Definitive Additional Materials

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

SCHEDULE 14A INFORMATION

Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934

(Amendment No.     )

Filed by the Registrant x

Filed by a Party other than the Registrant ¨

Check the appropriate box:

 

¨  Preliminary Proxy Statement

 

¨  Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))

 

¨  Definitive Proxy Statement

 

x  Definitive Additional Materials

 

¨  Soliciting Material under §240.14a-12

United Technologies Corporation

 

 

(Name of Registrant as Specified in Its Charter)

  

 

(Name of Person(s) Filing Proxy Statement if other than the Registrant)

Payment of Filing Fee (Check the appropriate box):

 

x  No fee required

 

¨  Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.

 

  (1)  Title of each class of securities to which transaction applies:

  

 

  (2)  Aggregate number of securities to which transaction applies:

  

 

  (3)  Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was determined):

  

 

  (4)  Proposed maximum aggregate value of transaction:

  

 

  (5)  Total fee paid:

  

 

 

¨  Fee paid previously with preliminary materials.

 

¨  Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing.

 

  (1)  Amount Previously Paid:

  

 

  (2)  Form Schedule or Registration Statement No.:

  

 

  (3)  Filing Party:

  

 

  (4)  Date Filed:

  

 


PROXYVOTE.COM

Important Notice Regarding Availability of Proxy Materials

2011 UNITED TECHNOLOGIES CORPORATION Annual Meeting of Shareowners

MEETING DATE: April 13, 2011

This e-mail represents all shares in the following account(s):

~SUMMPROS~

CONTROL NUMBER: ~CTLNUMLAB~

Dear UTC Shareowner:

Thank you for participating in online access to UTC’s Annual Meeting Materials. Broadridge is the independent inspector of elections and tabulator of votes for UTC’s 2011 Annual Meeting of Shareowners.

The UTC Annual Report for 2010 and the Proxy Statement for the 2011 Annual Meeting of Shareowners are now available. To view the Annual Report and Proxy Statement, please click on the following links:

~MATTYPE1~

~URL1~

~MATTYPE2~

~URL2~

REMEMBER, YOUR VOTE IS IMPORTANT. PLEASE VOTE YOUR SHARES AS SOON AS YOU RECEIVE AND REVIEW YOUR PROXY MATERIALS.

IMPORTANT NOTICE TO PARTICIPANTS IN THE UTC EMPLOYEE SAVINGS PLAN: Broadridge must receive your voting instructions by 11:00 a.m. Eastern Daylight Time on April 11, 2011, in order to tabulate voting instructions of Savings Plan Participants and communicate those instructions to the Savings Plan trustee, who will vote your shares. If your voting instructions are not received by that time, your plan shares will be voted by the trustee as described in the Proxy Statement.

You can enter your voting instructions and view the shareholder material at the following Internet site. If your browser supports secure transactions you will be automatically directed to a secure site.

http://www.proxyvote.com/uniquecontrol #

Note: If your e-mail software supports it, you can simply click on the above link.

To access ProxyVote.com, you will need your four digit PIN, which is the last four digits of your Social Security number.

You also can use your Control Number to vote your shares by telephone. Simply call


1-800-690-6903 to access the secure and confidential telephone voting service. When voting by telephone, please keep the above Control Number available for your reference.

FURTHER INFORMATION CONCERNING THE FOLLOWING PROPOSALS IS INCLUDED IN UTC’S 2011 PROXY STATEMENT:

~MATTYPE1~

~URL1~

Proposal 1 – Election of Directors, Nominees:

 

01 Louis R. Chênevert    08 Richard D. McCormick
02 John V. Faraci    09 Harold McGraw III
03 Jean-Pierre Garnier    10 Richard B. Myers
04 Jamie S. Gorelick    11 H. Patrick Swygert
05 Edward A. Kangas    12 André Villeneuve
06 Ellen J. Kullman    13 Christine Todd Whitman
07 Charles R. Lee   

Proposal 2 – Appointment of the Firm of PricewaterhouseCoopers LLP to Serve as Independent Auditor

Proposal 3 – Approval of Amendment to 2005 Long-Term Incentive Plan

Proposal 4 – Advisory Vote on Compensation of Named Executive Officers

Proposal 5 – Advisory Vote on Frequency, in Future years, of Advisory Vote on Compensation of Named Executive Officers

Proposal 6 – Shareowner Proposal for Additional Share Retention Requirement for Senior Officers

If you would like to request a ticket to attend UTC’s 2011 Annual Meeting, please click on the following link: http://www.utc.com/Investor+Relations/Shareowner+Ticket+xxRequest

For assistance or if you would like to request paper copies of the Annual Report or Proxy Statement, please contact our Shareholder Direct information line at 1-800-881-1914 or the UTC Corporate Secretary’s Office at 1-860-728-7870.

Please do not send any e-mail to ID@ProxyVote.com. Please REPLY to this e-mail with any comments or questions about proxyvote.com. (Include the original text and subject line of this message for identification purposes.)

This message and any attachments are intended only for the use of the addressee and may contain information that is privileged and confidential. If the reader of the message is not the intended recipient or an authorized representative of the intended recipient, you are hereby notified that any dissemination of this communication is strictly prohibited. If you have received this communication in error, please notify us immediately by e-mail and delete the message and any attachments from your system.


Dear UBS Account Holder,

The following communication is being provided to you at the request of United Technologies Corporation (“UTC”). Please be advised that the information and recommendations provided below are from UTC alone, and UBS expressly disclaims any and all responsibility and/or liability for the information and recommendations provided. UBS makes no representation concerning the accuracy or completeness of the information provided and takes no position with respect to the advisability of the recommendations made. Any questions or concerns should be addressed to UTC management.

United Technologies Corporation

Annual Meeting of Shareowners

April 13, 2011 at 2:00 p.m. MST

Dear Fellow Shareowner,

The 2011 Annual Meeting of UTC Shareowners will be held on April 13, 2011.

YOUR VOTE IS VERY IMPORTANT. WE URGE YOU TO SUBMIT VOTING INSTRUCTIONS FOR YOUR SHARES OF UTC COMMON STOCK HELD THROUGH UBS AS SOON AS POSSIBLE.

The Board of Directors recommends that you vote FOR the election of each of the nominees for director, FOR Proposals 2, 3, and 4 and AGAINST Proposal 6.

CONTROL NUMBER:                 

You can enter your voting instructions and view the shareholder material at the following Internet site. If your browser supports secure transactions you will be automatically directed to a secure site.

http://www.proxyvote.com/xx123456789xx

We would like to provide additional information concerning several of the proposals that will be voted on at the Annual Meeting.

Proposal 3 is sponsored by the Board of Directors and seeks shareowner approval of amendments to the 2005 Long-Term Incentive Plan to authorize additional shares for equity-based awards to eligible employees and directors. The Board believes the 2005 Long-Term Incentive Plan as amended will continue to encourage the performance necessary to continue UTC’s strong results in future years. We recommend that you vote FOR Proposal 3.

Proposals 4 and 5 are advisory votes required under legislation adopted by Congress in 2010. Proposal 4 requests that shareowners approve on an advisory basis the compensation of the named executive officers as disclosed in UTC’s Proxy Statement. Proposal 5 is an advisory vote on the frequency in future years of the advisory vote to approve the compensation of the named executive officers. Further information concerning these proposals is included in UTC’s Proxy Statement, a copy of which is available at the web site noted below. We recommend that you vote FOR Proposal 4. No recommendation is being made by the Board of Directors on Proposal 5.


Proposal 6 is a shareowner proposal submitted by the AFL-CIO Reserve Fund based on their disclosed holdings of 679 shares of UTC Common Stock.

The proposal requests that the Board adopt a policy requiring that senior executives retain shares acquired through UTC’s equity compensation plans for five years after vesting and issuance of shares, with such lockup period lapsing gradually over five years. The Board believes such a requirement is unnecessary because senior executives already hold, and are required to maintain, significant holdings of UTC Common Stock, as well as for the other reasons specified in UTC’s Proxy Statement. We recommend that you vote AGAINST Proposal 6.

We urge you to carefully review the additional information concerning these proposals that is provided in your Proxy Statement.

This reminder to vote has been sent in connection with your shares of UTC Common Stock held through UBS Hartford. If you also hold shares of UTC Common Stock through another account, you should receive a separate communication from the firm administering those holdings that explains how to vote those shares. For shares held through a bank or through another broker, shares registered directly in your name or shares held through the UTC Savings Plan, you should receive communications from Broadridge Investor Communications.

UTC is a great company whose results have been made possible by the efforts and skills of countless current and former employees. Special thanks for your own part in this.

Louis R. Chênevert,

Chairman & Chief Executive Officer

This message has been forwarded to you by Broadridge Investor Communications Services, on behalf of UBS and at the request of UTC management, in connection with your holdings of UTC Common Stock through your account with UBS.

The UTC Annual Report for 2010 and the Proxy Statement for the 2011 Annual Meeting of Shareowners are available at the following link: www.proxyvote.com.

Proxy Statement

https://materials.proxyvote.com/913017

Annual Report

https://materials.proxyvote.com/913017

Broadridge will receive and tabulate voting instructions and act as independent Inspectors of Election. VOTING IS CONFIDENTIAL, AS DESCRIBED IN UTC’S PROXY STATEMENT. TO SUBMIT YOUR VOTING INSTRUCTIONS FOR SHARES OF UTC COMMON STOCK HELD THROUGH UBS, PLEASE VISIT THE SECURE AND CONFIDENTIAL ONLINE VOTING SITE AT WWW.PROXYVOTE.COM AND FOLLOW THE ON-SCREEN INSTRUCTIONS. YOU WILL NEED YOUR CONFIDENTIAL VOTING CONTROL NUMBER PROVIDED ABOVE TO SUBMIT YOUR VOTING INSTRUCTIONS FOR YOUR SHARES OF UTC COMMON STOCK HELD THROUGH YOUR BROKER.

USING YOUR VOTING CONTROL NUMBER DETAILS PROVIDED ABOVE, YOU CAN ALSO SUBMIT YOUR CONFIDENTIAL VOTING INSTRUCTIONS BY TELEPHONE BY CALLING 1-800-474-7485.

Questions? For additional assistance regarding your account or submitting voting instructions for your shares, please visit https://www.ubs.com/usingonlineservices where you will find useful FAQs, phone numbers and our contact information.


This message and any attachments are intended only for the use of the addressee and may contain information that is privileged and confidential. If the reader of the message is not the intended recipient or an authorized representative of the intended recipient, you are hereby notified that any dissemination of this communication is strictly prohibited. If you have received this communication in error, please notify us immediately by e-mail and delete the message and any attachments from your system.

Please visit our website at http://financialservicesinc.ubs.com/wealth/E-maildisclaimer.html for important disclosures and information about our e-mail policies. For your protection, please do not transmit orders or instructions by e-mail or include account numbers, Social Security numbers, credit card numbers, passwords, or other personal information.

This message and any attachments are intended only for the use of the addressee and may contain information that is privileged and confidential. If the reader of the message is not the intended recipient or an authorized representative of the intended recipient, you are hereby notified that any dissemination of this communication is strictly prohibited. If you have received this communication in error, please notify us immediately by e-mail and delete the message and any attachments from your system.