; HONA regular-way trading from June 29.
- Spin-off expected to be tax-free to U.S. shareowners for federal income tax purposes, except for cash received in lieu of fractional shares.
- Completion of the spin-off is subject to conditions, including the Board formally declaring the distribution and the terms in the Form 10 Separation and Distribution Agreement.
- Fractional share holders receive cash from the transfer agent based on net proceeds from aggregated fractional shares sold in the open market.
03—Questions
Frequently Asked Questions
What do I receive if I own Honeywell stock on the record date?
Holders of record at the close of business on June 15, 2026 are expected to receive one share of Honeywell Aerospace common stock (HONA) for every two shares of Honeywell common stock held. Cash is paid instead of any fractional share. The distribution is expected on June 29, 2026, subject to the conditions in the filing.
Does the 1-for-2 reverse split change my economic stake in Honeywell?
The filing describes the reverse split as a mechanical adjustment: every two HON shares combine into one, and outstanding equity awards are adjusted proportionately. Share count and per-share price change together, so the filing itself implies no change in total market value. It does not provide valuation or pricing data, so the effect on per-share trading value cannot be assessed from this document alone.
Why are there separate HON and HONIV tickers between June 15 and June 26?
Between the record date and the distribution date, two markets are expected to operate on Nasdaq. Regular-way HON shares trade with the right to receive HONA shares. Ex-distribution HONIV shares trade without that right. Investors buying or selling in this window should confirm which market and ticker their trade settles under.
Is the reverse split guaranteed to happen even if the spin-off is delayed or canceled?
No. The reverse split and authorized share reduction are expressly contingent on completion of the spin-off, and the filing's forward-looking statements list the spin-off failing to occur as a reason the reverse split might not be completed within the expected timeframe or at all.
Are the spin-off proceeds or taxes something I need to plan for?
The company expects the spin-off to be tax-free for U.S. federal income tax purposes, except for cash received in lieu of fractional shares, which may be taxable. The filing does not give a tax opinion or per-share cost basis allocation, so shareholders should consult their tax advisors on their individual situations.
04—Continue