RESIDEO TECHNOLOGIES, INC.
For the period ended Jun 3, 2026. Filed Apr 22, 2026.
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What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.
Jun 3, 2026 · Filed Apr 22, 2026
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
(Rule 14a-101)
Proxy Statement Pursuant to Section 14(a) of the
Securities Exchange Act of 1934
(Amendment No. )
| Filed by the Registrant ☒ | Filed by a Party other than the Registrant ☐ |
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Check the appropriate box:
| ☐ | Preliminary Proxy Statement |
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| ☐ | Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
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| ☒ | Definitive Proxy Statement |
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| ☐ | Definitive Additional Materials |
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| ☐ | Soliciting Material under §240.14a-12 |
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Resideo Technologies, Inc.
(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 all boxes that apply):
| ☒ | No fee required |
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| ☐ | Fee paid previously with preliminary materials |
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| ☐ | Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11 |
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April 22, 2026
Dear Resideo Shareholders:
We would like to invite you to attend the 2026 Annual Meeting of Shareholders of Resideo Technologies, Inc. (“Resideo” or the “Company”), which will be held via a live virtual meeting on Wednesday, June 3, 2026 at 1:00 p.m. Eastern Daylight Time.
The meeting will be held virtually via a live webcast and can be accessed by following the instructions provided in this Proxy Statement. This Proxy Statement, which includes a notice of the 2026 Annual Meeting, includes the agenda and procedures for the meeting, including how shareholders can participate. It also describes how our Board of Directors operates and gives information about director candidates and general compensation, corporate governance, and other matters.
2025 was a defining year for Resideo, one of strategic transformation that is intended to sharpen focus, reduce complexity, and unlock significant value for our shareholders.
| • | In August 2025, we terminated the Indemnification and Reimbursement Agreement (“Indemnification Agreement”) with Honeywell, resulting in the elimination of Resideo’s obligation to make annual payments to Honeywell of up to $140 million through 2043 for certain Honeywell environmental liabilities covered by the Indemnification Agreement. |
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| • | On July 30, 2025, Resideo announced its intention to separate our ADI Global Distribution (“ADI”) segment through a tax-free spin-off to Resideo shareholders (the “ADI Spin-Off”). The ADI Spin-Off is expected to result in two public companies which we believe are leading players in their distinct areas: |
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| ○ | Products & Solutions, which will be Resideo after the ADI Spin-Off, as a leading building products manufacturer focused on residential controls and sensing solutions that maximize comfort, help ensure safety and security, and deliver cost savings and value. |
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| ○ | ADI, which will be a separate public company after the ADI Spin-Off, as a leading global specialty distributor of professionally installed low-voltage products, including security and audio-visual solutions. |
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| ○ | The ADI Spin-Off is expected to be completed in the second half of 2026, subject to customary conditions. |
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Some additional financial and operational highlights in 2025 include:
| • | Resideo continued to execute well against our strategic initiatives. We delivered record net revenue, Adjusted EBITDA, and Adjusted EPS, and exceeded the high end of the range for all the metrics we provided in our annual financial outlook, in spite of a dynamic and uncertain global macroeconomic environment. |
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| • | Net revenue of $7.5 billion, increasing 11% year-over-year, supported in part by organic growth from both the ADI and Products and Solutions business segments. |
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| • | Our commitment to new product introduction remained evident in 2025, with ten major new product introductions by Products and Solutions, including the First Alert® SC5 connected smoke and carbon monoxide detector and the Honeywell Home® ElitePRO thermostat. We believe customer reception for these new products has been very positive and is building demand momentum for another year of exciting new product introductions in 2026. |
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| • | Gross margin of 29.4%, a 130-basis-point increase from 2024. The gross margin expansion was led by a 110-basis-point increase in Products and Solutions gross margin (11th consecutive quarters of year-over-year gross margin expansion) and a 200-basis-point increase in ADI gross margin (7th consecutive quarters of year-over-year gross margin expansion). |
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| • | Cash used in operations was $1,137 million. Adjusted cash provided by operations was $453 million, a 2% increase from 2024. This amount is adjusted to add back the one-time $1,590 million payment to Honeywell in August 2025 to terminate the Indemnification Agreement. |
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We remain committed to delivering profitable growth and durable free cash flow generation to drive long-term, sustainable shareholder value.
2026 PROXY STATEMENT
Resideo continued in its strong commitment to its employees in 2025 and was recognized on three of Forbes' 2026 corporate performance lists, reflecting the strength of our brand, the trust of our customers, and the commitment to our employees. We are proud to share that Resideo was named one of America's Most Trusted Companies, one of America's Best Companies, and one of America's Best-in-State Companies for Arizona.
We greatly value and actively work to address the input we receive from our investors on our business and strategy. Shareholder engagement remains a priority for Resideo, and we are in frequent communication with our largest investors on key matters, including our strategic vision, executive compensation, and other initiatives.
We look forward to your participation at the annual meeting. In addition, we encourage and welcome shareholder feedback on any topic related to Resideo. Communications can be addressed to directors in care of the General Counsel and Corporate Secretary, Jeannine Lane, at 16100 N. 71st Street, Suite 550, Scottsdale, Arizona 85254 or by email to investorrelations@resideo.com.
Every vote is important. Whether or not you plan to attend the virtual annual meeting, we urge you to authorize your proxy as soon as possible so that your shares may be represented at the meeting.
| Sincerely, Jay Geldmacher President and Chief Executive Officer | Sincerely,Andrew Teich Chairman of the Board |
2026 PROXY STATEMENT
Notice of 2026 Annual Meeting of Shareholders
| DATE | TIME | PLACE |
| Wednesday, June 3, 2026 | 1:00 p.m.Eastern Daylight Time | Via the internet atwww.virtualshareholdermeeting.com/REZI2026 |
Our 2026 annual meeting will be a live virtual meeting. There will be no physical location for the annual meeting. You will be able to participate in the annual meeting, vote your shares electronically and submit your questions during the live virtual meeting by visiting www.virtualshareholdermeeting.com/REZI2026 and entering the 16-digit control number provided in your proxy materials. You may also submit questions in advance of the meeting by visiting www.proxyvote.com. For more information on accessing the virtual annual meeting, see Question 5 in the section entitled “Questions and Answers About the Annual Meeting and Voting” on page 79.
Agenda:
Election of Directors
Advisory vote to approve executive compensation
Ratification of the appointment of independent registered public accounting firm
Act on a shareholder proposal described in this Proxy Statement, if properly presented
Transact such other business as may properly come before the meeting
How to Vote: Your vote is important to us. Unless you vote live at the virtual annual meeting, the deadline for receiving your vote is 11:59 p.m. Eastern Daylight Time, on June 2, 2026.
| VIA INTERNET | BY PHONE | BY MAIL | VIA VIRTUAL MEETING |
| www.proxyvote.com to vote your shares via the internet. You will need the 16-digit control number provided in your proxy materials when you access the web page. | If your shares are held in the name of a bank, brokerage firm or similar organization, follow the telephone voting instructions, if any, provided on your voting instruction card. If your shares are registered in your name, call 1-800-690-6903. You will need the 16-digit control number provided in your proxy materials when you call. | Complete and sign the proxy card or voting instruction form and return it in the enclosed postage pre-paid envelope. | You may vote your shares live at the virtual annual meeting by visiting www.virtualshareholdermeeting.com/ REZI2026. You will need to enter the 16-digit control number provided in your proxy materials to vote your shares at the virtual annual meeting. |
This Notice of 2026 Annual Meeting of Shareholders and related proxy materials are being distributed or made available to shareholders beginning on April 22, 2026.
On behalf of Resideo’s Board of Directors,
JEANNINE LANE
EXECUTIVE VICE PRESIDENT,
GENERAL COUNSEL AND CORPORATE SECRETARY
Important Notice Regarding the Availability of Proxy Materials for the 2026 Annual Meeting of Shareholders to be held on Wednesday, June 3, 2026: our Proxy Statement and 2025 Annual Report are available free of chargeon our Investor Relations website at investor.resideo.com.
2026 PROXY STATEMENT
Table of Contents
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