SEC Filing

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SEC FORM 4 SEC Form 4

FORM 4

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
or Section 30(h) of the Investment Company Act of 1940

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

1. Name and Address of Reporting Person^*

Johnson Amy L

(Last)

(First)

(Middle)

1000 WILSON BLVD.

(Street)

ARLINGTON

22209

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
RTX Corp [ RTX ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Corporate VP and Controller

3. Date of Earliest Transaction (Month/Day/Year)
02/08/2024

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Rule 10b5-1(c) Transaction Indication

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	02/08/2024		M		2,452	A	$0⁽¹⁾	6,513	D
Common Stock	02/08/2024		A		1,960⁽²⁾	A	$91.04	8,473	D
Common Stock	02/08/2024		F		29.99	D	$91.04	8,443.01⁽³⁾	D
Common Stock	02/08/2024		F		492	D	$91.04	7,951.01	D
Common Stock	02/08/2024		F		821	D	$91.04	7,130.01	D
Common Stock								2,539	I	By Savings Plan Trustee

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 (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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Units	⁽⁴⁾	02/08/2024		A		2,200		⁽⁴⁾	⁽⁴⁾	Common Stock	2,200	$0.0000	23,692	D
Restricted Stock Units	⁽¹⁾	02/08/2024		M			2,452	⁽⁵⁾	⁽⁵⁾	Common Stock	2,452	$0.0000	21,240	D
Stock Appreciation Right	$91.04	02/08/2024		A		18,400		02/08/2027	02/07/2034	Common Stock	18,400	$91.04	18,400⁽⁶⁾	D

Explanation of Responses:

1. Time-based restricted stock units (RSUs) that represent the right to receive one share of the Issuer's Common Stock per unit.

2. The acquisition of shares of RTX Common Stock represents the vesting of performance share units (PSUs) awarded to the reporting person on February 8, 2021, under the RTX Long-Term Incentive Plan. Each PSU has a value equal to one share of RTX Common Stock. These PSUs vested solely upon achievement of pre-established performance goals for RTX's return on invested capital and earnings per share growth over a one-year performance period, which ended on December 31, 2021 (followed by a two-year holding period), and total shareholder return relative to the S&P 500 and aerospace & defense peer companies over a three-year performance period, which ended on December 31, 2023. The performance criteria were satisfied at the 143% level.

3. Includes 362.01 deferred stock units (the net amount following tax withholding from 392 deferred PSUs included in the acquisition reported in the footnote above). The reporting person previously elected to defer receipt of actual shares of common stock that otherwise would be received upon the vesting of these PSUs and instead acquired deferred stock units that settle exclusively in shares and are included in Table I as common stock equivalents. Each deferred stock unit has a value equal to one share of RTX Common Stock.

4. Each RSU, including dividend equivalents that accrue during the vesting period, represents a contingent right to receive one share of RTX Common Stock. These RSUs vest on the third anniversary of the date of grant.

5. Vesting of RSUs and delivery of shares with respect to the RSUs originally awarded on February 8, 2021.

6. This number reflects only stock appreciation rights (SARs) with these specific grant details and does not include other SARs. In addition to the SARs and not included in this number, the reporting person was also awarded 4,395 PSUs under the RTX Long-Term Incentive Plan. Each PSU has a value equal to one share of RTX Common Stock. These PSUs vest solely upon achievement of pre-established performance goals for RTX's return on invested capital, earnings per share growth and total shareholder return relative to the S&P 500 and aerospace & defense peer companies over a three-year performance period.

	/s/ Michelle G. Gewandter, as Attorney-In-Fact	02/12/2024
	** Signature of Reporting Person	Date
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).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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