DEF 14A of Otis Worldwide Corp, Apr 4, 2025

DEF 14A of Otis Worldwide Corp

Filed Apr 4, 2025 · FY20240001140361-25-012360

Open on EDGAR

  1. Our director nominees

    Our director nominees The Board has nominated 11 individuals for election to the Otis Board upon recommendation of the Nominations and Governance Committee. These nominees are deeply experienced executives with the highest integrity and bring a highly diverse collection of backgrounds, experience, skills and perspectives. The nominees have led and advised companies as executive officers, chairs, founders, managing or lead partners and directors in a wide range of sectors, including asset management, automotive, consumer products, manufacturing, telecommunications, transportation and professional services. Each of the nominees is a current Otis director.

  2. Our director nominees

    | INDEPENDENT | | | | | | Thomas A. Bartlett, 66 Former President and Chief Executive Officer, American Tower Corporation Board Committees: Audit, Compensation Director since October 2023 | | Jeffrey H. Black, 70 Former Senior Partner and Vice Chairman, Deloitte LLP Board committees: Audit (Chair) Director since April 2020 | | | Jill C. Brannon, 61 Executive Vice President, Chief Sales Officer, FedEx Corporation Board Committees: Audit, Nominations and Governance Director since October 2023 | | Nelda J. Connors, 59 Founder and Chief Executive Officer, Pine Grove Holdings, LLC Board committees: Audit, Compensation Director since October 2022 | | | Kathy Hopinkah Hannan, 63 Former Global Lead Partner, National Managing Partner and Vice Chairman, KPMG, LLP Board committees: Audit, Nominations and Governance Director since April 2020 | | Shailesh G. Jejurikar, 58 Chief Operating Officer, The Procter & Gamble Company Board committees: Compensation (Chair) Director since April 2020 | | | Christopher J. Kearney, 69 Former Chairman and Chief Executive Officer, SPX Corporation Board committees: None Director since April 2020 | | Margaret M. V. Preston, 67 Managing Director, Cohen Klingenstein, LLC Board committees: Nominations and Governance (Chair) Director since April 2020 | | | Shelley Stewart, Jr., 71 Former Chief Procurement Officer, E. I. du Pont de Nemours and Company Board committees: Compensation, Nominations and Governance Director since April 2020 | | John H. Walker, 67 Former Chairman and Chief Executive Officer, Global Brass and Copper Holdings, Inc. Board committees: Compensation Director since April 2020 |

  3. Our director nominees

    | NON-INDEPENDENT | | | | Judith F. Marks, 61 Chair, Chief Executive Officer and President, Otis Worldwide Corporation Director since April 2020 |

  4. BOARD OF DIRECTORS

    BOARD OF DIRECTORS The full Board has oversight responsibility for the following areas of risk and risk management:

  5. BOARD OF DIRECTORS

    | • | Overall risk management program and structure, and risk tolerance levels |

  6. BOARD OF DIRECTORS

    | • | Selection and retention of senior executive management |

  7. BOARD OF DIRECTORS

    | • | Company culture and engagement |

  8. BOARD OF DIRECTORS

    | • | Management succession planning and development |

  9. BOARD OF DIRECTORS

    | • | Business objectives and major strategies |

  10. BOARD OF DIRECTORS

    | • | Risks deemed significant |

  11. BOARD OF DIRECTORS

    Otis’ Board and its committees receive regular reports from the head of Internal Audit, General Counsel and other senior management regarding ERM, litigation and legal matters, compliance programs and risks, and other applicable risk-related policies, procedures and limits. We believe that our leadership structure supports our risk oversight function. The Board delegates certain risk management responsibilities to committees. While each committee is responsible for evaluating certain risks and overseeing the management of such risks, the entire Board is regularly informed through committee reports about such risks. Working with management, the Board supports discussions around escalating risks as business needs dictate. Risk oversight delegated to committees includes:

  12. BOARD OF DIRECTORS

    | AUDIT COMMITTEE • Enterprise Risk Management (ERM) • Financial statements and disclosures, reporting and controls • Legal, ethical and regulatory compliance • Financial (including policies related to investments, uses of cash and taxes) • Cybersecurity and privacy • Review of significant acquisitions and divestitures | COMPENSATION COMMITTEE • Executive incentive plan performance metrics and goals, including ESG factors • Compensation levels for senior leaders • Pay equity • CEO performance goals • Stock ownership requirements • Clawback policies | NOMINATIONS AND GOVERNANCE COMMITTEE • Director qualifications and nomination • Director independence • Assessment of Board effectiveness • Board refreshment • Corporate governance • Environment, health and safety • Corporate social responsibility and charitable giving • Sustainability and climate-related risks • Public policy issues • Shareholder engagement and proposals on various topics |

  13. BOARD OF DIRECTORS

    | BOARD OVERSIGHT OF CYBERSECURITY | | The security of our products, services and corporate network is a key priority both for the growth of our business and our responsibilities as a leader in our industry. Otis has taken a risk-based approach to cybersecurity. We have implemented cybersecurity policies throughout our operations as part of our important digital transformation activities, including designing and incorporating cybersecurity into our products and services while they are being developed. | | Otis has established a three-level governance model for managing cybersecurity risks. Cybersecurity risks are overseen by the Audit Committee of the Board. Our Chief Digital Officer (“CDO”) and Chief Information Security Officer (“CISO”) regularly brief the Audit Committee and other members of the Board on the Otis Cybersecurity Program and cyber-threat landscape, including twice in 2024. Our Cybersecurity Program is directed by both our CDO and CISO, and we have established a Cyber Governance Council and Steering Committee made up of senior management, including our CEO. These committees are informed about and monitor the prevention, mitigation, detection, and remediation of cybersecurity incidents through their management of, and participation in, the cybersecurity risk management and strategy processes described above, including the operation of our incident response plan. | | Members of our Board also received briefings on risks associated with generative artificial intelligence, privacy management and our IT infrastructure. In addition, Audit Committee members periodically participate in simulated cyber incident tabletop exercises. Several members of our Board hold a CERT Certificate in Cybersecurity Oversight issued by the CERT Division of the Software Engineering Institute at Carnegie Mellon University. | | Our CDO and CISO collectively have over 25 years of prior work experience in various roles involving managing information security, developing cybersecurity strategy and implementing effective information and cybersecurity programs, as well as relevant degrees and certifications. These includes Certified Information Security Manager certification and National Association of corporate Directors (NACD) Cyber training. All Otis colleagues engaged in cybersecurity are required to have a baseline certification (such as Security+, CISSP or CISM), as well as an operational cyber certification (for example, incident response or forensics analysis). |

  14. BOARD OF DIRECTORS

    | ESG PROGRAMS | | Otis’ business strategy – accelerate Service portfolio growth; deliver modernization value; sustain New Equipment growth; advance digitalization; and focus and empower our organization – is supported by our four ESG pillars. Together they drive value for all our stakeholders and the broader communities where we live and work. Underscoring the correlation between our business and ESG strategies, the Board and its committees engage in extensive review and oversight of ESG-related topics. | | Otis has developed an ESG Governance Model that supports its business strategy. ESG matters impact every corner of the business, and, accordingly, ESG governance is cross-functional, involving senior leaders and subject matter experts from Otis’ multiple functional and business areas. The ESG Council – composed of select Executive Officers and other senior executives of the company – works closely with an internal ESG Working Group comprising Otis subject matter experts on relevant topics. Both the ESG Council and ESG Working Group meet frequently, with the ESG Council reporting regularly to the CEO. | | ESG Risks | | A number of ESG risks are expressly considered in the ERM risk identification and assessment process, including ESG reporting in accordance with a complex and growing regulatory environment. ESG risks and corresponding mitigation actions that do not make the list of Top ERM Risks are managed by the ESG Council and ESG Working Group using a modified version of the ERM process. Otis also addresses impacts and opportunities related to climate change and other ESG topics through its ESG Council. |

  15. Our Board nominees

    Our Board nominees The Board, on the recommendation of the Nominations and Governance Committee, has nominated for election the 11 individuals below. All are current directors of Otis.

  16. Biographical information

    Biographical information Each nominee’s biography highlights the key skills and attributes on which the Board particularly relies, in addition to describing each director’s significant work experience and service.

  17. Biographical information

    | INDEPENDENT DIRECTOR TENURE: Since October 2023 BOARD COMMITTEES: Audit, Compensation OTHER CURRENT PUBLIC COMPANY DIRECTORSHIPS: ExlService Holdings, Inc. | THOMAS A. BARTLETT | 66 | BIRTHPLACE UNITED STATES | | | | | EXPERIENCE: • President and Chief Executive Officer, American Tower Corporation, 2020-2024 • Executive Vice President and Chief Financial Officer, American Tower Corporation, 2009-2020 OTHER LEADERSHIP EXPERIENCE AND SERVICE: • Director, Brightspeed (non-public) since 2024 • Executive Advisor, Apollo Global Management, Inc. (non-public) since 2024 • Member, Council on Foreign Relations, since 2024 • Advisor, Samaritans, since 2013 • Director, American Tower Corporation, 2020-2024 • Member, Business Roundtable, 2020-2024 • Board of Governors, National Association of Real Estate Investment Trust (NAREIT), 2020-2024 • Board of Governors, World Economic Forum’s Information and Communications Technologies (ICT), 2020-2024 • Director, Equinix, Inc., 2013-2020 • Board of Advisors, Rutgers Business School, since 2000 ACCREDITATION / TRAINING: • Certified Public Accountant • Rutgers University, MBA, 1981 | SKILLS AND ATTRIBUTES | | | | | | Public company CEO | | | | | Enterprise transformation | | | | | Corporate strategy | | | | | Leadership experience outside the U.S. | | | | | Risk management | | | | | Audit Committee financial expert |

  18. Biographical information

    | INDEPENDENT DIRECTOR TENURE: Since April 2020 BOARD COMMITTEES: Audit (Chair) OTHER CURRENT PUBLIC COMPANY DIRECTORSHIPS: Carter’s, Inc. | JEFFREY H. BLACK | 70 | BIRTHPLACE UNITED STATES | | | | | EXPERIENCE: • Senior Partner and Vice Chairman, Deloitte LLP, 2002-2016; Member of Board of Directors, 2004-2011 • Partner-in-Charge of Metro New York audit practice, Arthur Andersen LLP, 1988-2002 OTHER LEADERSHIP EXPERIENCE AND SERVICE: • Director, Basin Holdings LLC (non-public), since 2018 • Director, Vantage Airport Group, LTD (non-public), since 2016 • Director, The University at Albany Bioscience Development Corp. (non-public), since 2015 • Treasurer and Director, The University at Albany Foundation, since 2009 • Board Chair, The Research Foundation for the State University of New York, 2012-2022 ACCREDITATION / TRAINING: • Certified Public Accountant • NACD Master Class in Cybersecurity, 2023 • CERT Certificate in Cybersecurity Oversight issued by the CERT Division of the Software Engineering Institute at Carnegie Mellon University, 2021 | SKILLS AND ATTRIBUTES: | | | | | | Risk management | | | | | Audit Committee financial expert |

  19. Biographical information

    | INDEPENDENT DIRECTOR TENURE: Since October 2023 BOARD COMMITTEES: Audit, Nominations and Governance OTHER CURRENT PUBLIC COMPANY DIRECTORSHIPS: None | JILL C. BRANNON | 61 | BIRTHPLACE UNITED STATES | | | | | EXPERIENCE: • Executive Vice President, Chief Sales Officer, FedEx Corporation, since 2019 • Senior Vice President, FedEx Express – Europe, Middle East, India & Africa, 2015-2019 • Senior Vice President, International Sales, FedEx Services, 2006-2015 • FedEx Services – Roadway Package System (FedEx Ground) – Roadway Express, 1985-2006 OTHER LEADERSHIP EXPERIENCE AND SERVICE: • Director, Advisory Board, European Transport Solutions SARL, Luxembourg, since 2022 • Director, US-ASEAN Business Council, 2011-2015 • Director, International Children’s Heart Foundation, 2008-2010 | SKILLS AND ATTRIBUTES: | | | | | | Enterprise transformation | | | | | Corporate strategy | | | | | Leadership experience outside the U.S. |

  20. Biographical information

    | INDEPENDENT DIRECTOR TENURE: Since October 2022 BOARD COMMITTEES: Audit, Compensation OTHER CURRENT PUBLIC COMPANY DIRECTORSHIPS: Carnival Corporation and Carnival plc ConocoPhillips Company Zebra Technologies Corporation | NELDA J. CONNORS | 59 | BIRTHPLACE UNITED STATES | | | | | EXPERIENCE: • Founder, Chair and Chief Executive Officer, Pine Grove Holdings, LLC, since 2011 • President and Chief Executive Officer, Atkore International Inc. (formerly the Electrical and Metal Products division of Tyco International), 2008-2011 • Vice President, Eaton Corporation plc, 2002-2008 OTHER LEADERSHIP EXPERIENCE AND SERVICE: • Annual Rotating Member, Otis Inclusion Advisory Group, 2024 • Director, Arsenal AIC Holdings, Inc. (non-public), since 2023 • Operating Partner, Red Arts Capital (non-public), since 2023 • Advisor, Vibracoustic SE (non-public), since 2018 • Director, Baker Hughes Company, 2020-2024 • Director, Boston Scientific Corporation, 2009-2024 • Advisor, Nissan North America Inc., 2020-2023 • Director, BorgWarner Inc., 2020-2022 • Advisor, Queen’s Gambit Growth Capital, 2020-2022 • Director, EnerSys Corporation, 2017-2021 • Director, CNH Industrial N.V., 2020 • Director, Delphi Technologies PLC, 2017-2020 • Director, Echo Global Logistics, Inc., 2013-2021 • Director, Federal Reserve Bank of Chicago, 2011-2017 ACCREDITATION / TRAINING: • University of Dayton, MS in Mechanical Engineering, 1990 | SKILLS AND ATTRIBUTES: | | | | | | Corporate strategy | | | | | Leadership experience outside the U.S. | | | | | Risk management | | | | | Audit Committee financial expert |

  21. Biographical information

    | INDEPENDENT DIRECTOR TENURE: Since April 2020 BOARD COMMITTEES: Audit, Nominations and Governance OTHER CURRENT PUBLIC COMPANY DIRECTORSHIPS: Annaly Capital Management, Inc. Ginkgo Bioworks | KATHY HOPINKAH HANNAN | 63 | BIRTHPLACE UNITED STATES | | | | | EXPERIENCE: • Global Lead Partner, Senior Advisor for Board Leadership Center and National Leader Total Impact Strategy, KPMG LLP, 2015-2018 • National Managing Partner of Diversity and Corporate Responsibility, KPMG LLP, 2009-2015 • Midwest Area Managing Partner, Tax Services, KPMG LLP, 2004-2009 • Vice Chairman, Human Resources, KPMG LLP, 2000-2004 OTHER LEADERSHIP EXPERIENCE AND SERVICE: • Trustee, Tribal Abatement Fund Trust, since 2022 • Trustee, The Conference Board, since 2022 • Director, Carpenter Technology Corporation, 2022-2023 • Annual Rotating Member, Otis Inclusion Advisory Group, 2022 • Board Chair, Smithsonian National Museum of the American Indian, 2021-2022 • Director, Blue Trail Software (non-public), 2018-2022 • Board Chair and National President, Girl Scouts of the United States of America, 2014-2020 • President George W. Bush’s National Advisory Council on Indian Education, 2004-2008 ACCREDITATION / TRAINING: • Certified Public Accountant • NACD Master Class in Cybersecurity, 2023 • CERT Certificate in Cybersecurity Oversight issued by the CERT Division of the Software Engineering Institute at Carnegie Mellon University, 2021 • NACD Directorship Certification by the National Association of Corporate Directors, 2021 • Harvard Business School Online, Sustainable Business Strategy Course, 2021 • Benedictine University, Ph.D. in Leadership and Ethics Studies, 2016 | SKILLS AND ATTRIBUTES: | | | | | | Corporate strategy | | | | | Risk management | | | | | Audit Committee Financial Expert |

  22. Biographical information

    | INDEPENDENT DIRECTOR TENURE: Since April 2020 BOARD COMMITTEES: Compensation (Chair) OTHER CURRENT PUBLIC COMPANY DIRECTORSHIPS: None | SHAILESH G. JEJURIKAR | 58 | BIRTHPLACE INDIA | | | | | EXPERIENCE: • Chief Operating Officer, The Procter & Gamble Company, since 2021 • Chief Executive Officer, Fabric & Home Care, The Procter & Gamble Company, 2019-2021 • Executive Sponsor, Corporate Sustainability, The Procter & Gamble Company, 2016-2021 • President, Global Fabric Care & Home Care Sector, The Procter & Gamble Company, 2018-2019 • President, Global Fabric Care, The Procter & Gamble Company, 2015-2018 • President, Fabric Care, North America and Corporate New Business, The Procter & Gamble Company, 2014-2015 OTHER LEADERSHIP EXPERIENCE AND SERVICE: • Chairperson, Cincinnati Center City Development Corporation, since 2022 • Vice Chairman, ACI-American Cleaning Institute, 2016-2017 ACCREDITATION / TRAINING: • CERT Certificate in Cybersecurity Oversight issued by the CERT Division of the Software Engineering Institute at Carnegie Mellon University, 2021 | SKILLS AND ATTRIBUTES: | | | | | | Enterprise transformation | | | | | Corporate strategy | | | | | Leadership experience outside the U.S. | | | | | Risk management |

  23. Biographical information

    | INDEPENDENT DIRECTOR TENURE: Since April 2020 BOARD COMMITTEES: None OTHER CURRENT PUBLIC COMPANY DIRECTORSHIPS: Nucor Corporation | CHRISTOPHER J. KEARNEY | 69 | BIRTHPLACE UNITED STATES | | | | | EXPERIENCE: • Managing Partner, Eagle Marsh Holdings, LLC, since 2017 • Executive Chair, Otis Worldwide Corporation, 2020-2022 • Non-Executive Chairman, SPX FLOW, Inc., 2016-2017 • Chairman, President and Chief Executive Officer, SPX FLOW, Inc., October-December 2015 • Chairman, President and Chief Executive Officer, SPX Corporation, 2007-2015 • President and Chief Executive Officer, SPX Corporation, 2004-2007 OTHER LEADERSHIP EXPERIENCE AND SERVICE: • Lead Director, Nucor Corporation, since 2022 • Director, United Technologies Corporation, 2018-2020 • Director, SPX Corporation, 2015-2016 • Director, Polypore International, Inc., 2012-2015 ACCREDITATION / TRAINING: • DePaul University, College of Law, JD, 1981 | SKILLS AND ATTRIBUTES: | | | | | | Public company CEO | | | | | Enterprise transformation | | | | | Corporate strategy | | | | | Risk management |

  24. Biographical information

    | NON-INDEPENDENT DIRECTOR AND CHAIR, CHIEF EXECUTIVE OFFICER AND PRESIDENT TENURE: Since April 2020 BOARD COMMITTEES: None OTHER CURRENT PUBLIC COMPANY DIRECTORSHIPS: Caterpillar, Inc. | JUDITH F. MARKS | 61 | BIRTHPLACE UNITED STATES | | | | | EXPERIENCE: • Chair (since 2022), Chief Executive Officer and President (since 2020), Otis Worldwide Corporation • President (since 2017) and Chief Executive Officer (since 2019), Otis Elevator Company • Chief Executive Officer, Siemens USA and Dresser Rand, a Siemens business, 2016-2017 • Executive Vice President, New Equipment Solutions, Dresser Rand, 2015-2016 • President and Chief Executive Officer, Siemens Government Technologies, 2011-2015 OTHER LEADERSHIP EXPERIENCE AND SERVICE: • Member, Business Roundtable, since 2021 ○ Member of the Board of Directors, since 2023 ○ Chair of the Trade & International Committee, since 2023 ○ Co-Chair of the China Working Group, since 2023 ○ Member of the Tax Committee, 2022 • Board Member, AdvanceCT, since 2021 • Member, U.S.-India CEO Forum, 2022-2024 • Director, Hubbell Incorporated, 2016-2020 | SKILLS AND ATTRIBUTES: | | | | | | Public company CEO | | | | | Enterprise transformation | | | | | Corporate strategy | | | | | Risk management |

  25. Biographical information

    | INDEPENDENT DIRECTOR TENURE: Since April 2020 BOARD COMMITTEES: Nominations and Governance (Chair) OTHER CURRENT PUBLIC COMPANY DIRECTORSHIPS: McCormick & Company | MARGARET M. V. PRESTON | 67 | BIRTHPLACE UNITED STATES | | | | | EXPERIENCE: • Managing Director, Cohen Klingenstein, LLC, since 2021 • Managing Director, North Region Leader, U.S. Wealth Management, TD Bank, N.A., 2014-2019 • Managing Director and Regional Executive for U.S. Trust, Bank of America Private Wealth Management, 2006-2014 • Executive Vice President, Wealth Management and Investments, PNC Bank (formerly Mercantile-Safe Deposit & Trust Co.), 2002-2006 OTHER LEADERSHIP EXPERIENCE AND SERVICE: • Annual Rotating Member, Otis Inclusion Advisory Group, 2025 • Board Member, United Way of New York City Women’s Leadership Council, 2006-2020 • Board Member, Lincoln Center, Women’s Leadership Council, 2014-2019 ACCREDITATION / TRAINING: • NACD Directorship Certification by the National Association of Corporate Directors, 2023 • University of Pennsylvania, The Wharton School, Executive Leadership Program, 2013 • Harvard University, Graduate School of Business Administration, MBA, 1983 | SKILLS AND ATTRIBUTES: | | | | | | Corporate strategy | | | | | Leadership experience outside the U.S. | | | | | Risk management | | | | | Audit Committee Financial Expert |

  26. Biographical information

    | INDEPENDENT DIRECTOR TENURE: Since April 2020 BOARD COMMITTEES: Compensation, Nominations and Governance OTHER CURRENT PUBLIC COMPANY DIRECTORSHIPS: Kontoor Brands, Inc. Clean Harbors, Inc. | SHELLEY STEWART, JR. | 71 | BIRTHPLACE UNITED STATES | | | | | EXPERIENCE: • Managing Partner, Bottom Line Advisory LLC, since 2018 • Vice President, Sourcing and Logistics, and Chief Procurement Officer, E. I. du Pont de Nemours and Company, 2012-2018 • Senior Vice President, Operational Excellence, Chief Procurement Officer, Tyco International plc, 2005-2012 • Vice President, Supply Chain Management, Tyco International plc, 2003-2005 • Senior Vice President, Supply Chain, Invensys Ltd, 2001-2003 OTHER LEADERSHIP EXPERIENCE AND SERVICE: • Board Chair, The Executive Leadership Council, since 2025 • Annual Rotating Member, Otis Inclusion Advisory Group, 2023 • Advisory Board, Ariel Alternatives, LLC, since 2021 • Chairman, Billion Dollar Roundtable Inc., since 2019 • Board of Trustees, Howard University, since 2018 • Board of Governors, University of New Haven, since 2018 • Chair, Board of Visitors, Howard University School of Business, since 2015 • Director, Cleco Corporation, 2010-2016 | SKILLS AND ATTRIBUTES: | | | | | | Enterprise transformation | | | | | Risk management |

  27. Biographical information

    | LEAD DIRECTOR INDEPENDENT DIRECTOR TENURE: Since April 2020 BOARD COMMITTEES: Compensation OTHER CURRENT PUBLIC COMPANY DIRECTORSHIPS: None | JOHN H. WALKER | 67 | BIRTHPLACE UNITED STATES | | | | | EXPERIENCE: • Non-Executive Chair, O-I Glass, 2021-2024 • Non-Executive Chairman, Nucor Corporation, 2020-2022 • Non-Executive Chairman, Global Brass and Copper Holdings, Inc., 2014-2019 • Executive Chairman, Global Brass and Copper Holdings, Inc., 2013-2014 • Chief Executive Officer, Global Brass and Copper Holdings, Inc., 2007-2014 • President and Chief Executive Officer, The Boler Company, 2003-2006 • Chief Executive Officer, Weirton Steel Corporation, 2001-2003 OTHER LEADERSHIP EXPERIENCE AND SERVICE: • Director, O-I Glass, Inc., 2019-2024 • Director, Nucor Corporation, 2008-2023 • Director, United Continental Holdings, Inc., 2002-2016 • Director, Delphi Corporation, 2005-2009 | SKILLS AND ATTRIBUTES: | | | | | | Public company CEO | | | | | Enterprise transformation | | | | | Corporate strategy | | | | | Risk management |

  28. Compensation of directors

    Compensation of directors

  29. 2024 non-employee director compensation

    2024 non-employee director compensation The following table provides information on the compensation paid to our non-employee Board members in 2024. Ms. Marks, who is also an employee, receives no additional compensation for her service as a director.

  30. 2024 non-employee director compensation

    | Name | Fees Earned or Paid in Cash ($)(1) | Stock Awards ($)(2) | All Other Compensation ($)(3) | Total ($) | | Thomas A. Bartlett | 130,000 | 195,000 | 25,000 | 350,000 | | Jeffrey H. Black | 134,000 | 201,000 | – | 335,000 | | Jill C. Brannon | – | 325,000 | – | 325,000 | | Nelda J. Connors | – | 325,000 | 20,000 | 345,000 | | Kathy Hopinkah Hannan | 130,000 | 195,000 | 25,000 | 350,000 | | Shailesh G. Jejurikar | – | 330,000 | 25,000 | 355,000 | | Christopher J. Kearney | – | 310,000 | 25,000 | 335,000 | | Margaret M. V. Preston | – | 330,000 | 24,500 | 354,500 | | Shelley Stewart, Jr. | 124,000 | 186,000 | 25,000 | 335,000 | | John H. Walker | – | 345,000 | 20,500 | 365,500 |

  31. 2024 non-employee director compensation

    | (1) Mses. Brannon, Connors, and Preston and Messrs. Jejurikar, Kearney and Walker elected to receive additional DSUs in lieu of the cash portion of the annual retainer. |

  32. 2024 non-employee director compensation

    | (2) Stock Awards consist of the grant date fair value of DSU awards credited to the director’s account, including any portion of the annual cash retainer that the director elected to receive as DSUs. The value of DSU awards has been calculated in accordance with the Compensation – Stock Compensation Topic of the FASB ASC 718, using assumptions described in Note 12: Employee Benefit Plans to the Consolidated Financial Statements to our 2024 Form 10-K. The number of DSUs credited to each director for their annual retainer(s) was calculated by dividing the value of the award by $96.56, the closing price of our common stock on May 16, 2024, which was the date of our 2024 Annual Meeting and the date of grant. DSU awards vest on the grant date but the shares underlying the awards are not distributed until the director leaves the Board. The aggregate number of awards outstanding for each director can be found in the table on page 89. |

  33. 2024 non-employee director compensation

    | (3) Amounts in this column represent matching contributions to eligible nonprofit organizations under our matching gift program that covers non-employee directors as well as Otis colleagues. Under this program, we make matching contributions up to $25,000 per year. |

  34. Compensation best practices

    | What we do | What we don’t do | | • Pay for performance • Set challenging performance goals aligned with short- and long-term business objectives • Annually assess our executive compensation programs to ensure that they do not encourage imprudent risk-taking • Maintain strong clawback provisions • Use an independent compensation consultant • Maintain robust stock ownership requirements • Require our Executive Leadership Group (“ELG”) members, where permitted by law, to sign non-competition and non-solicitation agreements | • Allow hedging or pledging of our stock • Reprice, backdate or spring-load equity awards • Vest equity on a single-trigger basis on a change in control • Provide excessive severance • Provide change in control excise tax gross-ups • Provide significant perquisites • Include evergreen provisions in our Long-Term Incentive (“LTI”) program |

  35. Executive compensation philosophy

    | ATTRACT, RETAIN AND MOTIVATE TOP TALENT We benchmark our programs and target pay (base salary, Short-Term Incentive [“STI”] and LTI awards) to be competitive in the markets in which we compete for talent. Our programs also include competitive benefits to promote physical, mental and financial well-being. | DRIVE PERFORMANCE Our compensation programs are designed to ensure that a significant portion of compensation opportunity is variable and based on a mix of company and individual performance. We offer meaningful upside opportunity in both our STI and LTI programs for achieving superior performance. We use performance goals aligned with business objectives to drive both near- and long-term success. We retain discretion to increase or decrease compensation based on individual performance. | REINFORCE CORE VALUES We regularly review compensation to ensure it is appropriate and equitable. We consider results and how those results were achieved in setting and approving compensation. We emphasize the importance of adhering to The Otis Absolutes of Safety, Ethics and Quality, and maintain clawback provisions and discretion to reduce compensation where appropriate. | ENSURE SHAREHOLDER ALIGNMENT Our STI and LTI programs use financial performance measures that correlate well with shareholder value. The value of our LTI is tied to our performance on both an absolute and relative basis. We maintain strong stock ownership requirements with hedging and pledging prohibitions. |

  36. Roles and responsibilities

    | COMPENSATION COMMITTEE | CEO | | Oversees our programs | Provides selective input to the Compensation Committee | | • Reviews our executive compensation practices and policies to ensure that they align executive and shareholder interests • Reviews and approves our clawback provisions • Annually reviews a risk assessment of our compensation policies, plans and practices • Assists the Board in its oversight of our human capital management • Establishes and determines the satisfaction of performance goals for our STI and LTI programs • Reviews and approves our compensation peer group • Recommends the CEO’s compensation to the Board • Reviews and approves the CEO’s recommendations for pay changes for ELG members and executive officers and makes adjustments, as appropriate • Annually reviews compliance with stock ownership requirements • Reviews and approves executive compensation program design changes • Considers shareholder input regarding executive compensation decisions and policies • Engages independent compensation consultant | • Considers the performance of ELG members and executive officers, market benchmarks, internal equity, and retention risk when determining compensation recommendations • Presents the Compensation Committee with recommendations for each principal element of compensation for other ELG members (including the other NEOs) and executive officers • Has no role in the determination of her own compensation | | THE INDEPENDENT COMPENSATION CONSULTANT Provides expert, objective advice and support to the Compensation Committee The independent compensation consultant provides technical expertise, market analyses, strategic insights and trend data to assist the Compensation Committee on program design and compensation decision making. | MANAGEMENT Provides insights, context and perspectives to support Compensation Committee decision-making Management collaborates closely with the Compensation Committee and its independent compensation consultant to ensure programs are compelling, fair, competitive, and aligned with the company’s goals and talent strategies. |

  37. Independent compensation consultant

    Independent compensation consultant Pearl Meyer is the Compensation Committee’s independent compensation consultant. It advises the Compensation Committee on a variety of subjects, including compensation plan design and trends, benchmarking data and related matters. Pearl Meyer reported directly to the Compensation Committee, participated in meetings as requested and communicated with the Compensation Committee Chair between meetings as necessary. The Compensation Committee has the sole authority to modify or approve Pearl Meyer’s compensation, determine the nature and scope of its services, evaluate its performance, terminate its engagement, and hire a replacement or an additional consultant at any time. The Compensation Committee conducts annual evaluations of its independent consultant’s performance. The Compensation Committee reviewed Pearl Meyer’s qualifications, independence and any potential conflicts of interest. The Compensation Committee determined that Pearl Meyer qualified as an independent consultant. In making this determination, the Compensation Committee considered, among other things: (i) that Pearl Meyer does not provide other services to, or receive other fees from, Otis; (ii) the amount of fees Otis paid as a percentage of Pearl Meyer’s total revenue; (iii) the policies and procedures adopted by Pearl Meyer to prevent conflicts of interest; (iv) any business or personal relationship of the Pearl Meyer consultant with any member of the Compensation Committee; (v) any Otis stock owned by the Pearl Meyer consultant; and (vi) any business or personal relationship of the Pearl Meyer consultant or Pearl Meyer with any Otis executive officer.

  38. Our compensation peer group

    Our compensation peer group

  39. HOW WE USE PEER GROUP DATA

    HOW WE USE PEER GROUP DATA The Compensation Committee regularly assesses the competitiveness of Otis’ executive compensation programs by comparing them to the compensation programs of 15 to 20 U.S. publicly traded companies that make up our compensation peer group (the “Peer Group”). Data from a broader range of companies also is used for insight into general compensation trends and to supplement Peer Group data when necessary and appropriate. The Compensation Committee evaluates each compensation element relative to the market median for each ELG member’s and NEO’s role and makes adjustments based on its assessment of other factors that it determines to be relevant, including Otis’ and individual performance, job scope, retention risk, internal pay equity and tenure.

  40. HOW OUR PEER GROUP WAS CONSTRUCTED

    HOW OUR PEER GROUP WAS CONSTRUCTED The Compensation Committee annually reviews the Peer Group and makes updates as needed to align with the established criteria and the company’s strategy. In determining the Peer Group, the Compensation Committee selects public companies that are similar to Otis in terms of industry and business profile, company size (revenue and market capitalization ideally within 0.5X to 2X those of Otis), global operational complexity and pay practices. In addition, the Compensation Committee also considers companies that investors use to evaluate our business and performance. The Peer Group for 2024 remained unchanged from 2023 and consisted of the following 17 companies:

  41. HOW OUR PEER GROUP WAS CONSTRUCTED

    | Carrier Global Corporation | Illinois Tool Works Inc. | Stanley Black & Decker, Inc. | | Cummins Inc. | Johnson Controls International plc | TE Connectivity Ltd. | | Dover Corporation | Lear Corporation | Trane Technologies plc | | Eaton Corporation plc | Motorola Solutions, Inc. | Wabtec Corporation | | Fluor Corporation | Parker Hannifin Corporation | Western Digital Corporation | | Fortive Corporation | Rockwell Automation, Inc. | |

  42. OTIS VERSUS PEER GROUP

    OTIS VERSUS PEER GROUP The 2024 Peer Group was selected in September 2023, the revenue percentile was determined based on 2022 fiscal year end, and the market capitalization percentile was determined as of September 1, 2023.

  43. One-Time Equity Awards

    One-Time Equity Awards In 2024, the Compensation Committee and Board determined to grant one-time equity-based awards to several NEOs. The intent of the one-time awards was to proactively ensure critical leadership continuity as the company executes on its ambitious strategic and financial objectives and works to capture significant market opportunity in the years ahead. Details around the structure, design and rationale for each award are further expanded upon on page 56.

  44. STI compensation

    STI compensation We are committed to providing a market-competitive compensation program designed to motivate and reward key talent. In furtherance of this objective, we provide an STI program that rewards our executives, including our NEOs, based on annual financial results, the Compensation Committee’s assessment of company performance against ESG objectives, and individual performance. The program balances regional (i.e., the Americas, Asia Pacific, China and EMEA regions) and global companywide goals and aligns our NEOs on key performance goals critical to our near-term and long-term success. Under the STI program design, Mses. Marks, and LaFreniere and Mr. Zheng were rewarded based on the achievement of our overall performance goals, while our region NEO, Mr. Miñarro Viseras, was rewarded based on a combination of region performance goals (50% weighting) and our overall performance goals (50% weighting). The 50% region and 50% overall split is a change from our 2023 STI program made to balance focus on the regional results he most directly impacted, while also appropriately maintaining an incentive to take actions that benefit Otis overall. Ms. Méndez’s STI payment was prorated based on her promotion date to reflect the time she worked in her corporate role and as a region executive in EMEA prior to her promotion. The graphic below illustrates the 2024 STI design for our NEOs: The 2024 STI metrics and weightings remain unchanged from 2023, as the Compensation Committee believed the plan remained strategically aligned, market competitive and well-balanced across metrics to ensure appropriate focus on alignment with shareholder outcomes. The only changes to the STI structure in 2024 were updating the Region payout factor weighting from 80% Region and 20% Otis Overall to 50% Region and 50% Otis Overall, and changing the ESG multiplier from two stand-alone metrics to a holistic assessment, as described below.

  45. Financial performance goals

    Financial performance goals The table below describes why we chose our financial performance goals, how the relative weightings were chosen and how the targets were determined. It also provides information on the minimum and maximum payout levels. Please refer to Appendix B on page 103 for information on how these goals are defined and calculated.

  46. Financial performance goals

    | | Adjusted Net Income/Operating Profit | Adjusted Free Cash Flow (FCF) | Organic Sales Growth | New Equipment Orders Growth | | Why the performance goal was chosen by the Compensation Committee | Net income reflects the operational and financial performance of management’s impact on the business, without considering share repurchases, to motivate the focus on operational performance. Adjusted net income was chosen for corporate-level NEOs because it includes items such as tax and interest, which are measured and influenced at the corporate level. Operating Profit was chosen for our region NEOs because they can most directly influence this measure. | FCF performance measures our ability to generate cash to fund our operations, strategic initiatives, pay down debt, reward our shareholders and invest in acquisitions. | Organic sales is a key measure of top-line growth, which helps drive net income and FCF. | New Equipment orders are essential in laying the foundation for future or multiyear growth. This goal helps ensure management balances short- and long-term performance objectives. | | How the relative performance goal weightings were determined | The Compensation Committee continued to maintain a significant focus on earnings (40%) and FCF (30%), which are key metrics for our business. To encourage top-line growth, it set each of organic sales growth and New Equipment orders growth at 15%. | | | | | How the targets were determined | The targets for 2024 were set at levels that build upon the 2023 STI program results achieved. The 2024 net income target was approximately 4.9% greater than the 2023 STI program net income result. The 2024 FCF target was 4.6% greater than the 2023 STI program FCF result. The 2024 organic sales growth target was set at 2.8% on top of strong 5.5% growth in 2023. The 2024 New Equipment orders growth target was set at -2.5% in a market that was expected to decline by low-to-mid single digits. | | | | | How the threshold and maximum thresholds were determined | The thresholds reflect the minimum levels at which the Compensation Committee believes payouts should be made. The maximums were set at levels that the Compensation Committee determined to require exceptional performance in order to justify a 200% payout. | | | |

  47. Financial performance goals

    The 2024 STI target percentages were unchanged from those in effect at the end of 2023 for Mses. Marks and LaFreniere and Messrs. Maheshwari and Miñarro Viseras. Ms. Méndez’s target increased to 100% of her salary when she was promoted. Mr. Zheng’s target increased from 80% to 90% of his salary to ensure that his STI target remained competitive externally. The 2024 STI target percentages are provided below:

  48. Financial performance goals

    | | Target % of Base Salary | | J. Marks | 160 | | C. Méndez | 100 | | P. Zheng | 90 | | N. LaFreniere | 80 | | E. Miñarro Viseras | 90 | | A. Maheshwari | 100 |

  49. Financial performance goals

    Our STI program provides the Compensation Committee with the ability to make adjustments to the STI financial performance payout factors to account for material, unforeseen circumstances beyond management’s control that affected financial performance results relative to the preestablished goals, including certain nonrecurring charges and credits unrelated to operating performance. No adjustments were made for 2024. The following table shows the performance goals, the payouts at maximum, target and threshold performance levels, and the adjusted STI results and associated payout factors before the application of the ESG multiplier and any individual performance adjustment.

  50. Financial performance goals

    | | Adjusted Net Income ($M) | | Adjusted Free Cash Flow (FCF) ($M) | | Organic Sales Growth % | | New Equipment Orders Growth % | | Total Payout % | | Performance Goals(1) | Goal $ | Payout % | Goal $ | Payout % | Goal % | Payout % | Goal % | Payout % | | | Maximum | 1,630 | 80 | 1,737 | 60 | 6.0 | 30.0 | 7.2 | 30.0 | 200 | | Target | 1,552 | 40 | 1,579 | 30 | 2.8 | 15.0 | (2.5) | 15.0 | 100 | | Threshold | 1,475 | 20 | 1,421 | 15 | (2.3) | 7.5 | (12.3) | 7.5 | 50 | | 2024 Actual Results | 1,564 | 46 | 1,571 | 29 | 1.4 | 13.0 | (7.6) | 11.0 | 99 |

  51. Financial performance goals

    The final 2024 STI financial payout factors for Ms. Méndez and Mr. Miñarro Viseras were 120% and 131%, respectively.

  52. Financial performance goals

    | (1) Refer to Appendix B on page 103 for the definitions of the Performance Goals and Appendix A on pages 99-102 for a reconciliation of our non-GAAP financial measures and GAAP financial measures. For the purposes of 2024 STI, Adjusted Net Income was calculated at constant currency. |

  53. DETERMINATION OF 2024 INCENTIVE PAYMENTS

    | SALARY | | TARGET STI % | | FINANCIAL PERFORMANCE PAYOUT FACTOR % | | OVERALL ESG MULTIPLIER | | INDIVIDUAL PERFORMANCE PAYOUT FACTOR % | | STI PAYMENT |

  54. DETERMINATION OF 2024 INCENTIVE PAYMENTS

    | | Salary ($) | Target STI % | Financial Performance Payout Factor % | Overall ESG Multiplier | Individual Performance Payout Factor % | STI Payment ($) | | J. Marks | 1,400,000 | 160 | 99 | 1.075 | 105 | 2,500,000 | | C. Méndez(1) | 786,705 | 71.1 | 120 | 1.075 | 105 | 750,373 | | P. Zheng | 700,000 | 90 | 99 | 1.075 | 105 | 701,000 | | N. LaFreniere | 690,000 | 80 | 99 | 1.075 | 110 | 644,000 | | E. Miñarro Viseras | 658,253 | 90 | 131 | 1.075 | 110 | 920,497 |

  55. DETERMINATION OF 2024 INCENTIVE PAYMENTS

    | (1) For Ms. Méndez, both her 2024 target STI percentage and financial performance payout factor were prorated based on the effective date of her promotion to reflect the time she worked in her corporate role and in her regional EMEA role. |

  56. DETERMINATION OF 2024 INCENTIVE PAYMENTS

    The base salaries in effect at year-end were used to calculate the STI payments. STI payment amounts and payout factors were rounded. For consistency with the values reported in the “Summary Compensation Table,” Ms. Méndez’s salary was converted from Swiss francs to U.S. dollars using the December 31, 2024, CHF-to-USD conversion rate of 1.10705, and Mr. Miñarro Viseras’ salary was converted from euros to U.S. dollars, using the December 31, 2024, EUR-to-USD conversion rate of 1.04156, regardless of the prevailing exchange rates in effect at the actual time of payment. Each of our NEOs received individual performance payout factor increases ranging from 5% to 10%. These increases were made in recognition of their exceptional performance and individual efforts and contributions to the transformation of our operating model through UpLift.

  57. LTI compensation

    LTI compensation

  58. LTI GRANTS

    LTI GRANTS Our NEOs are granted annual LTI awards. In 2024, as in 2023, we granted a combination of PSUs, RSUs and SARs. For our NEOs and other senior executives, 50% of the annual target LTI opportunity was awarded in PSUs, 25% in RSUs and 25% in SARs. The largest portion was awarded as PSUs to drive the achievement of the underlying performance goals that we believe are important to our success. The other 50% of the LTI opportunity has been equally split between RSUs and SARs to drive retention and alignment with shareholders, respectively. To determine the number of shares subject to PSUs and RSUs, we divided the applicable target grant value for these awards by our average stock price over the calendar month preceding the month of the grant date. We do this to reduce the impact of short-term price fluctuations on the number of shares awarded. To determine the number of shares subject to SARs, we divided the target SAR value by the fair value of a SAR as determined under a binominal lattice model by a third-party valuation consultant. The target value of the 2024 annual LTI awards granted to each of our NEOs is shown below:

  59. LTI GRANTS

    | | 2024 Target Value of LTI Awards ($) | 2023 Target Value of LTI Awards ($) | | J. Marks | 12,000,000 | 11,000,000 | | C. Méndez | 2,700,000 | N/A | | P. Zheng | 2,250,000 | 1,800,000 | | N. LaFreniere | 1,650,000 | 1,500,000 | | E. Miñarro Viseras | 2,500,000 | 2,500,000 | | A. Maheshwari | 2,900,000 | 2,600,000 |

  60. LTI GRANTS

    The increases for Mses. Marks and LaFreniere and Messrs. Maheshwari and Zheng were made to ensure that their LTI compensation remained competitive with others in similar roles in our Peer Group and in recognition of their strong performance in 2023. Mr. Miñarro Viseras did not receive an increased LTI award given his recent hire date. Mr. Maheshwari’s award was forfeited upon his termination. As noted on page 56, Mses. Marks and LaFreniere and Mr. Zheng also received one-time LTI awards in 2024.

  61. PSUs

    PSUs PSUs incentivize and reward achievement of long-term financial goals. Performance is measured over a three-year performance period (i.e., from January 1 of the first year of the performance period to December 31 of the last year of the performance period). PSUs vest following the end of the performance period, based on our performance and the recipient’s continued employment through that time, with exceptions for death, disability, retirement, qualifying terminations within two years following a change-in-control and certain qualifying involuntary terminations. Prior to vesting, PSUs accumulate dividend equivalents, which are reinvested as additional PSUs and subject to the same vesting schedule. If PSUs vest, shares will be paid shortly after the conclusion of the performance period based on the Compensation Committee’s determination and certification of the achievement level of the underlying performance goals. For the 2024-2026 performance cycle, as well as our prior performance cycles, the performance goals are three-year cumulative adjusted EPS (“Cumulative EPS”) and three-year average organic sales growth (“Average Organic Sales Growth”), with 60% of the PSUs eligible to vest based upon Cumulative EPS results and 40% eligible to vest based upon Average Organic Sales Growth results. In addition, our PSUs include a relative TSR multiplier to further link PSUs to shareholder value creation. The number of PSUs earned based upon the achievement of Cumulative EPS and Average Organic Sales Growth will be adjusted upward or downward by a multiplier factor of 1.2 to 0.8, depending on our relative TSR as measured against the companies in the S&P 500 Industrials Index over the performance period. The maximum payout of PSUs is capped at 200% of the sum of the “target” number of PSUs awarded plus reinvested dividend equivalents. For more information on what is included in the definitions of Cumulative EPS and Average Organic Sales Growth, please refer to Appendix A on pages 99-102.

  62. CUMULATIVE EPS (60% WEIGHTING)

    CUMULATIVE EPS (60% WEIGHTING) The graph below shows the Cumulative EPS payout factor for the 2024-2026 performance cycle at threshold performance ($11.01), target performance ($12.23) and maximum performance ($13.13). The threshold, target and maximum performance levels set for the 2024-2026 performance cycle are all greater than the corresponding levels set for 2023-2025 performance cycle.

  63. AVERAGE ORGANIC SALES GROWTH (40% WEIGHTING)

    AVERAGE ORGANIC SALES GROWTH (40% WEIGHTING) The graph below shows the Average Organic Sales Growth payout factor for the 2024-2026 performance cycle at threshold performance (+1.1%), target performance (+3.1%) and maximum performance (+5.1%). The threshold, target and maximum performance levels set for the 2023-2025 performance cycle were 1.0%, 3.0% and 5.0%, respectively.

  64. TSR MULTIPLIER

    TSR MULTIPLIER TSR is calculated based on the stock price change from the average 20-trading day closing price prior to the beginning of the 2024-2026 performance period to the average 20-trading day closing price prior to the end of the performance period, including the reinvestment of dividends paid. As shown below, there will be a 20% reduction (multiplier of 0.8) in the number of shares otherwise payable if we rank in the bottom quartile of relative TSR performance; a 20% increase (multiplier of 1.2) if we rank in the top quartile of relative TSR performance; and an adjustment percentage determined on a linear basis if we rank in between these levels. The following table describes why we chose the PSU performance goals, how the relative weightings were chosen, how the targets were determined, how the maximums and thresholds were determined, and why a TSR multiplier was used.

  65. TSR MULTIPLIER

    | | Cumulative EPS | Average Organic Sales Growth | | Why the performance goal was chosen by the Compensation Committee | This goal was chosen because it aligns with how we communicate our performance to investors and because it is a strong indicator of a company’s financial success. | This goal was chosen to incentivize top-line growth. | | How the relative performance goal weightings were determined | The Compensation Committee chose to maintain a larger focus (60%) on Cumulative EPS since it is a key indicator of business strength. However, it also wanted to provide considerable emphasis (40%) on Average Organic Sales Growth to encourage top-line growth. | | | How the targets were determined | The EPS target of $12.23 requires a 7.2% compound annual growth rate and was set when we expected a 0.8% foreign currency headwind. The 3.1% Average Organic Sales Growth target was set based on historic annual organic sales growth and three-year growth rates. | | | How the maximums and thresholds were determined | The maximums were set at levels that the Compensation Committee determined to require exceptional performance to justify a 200% payout. The thresholds reflect the minimum level at which the Compensation Committee believes payouts should be made. | | | Why a +/- 20% TSR multiplier is used | A +/- 20% multiplier (1.2 to 0.8) provides a further link to shareholder value creation. 20% was determined to strike the appropriate balance between the achievement of the goals tied to Otis’ long-range plan and our relative TSR performance against other companies in the S&P 500 Industrials Index. | |

  66. DETERMINATION OF 2022-2024 PSU VESTING

    DETERMINATION OF 2022-2024 PSU VESTING We granted PSUs on February 3, 2022. The vesting of these PSUs, as well as the other PSUs we have subsequently granted, depend on achieving three-year performance cycle goals, subject to continued employment. For the 2022-2024 performance cycle, as well as the other performance cycles, our three-year Cumulative EPS and Average Organic Sales Growth results are measured against the preestablished goals the Compensation Committee set when these awards were granted. In addition, our relative TSR performance can increase or decrease the number of PSUs eligible to vest by up to +/- 20%, subject to an overall maximum payout of 200% of the sum of the “target” number of PSUs granted plus any accumulated dividend equivalents. For more information on the design of our PSUs and on the definitions of Cumulative EPS and Average Organic Sales Growth, please see the discussion on pages 52-54 and Appendix A on pages 99-102. The formula to determine the number of PSUs that vested is as follows:

  67. DETERMINATION OF 2022-2024 PSU VESTING

    | TARGET PSU GRANT + REINVESTED DIVIDENDS | | WEIGHTED AVERAGE OF THE PERFORMANCE GOALS | | RELATIVE TSR MULTIPLIER | | NUMBER OF VESTED PSUS |

  68. DETERMINATION OF 2022-2024 PSU VESTING

    The performance results used to determine the final 2022-2024 PSU payout factor are set forth below.

  69. DETERMINATION OF 2022-2024 PSU VESTING

    | Performance Goals | Threshold | Target | Maximum | Actual | Weight | Payout Factor | | Cumulative EPS | $8.99 | $10.58 | $12.17 | $10.54 | 60% | 0.99 | | Average Organic Sales Growth | 2.4% | 4.9% | 7.4% | 3.2% | 40% | 0.66 | | Weighted Average of Performance Goals | | | | | | 0.85 | | Relative TSR Multiplier | | | | | | -4.06% | | Final Payout Factor | | | | | | 0.82 |

  70. DETERMINATION OF 2022-2024 PSU VESTING

    In March 2022, Otis ended investments and stopped taking new orders in Russia. Following the divestiture of our Russian operations, in July 2022, the Compensation Committee adjusted the Cumulative EPS threshold, target and maximums from those that were previously approved. The Cumulative EPS target was reduced by 29 cents which corresponds to the EPS that was expected to be generated by our business in Russia during the performance period under our 2021 long-range operating plan. The Compensation Committee also reduced the threshold by 24 cents since it was set at 85% of the target and reduced the maximum by 34 cents since it was set at 115% of the target. The Compensation Committee also adjusted the Average Organic Sales Growth threshold, target and maximum performance goals by 0.1% due to the sale of our Russian operations, in line with the organic sales growth expected to be generated by our business in Russia under our long-range plan. Any earnings or sales from our Russian operations in 2022 were excluded for purposes of determining PSU vesting.

  71. RSUs

    RSUs RSUs entitle the award recipient to receive shares of our common stock when the RSUs vest. RSUs earn dividend equivalents during the vesting period that are reinvested as additional RSUs each time we pay a dividend and are subject to the same vesting schedule. Our annual RSU grants vest ratably on each of the first three anniversaries of the grant date, with exceptions for death, disability, retirement, qualifying terminations within two years following a change-in-control and certain qualifying involuntary terminations. RSUs align the interests of our NEOs with shareholders and help retain executive talent.

  72. EQUITY GRANT PRACTICES

    EQUITY GRANT PRACTICES We have an equity award and delegation policy. This policy was adopted to establish regular award grant dates to help prevent any risk of actual or apparent “spring-loading” or “bullet-dodging.” The Compensation Committee approves annual LTI awards to our executive officers at its meeting in February each year. This follows the release of our annual earnings by at least two trading days and the filing of our Form 10-K by at least one trading day to ensure that the market has adequate time to absorb our results. Off-cycle LTI awards also may be granted during the year. These grants occur on a designated trading day of the month following the month in which all approvals for the grant are obtained, unless otherwise determined by the Board, the Compensation Committee or the Chair, CEO and President. The Compensation Committee has delegated the authority to certain officers to make individual equity grants to persons who are not officers subject to Section 16 of the Exchange Act or to ELG members within certain parameters. The Compensation Committee reviews the use of this delegation annually.

  73. 2024 ONE-TIME EQUITY AWARD TO JUDITH F. MARKS

    2024 ONE-TIME EQUITY AWARD TO JUDITH F. MARKS On July 23, 2024, the independent members of the Otis Board approved, upon the recommendation of the Compensation Committee of the Board, a one-time equity-based award to Ms. Marks. In determining to make this award, the Board carefully considered several key factors as Ms. Marks entered into her eighth year leading Otis:

  74. 2024 ONE-TIME EQUITY AWARD TO JUDITH F. MARKS

    | • | The status and execution needs around Otis’ operating model transformation through the UpLift program, focused on enhancing customer centricity and driving down infrastructure costs, and the trending macroeconomic and geopolitical forces expected to impact business operations in key markets in the years ahead, |

  75. 2024 ONE-TIME EQUITY AWARD TO JUDITH F. MARKS

    | • | Motivating a high-performing CEO under whose leadership significant value has been created for Otis shareholders to remain in position and continue to drive company performance in a highly competitive market for seasoned executive talent, and |

  76. 2024 ONE-TIME EQUITY AWARD TO JUDITH F. MARKS

    | • | Leadership succession strategy and planning timelines, both in partnership with Ms. Marks and independently as a Board, to ensure a robust pipeline of top talent for key roles. |

  77. 2024 ONE-TIME EQUITY AWARD TO JUDITH F. MARKS

    Reflecting their strong confidence in Ms. Marks’ proven ability to drive exceptional results, the Board determined that proactively ensuring her leadership continuity in the years ahead was critical and strongly in the best interest of Otis shareholders and stakeholders. In partnership with their independent compensation consultant, they structured an award designed to incentivize strong continued performance and ensure retentive impact. The magnitude of target opportunity was thoughtfully determined following an assessment of competitive market dynamics, benchmarking data, and career path/runway considerations. This award, designed to be heavily performance-based, was delivered in the form of 60% PSUs (154,036 units) and 40% in RSUs (102,691 units). Underscoring the Compensation Committee’s and the Board’s belief in the strength and efficacy of our overall program design, the one-time PSU award maintained the same design, targets and performance period of our annual 2024 PSU award (as outlined on pages 52-54). Several conditions were added in order to enhance retentive impact and further strengthen the alignment of Ms. Marks’ interests with shareholder outcomes, including the requirement to remain employed through the third anniversary of the grant date except in the case of her death, disability or qualifying termination of employment following a change in control of Otis, the removal of accelerated vesting provisions for retirement eligibility, and the addition of a mandatory one-year post vesting holding period. The remainder of the grant was delivered in three-year cliff-vested RSUs, also subject to the above-mentioned conditions. The Board firmly believes that proactively ensuring the leadership continuity of Ms. Marks as CEO is critical to and serves the best interest of Otis shareholders. The company conducted outreach to our top 10 shareholders representing approximately 47% of all outstanding shares with respect to the award. The Chair of the Compensation Committee participated in calls with those shareholders opting to engage to share those perspectives first-hand. Feedback and input from all engagements were shared with the full Board.

  78. 2024 ONE-TIME EQUITY AWARDS TO NORA LAFRENIERE AND PEIMING ZHENG

    2024 ONE-TIME EQUITY AWARDS TO NORA LAFRENIERE AND PEIMING ZHENG In support of Ms. Marks, the Compensation Committee also sought to ensure that the company remains well-positioned to execute on the critical operating model transformation while continuing to deliver strong operational results and positioning the organization for continued success. One-time awards were made in support of this objective to two key global leaders, Ms. LaFreniere and Mr. Zheng, who are each highly experienced and long-tenured with deep understanding of Otis and its operations, and whose ongoing leadership continues to be critical. In 2024, the Compensation Committee granted one-time RSU awards to Ms. LaFreniere and Mr. Zheng with target values of $3,000,000 each. One-third of the RSUs for each will vest on the first anniversary of the grant dates and the remaining two-thirds will vest on the third anniversary of their respective grant dates. These one-time awards have the same terms and conditions as standard annual LTI awards with the exception of the removal of accelerated vesting retirement provisions. The Compensation Committee remains confident that these awards are made and structured in the best interest of shareholders.

  79. Clawbacks

    | Element | Compensation Recovery Policy | | Triggers | • Termination for Cause (as defined in the LTI program) • Discovery within three years of termination of grounds that termination could have been for Cause • Breach of non-solicitation and non-disparagement provisions within two years following termination • Breach of non-competition provisions within one year following termination • Restatement of financial results attributable to intentional or negligent actions or recalculation of performance outcomes if reasonably likely that corrected results would have led to (or delivered) a lower incentive payment • Behavior, including personal misconduct or negligence, that causes or could reasonably be expected to cause material harm (whether reputational, financial or otherwise) to Otis | | Covered Colleagues | Anyone who receives STI (executives) and/or LTI (executives and other select colleagues) awards | | Covered Compensation | • STI awards • LTI awards • Other incentive-based compensation designated by the Compensation Committee | | Lookback period | Three years | | Discretion | The Compensation Committee has discretion to apply the policy and to determine the amount to recover | | Effective Date | January 1, 2024 – prior clawback provisions in STI and LTI programs continue to apply to compensation granted prior to the effective date |

  80. Employment agreements

    Employment agreements None of our U.S.-based ELG members have employment agreements. The Compensation Committee does not believe that our interests are served by entering into employment contracts because they limit our flexibility and often provide for guaranteed compensation levels. However, we have entered into agreements with executives based outside of the United States, including Ms. Méndez and Mr. Miñarro Viseras, where local regulations and practices require employment agreements.

  81. Severance and change in control arrangements

    Severance and change in control arrangements All of our NEOs and ELG members are covered by our ELG Severance Plan. We also provide executives with severance protection under our Change in Control Severance Plan. The majority of the companies in our Peer Group provide similar plans or arrangements. The Compensation Committee believes that such arrangements are a necessary component of a competitive executive compensation program and provide an appropriate level of benefits in the event of qualifying termination. Both our ELG Severance Plan (the “Severance Plan”) and Change in Control Severance Plan require covered participants to agree to post-employment restrictive covenants designed to protect our interests, including non-competition and non-solicitation obligations to the extent permitted under applicable laws. In addition, Mses. Marks and LaFreniere and Mr. Zheng received a UTC Executive Leadership Group RSU grant when we were part of UTC. These awards, which were converted into Otis ELG RSU grants at the Separation, will vest if a “mutually agreeable separation” occurs. A “mutually agreeable separation” would occur upon one of the following:

  82. Severance and change in control arrangements

    | • | An ELG member’s position is eliminated or diminished by a divestiture, restructuring, shift in priorities or similar event |

  83. Severance and change in control arrangements

    | • | An ELG member retires between age 62 and 65 with the company’s consent |

  84. Severance and change in control arrangements

    | • | An ELG member retires at age 65 or older |

  85. Severance and change in control arrangements

    Receipt of the ELG RSU award is contingent upon the executive entering into an agreement containing the following restrictive covenants: (i) non-competition; (ii) employee non-solicitation; (iii) non-disparagement; (iv) protection of confidential, sensitive and proprietary information; and (v) post-termination cooperation. As explained below, Otis discontinued the practice of granting ELG RSU grants and instead adopted the ELG Severance Plan.

  86. ELG SEVERANCE PLAN

    ELG SEVERANCE PLAN The Compensation Committee adopted the Severance Plan to provide ELG members with severance benefits upon qualifying terminations of employment. The Compensation Committee was also motivated to adopt the Severance Plan because it wanted to provide a more market-competitive severance arrangement based on the ELG member’s annual cash compensation rather than the stock-based severance arrangement previously provided by UTC to its ELG members (i.e., the ELG RSU awards described above), which varies in value based on trading prices. The Severance Plan provides for the payment of severance and other benefits upon an involuntary termination of employment other than for Cause, Disability (as such terms are defined in the Severance Plan) or death, and that is not a qualifying termination under our Change in Control Severance Plan (discussed on the following page). Subject to the execution of a release of claims and agreement to non-competition and non-solicitation obligations that may extend for up to two years after termination, the Severance Plan provides for the following payments and benefits upon a qualifying termination:

  87. ELG SEVERANCE PLAN

    | • | A lump-sum payment equal to 1X (1.5X for the CEO) the sum of the ELG member’s annual base salary and target STI |

  88. ELG SEVERANCE PLAN

    | • | A prorated STI for the year of termination, with such STI to be paid after the completion of the year based on actual performance, but assuming target performance for any individual performance goals |

  89. ELG SEVERANCE PLAN

    | • | Continued healthcare benefits for up to 12 months at no cost |

  90. ELG SEVERANCE PLAN

    | • | Outplacement services for up to 12 months |

  91. ELG SEVERANCE PLAN

    The value of any cash severance payable under the Severance Plan to an ELG member will be reduced by the value of their ELG RSU grant, if any, that vests upon termination of employment, as well as by any other severance benefits that the ELG member is entitled to receive upon termination of employment.

  92. CHANGE IN CONTROL SEVERANCE PLAN

    CHANGE IN CONTROL SEVERANCE PLAN Our Change in Control Severance Plan, which was adopted prior to the Separation, provides severance benefits to eligible executives upon a qualifying termination of employment. The plan was adopted to address the uncertainty that may result from a potential change in control, including the loss or distraction of our executives to the detriment of Otis and its shareholders. Under the Change in Control Severance Plan, an NEO who is terminated without cause or resigns for good reason on, or within the two years following a change in control, would be entitled to receive, subject to the officer’s execution of a release of claims and agreement to a one-year post-termination non-competition covenant and a two-year post-termination non-solicitation covenant:

  93. CHANGE IN CONTROL SEVERANCE PLAN

    | • | A lump-sum cash severance payment equal to 3X (for the CEO) or 2X (for the other NEOs) the sum of the executive’s annual base salary and target STI |

  94. CHANGE IN CONTROL SEVERANCE PLAN

    | • | A prorated target STI for the year of termination (reduced by any STI payment to which the NEO is entitled for the same period of service) |

  95. CHANGE IN CONTROL SEVERANCE PLAN

    | • | Up to 12 months of healthcare benefit coverage continuation at no cost |

  96. CHANGE IN CONTROL SEVERANCE PLAN

    | • | Outplacement services for 12 months |

  97. CHANGE IN CONTROL SEVERANCE PLAN

    | • | Continued financial planning services for 12 months |

  98. CHANGE IN CONTROL SEVERANCE PLAN

    The Change in Control Severance Plan provides that if the payments and benefits payable under it are, or otherwise would be, subject to the golden parachute excise tax imposed under the Internal Revenue Code (“IRC”), then the executive will either receive all such payments and benefits and pay the excise tax, or such payments and benefits will be reduced to the extent necessary so that the excise tax does not apply, whichever approach results in a higher after-tax amount of the payments and benefits being retained by the executive. Under our LTI program, unvested equity awards will vest on an accelerated basis if, within two years following a change in control, an NEO’s employment is terminated in circumstances that would entitle them to severance under the Change in Control Severance Plan. For PSUs, performance is determined at the greater of actual or target levels. A change in control will generally be triggered under the Change in Control Severance Plan or the LTI program upon one of the following events:

  99. CHANGE IN CONTROL SEVERANCE PLAN

    | • | The acquisition by any individual, entity or group of 20% or more of our outstanding securities or 20% or more of the combined voting power of our outstanding securities |

  100. CHANGE IN CONTROL SEVERANCE PLAN

    | • | A change in the composition of a majority of our Board that is not supported by at least two-thirds of the incumbent board of directors |

  101. CHANGE IN CONTROL SEVERANCE PLAN

    | • | The consummation of certain major corporate transactions, such as a reorganization, merger or consolidation, or sale or other disposition of all or substantially all of our assets |

  102. CHANGE IN CONTROL SEVERANCE PLAN

    | • | Approval by our shareholders of our complete liquidation or dissolution |

  103. Retirement and deferred compensation benefits

    Retirement and deferred compensation benefits Our NEOs and former NEOs included in the “Pay versus performance” table on pages 79-82 participate in retirement and deferred compensation benefit plans that help us to attract and retain talent. Below are brief descriptions of these plans. See the “Pension Benefits” and the “Nonqualified Deferred Compensation” tables on pages 73-74 for more details. Except for the Savings Plan, each of the U.S. plans is nonqualified and unfunded. Ms. Méndez resides in the U.S. on a long-term assignment from Switzerland but remains eligible to participate in the local Swiss employee benefits, including cash balance benefit plans. Mr. Miñarro Viseras, who resides in Spain, is eligible to participate in the local employee benefits plans, including a defined benefit plan and a defined contribution plan.

  104. Retirement and deferred compensation benefits

    | Plan | Description | | Otis Retirement Savings Plan (“Savings Plan”) | The Savings Plan is a tax-qualified defined contribution plan where salaried employees receive an age-based company contribution (ranging from 3% to 5.5% of eligible compensation) to their Savings Plan account. Participants also receive a matching contribution equal to 60% of the first 6% of eligible compensation they contribute after completion of one year of service. | | Otis Savings Restoration Plan (“SRP”) | The SRP permits eligible employees to defer up to 6% of their eligible compensation, to the extent such compensation exceeds the IRC compensation limit applicable to the Savings Plan, and to receive employer matching contributions at the same rate (up to 60% of the first 6% of eligible compensation) that would have been provided in the Savings Plan if not for the IRC’s compensation limit. Upon termination of employment, SRP vested balances are distributed based on the participant’s prior election in a lump sum or in annual installments over periods ranging from two to 15 years. However, if a participant terminates prior to age 50, a lump sum will be distributed. The investment options in the SRP are similar to those offered in the Savings Plan. | | Otis Company Automatic Contribution Excess Plan (“CACEP”) | Under the CACEP, eligible employees receive an age-based company automatic contribution for amounts above the IRC limits applicable to the Savings Plan. These age-based contributions range from 3% to 5.5% of eligible compensation. The CACEP also provides missed-matching contributions for employees whose matching contributions to the Savings Plan are limited by the IRC’s contribution limit. In addition, employees who elect to defer eligible compensation to the DCP receive an additional contribution to the CACEP to the extent the deferrals result in a reduction to company automatic contributions to the CACEP. Upon termination of employment, CACEP vested balances are distributed based on the participant’s prior election in a lump sum or in annual installments over periods ranging from two to 15 years. However, if a participant terminates prior to age 50, a lump sum will be distributed. The investment options in the CACEP are similar to those offered in the Savings Plan. | | Otis Deferred Compensation Plan (“DCP”) | The DCP allows eligible participants to defer up to 50% of their base salary and/or up to 70% of their STI. The compensation deferred receives the age-based company automatic contribution and is matched to the extent the DCP deferrals result in a reduction to contributions that would otherwise have been contributed under the Savings Plan, CACEP and/or the SRP, as applicable. Participants may elect a retirement date or a distribution date that must be at least five years following the initial deferral year. Upon termination of employment or the elected distribution date, as applicable, DCP balances are distributed based on the participant’s prior election(s) in a lump sum or in annual installments over periods ranging from two to 15 years. However, if a participant terminates prior to age 50, the participant’s account not already in pay status will be distributed in a lump sum. The investment options in the DCP are similar to those offered in the Savings Plan. | | Otis LTIP Performance Share Unit (“PSU”) Deferral Plan | The LTIP PSU Deferral Plan allows eligible participants to defer between 10% and 100% of their PSU awards granted under the LTI program. Upon vesting, the deferred portion of each PSU award is converted into DSUs that accrue dividend equivalents. There are no matching contributions or other employer contributions to this plan. Participants may elect a retirement date or a distribution date that must be at least five years from the vesting date of the applicable PSUs. Upon termination of employment or the elected distribution date, as applicable, PSUs are distributed in Otis shares (with fractional shares paid in cash) based on the participant’s prior election(s) in the form of a lump sum or in annual installments over periods ranging from two to 15 years. However, if a participant terminates prior to age 50, the deferred share accounts not already in pay status will be distributed in a lump sum. |

  105. Retirement and deferred compensation benefits

    | Plan | Description | | Otis Pension Preservation Plan (“PPP”) | Ms. LaFreniere is the only current NEO participating in the PPP. The PPP is a frozen defined benefit pension plan that covers salaried employees hired prior to January 1, 2010. The PPP was created at the Separation when we assumed all payment liabilities under UTC’s Pension Preservation Plan (“UTC PPP”) with respect to current and former Otis employees’ final average earnings (“FAE”) based formula benefits that accrued after December 31, 2003, and their cash balance benefits. Accruals earned prior to January 1, 2004, under the UTC PPP and the tax-qualified portion of the benefits were retained by UTC. The UTC PPP provided supplemental benefits that cannot be paid under the UTC’s pension plan due to IRC limits. The UTC PPP formula was originally an FAE formula recognizing final five-year average salary and service. It was changed to a prospective cash balance formula (providing annual pay credits of 3% to 8% of pay based on service) for all participants by January 1, 2015 (earlier for participants hired prior to July 1, 2002, who elected to participate under a prior pension choice program). Effective December 31, 2019, the UTC PPP was frozen, other than with respect to interest credits on cash balance accounts. The normal retirement age is 65, but the FAE formula also provides for full retirement benefits at age 62 if a participant retires with at least 10 years of service. Early retirement benefits also are available under the FAE formula beginning at age 55 with at least 10 years of continuous service, reduced by 0.2% for each month by which retirement precedes age 62. The value of the cash balance benefit is not impacted by the age of the participant at termination. The cash balance benefits will automatically be paid on the first business day of the month following a participant’s termination of employment, regardless of the participant’s age. The FAE benefits will be paid on the first business day of the month following the later of the participant's termination or age 55. FAE benefits may be paid as a monthly single life annuity or an actuarially equivalent survivor benefit annuity, a single lump sum, or a series of two to 10 annual installment payments. Cash balance benefits may be paid in a lump sum, monthly annuity payments or a series of two to 10 annual installment payments. | | Otis Retirement Plan for Third Country National Employees (“TCN Plan”) | None of our current NEOs participates in the TCN Plan. The TCN Plan is a defined benefit pension plan that covers internationally mobile employees hired prior to January 1, 2008. The TCN Plan was created at the Separation when Otis assumed all payment obligations under UTC’s Third Country National Employees Plan (“UTC TCN Plan”) with respect to current and former Otis employees. The UTC TCN Plan formula mirrored UTC’s retirement plan formula and was originally an FAE formula recognizing final five-year average salary and service. This was changed on January 1, 2015, to a prospective cash balance formula (providing annual pay credits of 3% to 8% of pay based on service) for all participants. The FAE formula was frozen on December 31, 2014, but active participants continue to accrue benefits under the cash balance formula. Under the TCN Plan, participants who terminate their employment with less than five years of continuous service forfeit all their rights to benefits. The normal retirement age is 65. Early retirement benefits also are available under the plan for active participants and for participants who terminate employment after attaining age 55 and 10 years of continuous service. These benefits are reduced by 0.2% for each month the early retirement date precedes age 62 (which is based on the sum of the credited service to date of retirement/termination or December 31, 2014, if earlier for the FAE benefits, and as of the benefit commencement date for the cash balance benefits). The normal form of payment is a life annuity, but participants can elect instead a contingent annuity option or a life annuity with a guaranteed number of monthly payments option. | | Switzerland Otis SA Group Staff Employee Provision Fund (“Swiss Base Plan”) | Ms. Méndez is the only current NEO participating in the Swiss Base Plan. The Swiss Base Plan is a cash balance benefit pension plan with defined benefit attributes. Each member has an account balance which increases with annual retirement savings credits and an interest credit every year (with some interest minimum guarantee). Annual retirement savings credits increase with age and are shown as a percentage of pensionable insured salary (subject to a maximum of CHF 148,200). Upon retirement, employees may receive their benefits as a lump sum or an annuity at their choosing. When employees leave employment with Otis, the accumulated account balance in the Swiss Base Plan is transferred to the new employer’s plan. | | Switzerland Supplementary Pension Plan (“Swiss Supplementary 1e Plan”) | Ms. Méndez is the only current NEO participating in the Swiss Supplementary 1e Plan, which is intended to cover pay above the Swiss Base Plan’s capped earnings of CHF 148,200 and up to a maximum pay defined by regulations. Ms. Méndez is eligible for the Swiss Supplementary 1e Plan which is defined in terms of a cash balance account, subject to the participant’s chosen investment strategy without any interest guarantee. The 1e benefit upon termination or retirement is paid as a lump sum. |

  106. Retirement and deferred compensation benefits

    | Plan | Description | | Spanish Defined Benefit – Policy 7179 | Mr. Miñarro Viseras is the only current NEO participating in this program. Policy 7179 is a voluntary defined benefit insurance program which provides eligible employees with a lump sum or annuity benefit payment at retirement. Under the executive component of the program, he is eligible to receive two times the standard pension benefit. The standard pension benefit is equal to 41% of his annual base salary actuarially valued at retirement age, which is age 67 under current Spanish laws (which percentage rate is based on age at the start of participation). Participants must contribute on an after-tax basis via payroll one-third of the premiums, with Otis paying the remaining two-thirds. The full pension benefit is paid when Mr. Miñarro Viseras elects to retire with the Social Security Administration following termination of his employment with Otis. If prior to electing to retire, Mr. Miñarro Viseras incurs a disability, or terminates employment with Otis and is subsequently hired by another employer, Mr. Miñarro Viseras will only be entitled to the pension benefit funded through his employee contributions upon electing retirement, and the portion of the pension benefit funded through Otis contributions will be forfeited. He will forfeit his entire pension benefit if he dies before he elects retirement. The form of benefit (lump sum or annuity) is elected at the time of the distribution event. | | Spanish Defined Contribution – Policy 54742 | Mr. Miñarro Viseras is the only current NEO participating in this program. Policy 54742 is a defined contribution insurance program which provides for a lump-sum payment at retirement. Under this program, the company will make annual company contributions for him equal to 7% of his total annual base salary for salary up to €72,973.18 and 23% of his salary that exceeds this amount, which cap is adjusted annually based on the November Consumer Price Index of the preceding year. There is no employee contribution under this program. Mr. Miñarro Viseras will become fully vested in his full benefits starting on the first of the month following the month he reaches age 67, provided he remains employed by Otis until that time. If Mr. Miñarro Viseras does not elect to retire with the Social Security Administration within two months of reaching age 67, or does so earlier based on amended retirement eligibility under Spanish laws, Otis will need to consent to his continued eligibility under this plan. If Mr. Miñarro Viseras elects to retire prior to age 67 under applicable laws with consent of Otis, he will be entitled to receive a benefit based on actual retirement age and not retirement age 67. Upon an involuntary termination other than fair dismissal before age 67, Mr. Miñarro Viseras will be entitled to receive the accrued balance. Mr. Miñarro Viseras will forfeit his benefits upon a voluntary termination or fair dismissal. |

  107. Perquisites and other benefits

    | Perquisite/Benefits | Description | | ELG Long-Term Disability | The ELG long-term disability program provides an annual benefit upon disability that is equal to 80% of base salary plus target STI for NEOs based in the United States. | | Executive Physical | ELG members are eligible for a comprehensive annual executive physical. Non-U.S.-based ELG members receive a comparable health exam based on local practice. | | Executive Leased Vehicle | ELG members receive an annual allowance toward the cost of a leased vehicle (starting July 1, 2024, electric or hybrid vehicles only), including fuel expenses for the grandfathered and hybrid vehicles or reimbursement for the purchase and installation of an electric charger for electric vehicles, registration fees, insurance and maintenance. Non-U.S.-based ELG members receive a comparable benefit based on local practice. Lease payments above the annual allowance are paid directly by the executive. | | Financial Planning | ELG members are eligible to receive an annual financial planning benefit. |

  108. Summary Compensation Table

    Summary Compensation Table The Summary Compensation Table below quantifies the value of the compensation earned by or awarded to our NEOs for fiscal years 2024, 2023, and 2022. The primary elements of each NEO’s total compensation reported in the table are base salary, an annual short-term incentive award and long-term equity incentives. The NEOs also received the other benefits listed below, as further described in footnotes (7) and (8) to the table. The Summary Compensation Table should be read in conjunction with the tables and narrative descriptions that follow. The “Grants of Plan-Based Awards” table and the accompanying description of the material terms provide information regarding the long-term equity incentives awarded to the NEOs in fiscal 2024. The “Outstanding Equity Awards at Fiscal Year-End” table provides further information on the NEOs’ potential realizable value and actual value realized with respect to their equity awards.

  109. Summary Compensation Table

    | Year | Salary ($)(2) | Bonus ($)(3) | Stock Awards ($)(4) | Option Awards ($)(5) | Non-Equity Incentive Plan ($)(6) | Change in Pension Value and Nonqualified Deferred Compensation Earnings ($)(7) | All Other Compensation ($)(8) | Total ($) | | Judy Marks(1) Chair, Chief Executive Officer and President | | | | | | | | | | 2024 | 1,393,750 | – | 34,648,356 | 3,145,791 | 2,500,000 | – | 414,360 | 42,102,257 | | 2023 | 1,368,750 | – | 8,847,967 | 2,824,633 | 2,450,000 | – | 432,844 | 15,924,194 | | 2022 | 1,300,000 | – | 7,590,894 | 2,446,241 | 2,613,600 | – | 527,140 | 14,477,875 | | Cristina Méndez(1) Executive Vice President & Chief Financial Officer | | | | | | | | | | 2024 | 523,383 | – | 2,004,837 | 663,697 | 750,373 | 92,690 | 444,935 | 4,479,915 | | Perry Zheng(1) Executive Vice President & Chief Product, Delivery and Customer Officer | | | | | | | | | | 2024 | 694,250 | – | 4,839,430 | 589,840 | 701,000 | – | 985,782 | 7,810,302 | | 2023 | 671,667 | – | 1,447,259 | 461,380 | 574,000 | – | 2,020,908 | 5,175,214 | | 2022 | 635,000 | – | 1,024,830 | 330,255 | 493,000 | – | 1,423,362 | 3,906,447 | | Nora LaFreniere(1) Executive Vice President & General Counsel | | | | | | | | | | 2024 | 680,000 | – | 4,370,661 | 432,564 | 644,000 | 83,769 | 160,515 | 6,371,509 | | 2023 | 642,500 | – | 1,206,618 | 385,178 | 578,000 | 8,321 | 165,175 | 2,985,792 | | 2022 | 610,000 | – | 1,100,733 | 354,724 | 630,000 | – | 214,817 | 2,910,274 | | Enrique Miñarro Viseras(1) President, EMEA | | | | | | | | | | 2024 | 656,942 | – | 2,029,779 | 655,378 | 920,497 | 14,120 | 153,538 | 4,430,254 | | 2023 | 172,983 | 365,236 | 4,361,694 | 610,273 | 147,723 | 3,559 | 39,808 | 5,701,276 | | Anurag Maheshwari(1) Former Executive Vice President & Chief Financial Officer | | | | | | | | | | 2024 | 507,182 | – | 2,354,519 | 760,229 | – | – | 174,786 | 3,796,716 | | 2023 | 748,250 | – | 2,091,416 | 667,659 | 840,000 | – | 395,487 | 4,742,812 | | 2022 | 545,032 | 152,027 | 1,420,568 | 466,913 | 664,000 | – | 383,067 | 3,631,607 |

  110. Summary Compensation Table

    | (1) Information for each NEO is included for the years they have been or were an NEO except in the case of Ms. LaFreniere, who was not an NEO in 2023. For Ms. Méndez and Mr. Miñarro Viseras, the amounts shown in the “Salary,” “Non-Equity Incentive Plan” and “All Other Compensation” columns used the December 31, 2024, Swiss franc (CHF) and euro (EUR) to USD conversion rates of 1.10705 and 1.04156, respectively. China taxes paid on behalf of Mr. Zheng included in “All Other Compensation” were converted using the applicable exchange rate on the payment date ranging from Chinese Yuan (CNY) to U.S. dollar (USD) conversion rate of 0.13840 to 0.14036. |

  111. Summary Compensation Table

    | (2) Salary. These amounts represent salary earned, including any amounts the NEO elected to defer. For more information, see “Base salary” section on page 48 and “Retirement and deferred compensation benefits” section on pages 61-63. |

  112. Summary Compensation Table

    | (3) Bonus. These amounts represent the retention bonus paid in 2022 that we agreed to pay Mr. Maheshwari when he joined Otis in 2020 and the cash sign-on bonus we agreed to pay Mr. Miñarro Viseras to compensate him for the award he forfeited from his former employer upon joining Otis in 2023. |

  113. Summary Compensation Table

    | (4) Stock Awards. These amounts represent grant date fair value of the PSU and RSU awards computed in accordance with FASB ASC Topic 718 but excluding the effect of estimated forfeitures. The assumptions made in calculating the fair value of the PSU and RSU awards are set forth in Note 12: Employee Benefit Plans to |

  114. Summary Compensation Table

    the Consolidated Statements to our 2024 Form 10-K. The grant date fair values shown for PSU awards assume target-level performance (the most likely outcome based upon probable performance as of the grant date). The amounts reported in this column differ from the LTI target award amounts reported under “LTI Grants” on page 52 because of the methodology used to value these awards under FASB ASC Topic 718, and because in determining the number of shares granted, we divided the target value of the award by our average stock price over the prior month. If the highest level of performance for 2024 PSU awards is achieved (200%), the grant date fair values for PSUs would be: Ms. Marks, $43,620,671; Ms. Méndez $2,682,059; Mr. Zheng, $2,474,072; Ms. LaFreniere, $1,814,384; Mr. Miñarro Viseras $2,748,862 and Mr. Maheshwari, $3,188,719.

  115. Summary Compensation Table

    | (5) Option Awards. These amounts represent grant date fair value of SARs, calculated in accordance with the FASB ASC Topic 718, but excluding the effect of estimated forfeitures. The assumptions made in the valuation of these awards are set forth in Note 12: Employee Benefit Plans to the Consolidated Statements to our 2024 Form 10-K. |

  116. Summary Compensation Table

    | (6) Non-Equity Incentive Plan. These amounts reflect annual STI compensation under our STI program, which amounts are based on measured performance against preestablished goals. The estimated threshold, target and maximum amounts for the annual STI compensation for 2024 are reflected in the “Grants of Plan-Based Awards” table on pages 67-68. |

  117. Summary Compensation Table

    | (7) Change in Pension Value and Nonqualified Deferred Compensation Earnings. The amounts shown in this column reflect the change (if any) in the year-over-year actuarial present value of the applicable NEO’s accrued benefit under the applicable company defined benefit plan and above-market earnings (if any) under the company’s deferred compensation plans. For Ms. Méndez, the increase was attributable to her benefit accrual under the Swiss Base Plan and Swiss Supplementary 1e Plan, the decrease in the discount rate used to value benefits under the Swiss Base Plan, which decreased from 1.30% in 2023 to 0.90% in 2024, and includes the effect of currency exchange rates. For Ms. LaFreniere, the increase is attributable to the decrease in the discount rate used to value PPP benefits, which decreased from 5.75% in 2023 to 5.25% in 2024. For Mr. Miñarro Viseras, the increase was largely attributable to his benefit accrual under the Spanish Defined Benefit - Policy 7179. There were no above-market earnings under the Otis nonqualified deferred compensation plans. |

  118. Summary Compensation Table

    | (8) All Other Compensation. The 2024 amounts in this column consist of the following items, as discussed in the “All Other Compensation” table below. |

  119. Grants of Plan-Based Awards

    Grants of Plan-Based Awards

  120. Grants of Plan-Based Awards

    | Name | Grant Date | Approval Date | Estimated Future Payouts under Non-Equity Incentive Plan Awards(1) | | | Estimated Future Payouts under Equity Incentive Plan Awards(2) | | | All Other Stock Awards: Number of Shares of Stock or Units #(3) | All Other Option Awards: Number of Securities Underlying Options(#)(4) | Exercise or Base Price of Option Awards ($/Sh)(5) | Grant Date Fair Value of Stock and Option Awards ($)(6) | | | | | Threshold ($) | Target ($) | Maximum ($) | Threshold (#) | Target (#) | Maximum (#) | | | | | | J. Marks | | | | | | | | | | | | | | SARs | 2/6/2024 | 2/6/2024 | – | – | – | – | – | – | – | 129,311 | 91.94 | 3,145,791 | | RSUs | 2/6/2024 | 2/6/2024 | – | – | – | – | – | – | 34,212 | – | – | 3,145,451 | | PSUs | 2/6/2024 | 2/6/2024 | – | – | – | 10,948 | 68,423 | 136,846 | – | – | – | 6,597,173 | | RSUs | 7/23/2024(7) | 7/23/2024 | – | – | – | – | – | – | 102,691 | – | – | 9,692,569 | | PSUs | 7/23/2024(7) | 7/23/2024 | – | – | – | 24,646 | 154,036 | 308,072 | – | – | – | 15,213,163 | | STI | | | 151,200 | 2,240,000 | 4,480,000 | | | | | | | | | C. Méndez | | | | | | | | | | | | | | SARs | 2/6/2024 | 2/6/2024 | – | – | – | – | – | – | – | 3,341 | 91.94 | 81,278 | | RSUs | 2/6/2024 | 2/6/2024 | – | – | – | – | – | – | 884 | – | – | 81,275 | | PSUs | 2/6/2024 | 2/6/2024 | – | – | – | 283 | 1,768 | 3,536 | – | – | – | 170,466 | | SARs | 8/23/2024(8) | 7/16/2024 | – | – | – | – | – | – | – | 24,161 | 94.20 | 582,420 | | RSUs | 8/23/2024(8) | 7/16/2024 | – | – | – | – | – | – | 6,184 | – | – | 582,533 | | PSUs | 8/23/2024(8) | 7/16/2024 | – | – | – | 1,979 | 12,367 | 24,734 | – | – | – | 1,170,563 | | STI | | | 37,759 | 559,399 | 1,118,798 | | | | | | | | | P. Zheng | | | | | | | | | | | | | | SARs | 2/6/2024 | 2/6/2024 | – | – | – | – | – | – | – | 24,246 | 91.94 | 589,840 | | RSUs | 2/6/2024 | 2/6/2024 | – | – | – | – | – | – | 6,415 | – | – | 589,795 | | PSUs | 2/6/2024 | 2/6/2024 | – | – | – | 2,053 | 12,830 | 25,660 | – | – | – | 1,237,036 | | RSUs | 12/3/2024(9) | 12/3/2024 | – | – | – | – | – | – | 29,810 | – | – | 3,012,599 | | STI | | | 42,525 | 630,000 | 1,260,000 | | | | | | | | | N. LaFreniere | | | | | | | | | | | | | | SARs | 2/6/2024 | 2/6/2024 | – | – | – | – | – | – | – | 17,781 | 91.94 | 432,564 | | RSUs | 2/6/2024 | 2/6/2024 | – | – | – | – | – | – | 4,705 | – | – | 432,578 | | PSUs | 2/6/2024 | 2/6/2024 | – | – | – | 1,505 | 9,409 | 18,818 | – | – | – | 907,192 | | RSUs | 7/23/2024(9) | 7/23/2024 | – | – | – | – | – | – | 30,808 | – | – | 3,030,891 | | STI | | | 37,260 | 552,000 | 1,104,000 | | | | | | | | | E. Miñarro Viseras | | | | | | | | | | | | | | SARs | 2/6/2024 | 2/6/2024 | – | – | – | – | – | – | – | 26,940 | 91.94 | 655,378 | | RSUs | 2/6/2024 | 2/6/2024 | – | – | – | – | – | – | 7,128 | – | – | 655,348 | | PSUs | 2/6/2024 | 2/6/2024 | – | – | – | 2,281 | 14,255 | 28,510 | – | – | – | 1,374,431 | | STI | | | 39,989 | 592,428 | 1,184,856 | | | | | | | | | A. Maheshwari | | | | | | | | | | | | | | SARs | 2/6/2024 | 2/6/2024 | – | – | – | – | – | – | – | 31,250 | 91.94 | 760,229 | | RSUs | 2/6/2024 | 2/6/2024 | – | – | – | – | – | – | 8,268 | – | – | 760,160 | | PSUs | 2/6/2024 | 2/6/2024 | – | – | – | 2,646 | 16,536 | 33,072 | – | – | – | 1,594,359 | | STI | | | 54,000 | 800,000 | 1,600,000 | | | | | | | |

  121. Grants of Plan-Based Awards

    | (1) Non-Equity Incentive Plan Awards. The amounts reported in these columns represent the range of payouts under our 2024 STI program. An executive must be employed on the payment date to be eligible to receive these amounts, except under certain circumstances, as explained in more detail in the “Potential Payments Upon Termination or Change in Control” table on pages 75-77. For purposes of this table, amounts are considered earned in fiscal year 2024, although not paid until early 2025 and subject to continued employment through the payment date. Actual awards received for 2024 are reported in the Summary Compensation Table under the “Non-Equity Incentive Plan” column. Payouts may range from 6.75% (threshold performance for the lowest weighted performance goal and assuming a 10% downward ESG adjustment) to 200% (maximum performance for all performance goals). For further information, see “STI Compensation” section on pages 48-51. |

  122. Grants of Plan-Based Awards

    | (2) Equity Incentive Plan Awards. The number of PSUs granted was determined by dividing the applicable target value by the average closing price of our common stock over the prior month ($87.69 for awards granted on February 6, 2024, $97.38 for the award granted to Ms. Marks on July 23, 2024, and $96.63 for the award granted to Ms. Méndez on August 23, 2024). Each PSU corresponds to one share of our common stock. Prior to vesting, PSUs accumulate dividend equivalents, |

  123. Grants of Plan-Based Awards

    which are reinvested as additional PSUs subject to the same vesting schedule. Vested PSUs are settled in shares at the end of the performance period following determination of the performance achievement levels by the Compensation Committee, except in the event of death, disability, retirement eligibility, a qualifying termination within two years following a change-in-control and certain involuntary terminations. The performance period for the 2024 PSUs runs from January 1, 2024, to December 31, 2026. The performance goals are three-year cumulative adjusted EPS and Average Organic Sales Growth (weighted at 60% and 40%, respectively), adjusted upward or downward by up to 20% based on our relative TSR performance. Payouts may range from 16% (threshold performance for the lowest weighted performance goal and assuming a 20% downward TSR adjustment) to 200% (200% is the maximum performance for both performance goals including the TSR adjustment), plus any accrued dividend equivalents. For further information, see “LTI compensation” section on pages 52-56.

  124. Grants of Plan-Based Awards

    | (3) Number of Shares – All Other Stock Awards. The number of RSUs granted was determined by dividing the applicable target value by the average closing price of our common stock over the prior month ($87.69 for awards granted on February 6, 2024, $97.38 for the awards granted to Mses. Marks and LaFreniere on July 23, 2024, $96.63 for the award granted to Ms. Méndez on August 23, 2024, and $100.64 for the award granted to Mr. Zheng on December 3, 2024). The 2024 annual RSU awards vest ratably on each anniversary of the grant date over a three-year period, subject to continued employment, except in the case of death, disability, retirement eligibility, a qualifying termination within two years following a change-in-control and certain involuntary terminations. The 2024 one-time RSU award granted to Ms. Marks vests as described in footnote (7) and the 2024 one-time RSU awards granted to Ms. LaFreniere and Mr. Zheng vest as described in footnote (9). Unvested RSUs earn dividend equivalents that are reinvested as additional RSUs that vest on the same date as the underlying RSUs. |

  125. Grants of Plan-Based Awards

    | (4) Number of Shares – All Option/SAR Awards. The number of SARs granted was determined by dividing the total target value of the award by the estimated value of each SAR determined using a binominal lattice valuation model. The 2024 SARs vest ratably on each anniversary of the grant date over a three-year period, subject to continued employment, except in the case of death, disability, retirement eligibility, a qualifying termination within two years following a change-in-control and certain involuntary terminations. |

  126. Grants of Plan-Based Awards

    | (5) Exercise Price – All Option/SAR Awards. The per share exercise price was the closing price of our common stock on the date of grant ($91.94 for awards granted on February 6, 2024 and $94.20 for the award granted to Ms. Méndez on August 23, 2024). |

  127. Grants of Plan-Based Awards

    | (6) Grant Date Fair Value – Stock and Option/SAR Awards. The grant date fair value of the 2024 SAR, RSU and PSU awards was calculated in accordance with FASB ASC Topic 718 but excluding the effect of estimated forfeitures, as described in more detail in footnotes (4) and (5) of the Summary Compensation Table. |

  128. Grants of Plan-Based Awards

    | (7) In July 2024, the independent members of the Board, upon the recommendation of the Compensation Committee, granted a one-time equity-based award to Ms. Marks. This award consisted of 60% PSUs and 40% RSUs. The vesting provisions of the PSUs are identical to those granted on February 6, 2024, except that the vesting also is contingent on Ms. Marks remaining employed by the company until the third anniversary of the grant date except in the case of her death, disability or qualifying termination of employment following a change in control of Otis. The PSUs are eligible to vest based on the company’s cumulative adjusted earnings per share and average annual organic sales growth, in both cases measured over the 2024-2026 performance period and the number of shares payable upon vesting can be adjusted upward or downward by up to 20 percent depending on the company’s relative total shareholder return measured against the companies in the S&P 500 Industrials Index over the three-year performance period. The RSUs will cliff vest on the third anniversary of the grant date if Ms. Marks is then employed by the company but will vest earlier in the case of her death, disability or qualifying termination of employment following a change in control of Otis. The after-tax shares received by Ms. Marks upon vesting of both the RSUs and the PSUs may not be sold for one-year following vesting except in the case of her death, disability or a change in control of Otis. |

  129. Grants of Plan-Based Awards

    | (8) In connection with her promotion, Ms. Méndez received SAR, RSU, and PSU awards on August 23, 2024. These awards were approved by the Compensation Committee on July 16, 2024 and are subject to the same terms and conditions as the awards granted on February 6, 2024. |

  130. Grants of Plan-Based Awards

    | (9) The Compensation Committee granted one-time RSU awards to Ms. LaFreniere and Mr. Zheng in 2024. One-third of the RSUs will vest on the first anniversary and the remaining two-thirds will vest on the third anniversary of their respective grant dates. These special awards have the same terms and conditions as the normal annual LTI awards but are not eligible for accelerated retirement vesting. |

  131. Outstanding Equity Awards at Fiscal Year-End

    Outstanding Equity Awards at Fiscal Year-End

  132. Outstanding Equity Awards at Fiscal Year-End

    | | Option Awards | | | | RSU and PSU Stock Awards | | | | | Name(1) | Number of Securities Underlying Unexercised Options Exercisable (#) | Number of Securities Underlying Unexercised Options Unexercisable (#) | Option Exercise Price ($)(2) | Option Expiration Date | Number of Shares or Units of Stock That Have Not Vested (#)(3) | Market Value of Shares or Units of Stock That Have Not Vested ($)(4) | Equity Incentive Plan Awards: Number of Unearned Shares, Units or Other Rights That Have Not Vested (#)(5) | Equity Incentive Plan Awards: Market or Payout Value of Unearned Shares, Units or Other Rights That Have Not Vested ($)(6) | | J. Marks | | | | | | | | | | 7/23/2024(7) | | | | | | | 155,297 | 14,382,055 | | 7/23/2024(8) | | | | | 103,532 | 9,588,099 | | | | 2/6/2024(9) | | | | | | | 69,497 | 6,436,117 | | 2/6/2024(10) | | | | | 34,749 | 3,218,105 | | | | 2/6/2024(11) | – | 129,311 | 91.94 | 2/5/2034 | | | | | | 2/7/2023(9) | | | | | | | 139,380 | 12,907,982 | | 2/7/2023(10) | | | | | 23,232 | 2,151,516 | | | | 2/7/2023(11) | 38,451 | 76,902 | 83.63 | 2/6/2033 | | | | | | 2/3/2022(9)(12) | | | | | | | 62,192 | 5,759,601 | | 2/3/2022(10)(13) | | | | | 10,372 | 960,551 | | | | 2/3/2022(11)(14) | 80,244 | 40,122 | 81.85 | 2/2/2032 | | | | | | 2/5/2021 | 144,264 | – | 63.93 | 2/4/2031 | | | | | | 2/4/2020 | 171,958 | – | 80.97 | 2/3/2030 | | | | | | 2/5/2019 | 191,799 | – | 63.92 | 2/4/2029 | | | | | | 1/2/2018 | 101,096 | – | 67.83 | 1/1/2028 | | | | | | 11/1/2017(15) | | | | | 35,604 | 3,297,286 | | | | C. Méndez | | | | | | | | | | 8/23/2024(9) | | | | | | | 12,468 | 1,154,661 | | 8/23/2024(10) | | | | | 6,234 | 577,331 | | | | 8/23/2024(11) | – | 24,161 | 94.20 | 8/22/2034 | | | | | | 2/6/2024(9) | | | | | | | 1,795 | 166,235 | | 2/6/2024(10) | | | | | 897 | 83,071 | | | | 2/6/2024(11) | – | 3,341 | 91.94 | 2/5/2034 | | | | | | 10/2/2023(16) | | | | | 4,358 | 403,594 | | | | 2/7/2023(9) | | | | | | | 3,926 | 363,587 | | 2/7/2023(10) | | | | | 657 | 60,845 | | | | 2/7/2023(11) | 1,083 | 2,168 | 83.63 | 2/6/2033 | | | | | | 3/1/2022(17) | | | | | 838 | 77,607 | | | | 2/3/2022(9)(12) | | | | | | | 1,710 | 158,363 | | 2/3/2022(10)(13) | | | | | 293 | 27,135 | | | | 2/3/2022(11)(14) | 2,207 | 1,104 | 81.85 | 2/2/2032 | | | | | | P. Zheng | | | | | | | | | | 12/3/2024(18) | | | | | 29,926 | 2,771,447 | | | | 2/6/2024(9) | | | | | | | 13,031 | 1,206,801 | | 2/6/2024(10) | | | | | 6,515 | 603,354 | | | | 2/6/2024(11) | – | 24,246 | 91.94 | 2/5/2034 | | | | | | 3/1/2023(9) | | | | | | | 3,688 | 341,546 | | 3/1/2023(10) | | | | | 590 | 54,640 | | | | 3/1/2023(11) | 980 | 1,962 | 85.23 | 2/28/2033 | | | | | | 2/7/2023(9) | | | | | | | 19,006 | 1,760,146 | | 2/7/2023(10) | | | | | 3,038 | 281,349 | | | | 2/7/2023(11) | 5,243 | 10,487 | 83.63 | 2/6/2033 | | | | | | 2/3/2022(9)(12) | | | | | | | 8,396 | 777,554 | | 2/3/2022(10)(13) | | | | | 1,280 | 118,541 | | | | 2/3/2022(11)(14) | 10,833 | 5,417 | 81.85 | 2/2/2032 | | | | | | 2/5/2021 | 22,064 | – | 63.93 | 2/4/2031 | | | | | | 2/4/2020 | 43,461 | – | 80.97 | 2/3/2030 | | | | | | 2/5/2019 | 51,965 | – | 63.92 | 2/4/2029 | | | | | | 1/27/2017(15) | | | | | 19,641 | 1,818,953 | | |

  133. Outstanding Equity Awards at Fiscal Year-End

    | | Option Awards | | | | RSU and PSU Stock Awards | | | | | Name(1) | Number of Securities Underlying Unexercised Options Exercisable (#) | Number of Securities Underlying Unexercised Options Unexercisable (#) | Option Exercise Price ($)(2) | Option Expiration Date | Number of Shares or Units of Stock That Have Not Vested (#)(3) | Market Value of Shares or Units of Stock That Have Not Vested ($)(4) | Equity Incentive Plan Awards: Number of Unearned Shares, Units or Other Rights That Have Not Vested (#)(5) | Equity Incentive Plan Awards: Market or Payout Value of Unearned Shares, Units or Other Rights That Have Not Vested ($)(6) | | N. LaFreniere | | | | | | | | | | 7/23/2024(18) | | | | | 31,060 | 2,876,467 | | | | 2/6/2024(9) | | | | | | | 9,556 | 884,981 | | 2/6/2024(10) | | | | | 4,778 | 442,491 | | | | 2/6/2024(11) | – | 17,781 | 91.94 | 2/5/2034 | | | | | | 2/7/2023(9) | | | | | | | 19,006 | 1,760,146 | | 2/7/2023(10) | | | | | 3,171 | 293,666 | | | | 2/7/2023(11) | 5,243 | 10,487 | 83.63 | 2/6/2033 | | | | | | 2/3/2022(9)(12) | | | | | | | 9,018 | 835,157 | | 2/3/2022(10)(13) | | | | | 1,509 | 139,748 | | | | 2/3/2022(11)(14) | 11,636 | 5,818 | 81.85 | 2/2/2032 | | | | | | 2/5/2021 | 23,762 | – | 63.93 | 2/4/2031 | | | | | | 2/4/2020 | 47,241 | – | 80.97 | 2/3/2030 | | | | | | 2/5/2019 | 56,689 | – | 63.92 | 2/4/2029 | | | | | | 1/2/2018 | 25,510 | – | 67.83 | 1/1/2028 | | | | | | 1/3/2017 | 5,107 | – | 58.66 | 1/2/2027 | | | | | | 3/2/2016(15) | | | | | 23,360 | 2,163,370 | | | | E. Miñarro Viseras | | | | | | | | | | 2/6/2024(9) | | | | | | | 14,478 | 1,340,808 | | 2/6/2024(10) | | | | | 7,239 | 670,404 | | | | 2/6/2024(11) | – | 26,940 | 91.94 | 2/5/2034 | | | | | | 11/1/2023(9) | | | | | | | 32,408 | 3,001,305 | | 11/1/2023(10) | | | | | 5,404 | 500,464 | | | | 11/1/2023(11) | 8,458 | 16,918 | 76.81 | 10/31/2033 | | | | | | 11/1/2023(19) | | | | | 16,628 | 1,539,919 | | |

  134. Outstanding Equity Awards at Fiscal Year-End

    | (1) In addition to these Otis outstanding awards, Mr. Zheng holds vested RTX Corporation (“RTX”) and Carrier Global Corporation (“Carrier”) SARs, and Ms. LaFreniere holds vested RTX SARs. These awards were received at the Separation upon conversion of their vested UTC SARs. See Note 13: Employee Benefit Plans to the Consolidated Statements to our 2020 Form 10-K for further detail on the conversion. The table below lists the non-Otis awards held by Mr. Zheng and Ms. LaFreniere as of December 31, 2024. |

  135. Outstanding Equity Awards at Fiscal Year-End

    | | RTX SARs | | Carrier SARs | | | | Name | Number of Securities Underlying Unexercised Options Exercisable (#) | Option Exercise Price ($) | Number of Securities Underlying Unexercised Options Exercisable (#) | Option Exercise Price ($) | Option Expiration Date RTX SARs & Carrier SARs | | P. Zheng | | | | | | | 1/3/2017 | 8,938 | 82.35 | 8,938 | 18.53 | 1/2/2027 | | 1/4/2016 | 15,748 | 71.01 | | | 1/3/2026 | | N. LaFreniere | | | | | | | 1/3/2017 | 10,215 | 82.35 | | | 1/2/2027 | | 1/4/2016 | 17,876 | 71.01 | | | 1/3/2026 |

  136. Outstanding Equity Awards at Fiscal Year-End

    | (2) The exercise price of each SAR was the closing price of the underlying common stock on the grant date. Each SAR granted prior to April 3, 2020, was granted by UTC. Unvested UTC SARs at Separation were converted into “concentrated” unvested Otis SARs and subject to the same terms that applied to the original UTC SAR awards. For vested UTC SARs, both the number of outstanding SARs and the exercise price of each award were adjusted at Separation to reflect the post-Separation stock prices of the three companies. For more information on how the exercise prices of these prior grants were adjusted, see Note 13: Employee Benefit Plans to the Consolidated Statements to our 2020 Form 10-K. |

  137. Outstanding Equity Awards at Fiscal Year-End

    | (3) All RSUs earn dividend equivalents, which are reinvested as additional RSUs each time we pay a dividend. The reinvested RSUs vest on the same date as the underlying RSUs and are included in this number. All RSUs granted prior to April 3, 2020, were originally granted by UTC. |

  138. Outstanding Equity Awards at Fiscal Year-End

    | (4) This was calculated by multiplying the number of unvested RSUs by $92.61, the closing price of our common stock on the last trading day of 2024. |

  139. Outstanding Equity Awards at Fiscal Year-End

    | (5) The number of shares shown for the 2022 and 2024 PSU awards assume target performance, and the number of shares shown for the 2023 PSU award assumes maximum performance based on vesting estimates as of December 31, 2024. PSUs earn dividend equivalents, which are reinvested as additional PSUs each time we pay a dividend. The reinvested PSUs vest on the same date as the underlying PSUs. For more information on the 2022 PSUs, which vested on February 4, 2025, please see page 55. |

  140. Outstanding Equity Awards at Fiscal Year-End

    | (6) This was calculated by multiplying the number of unvested PSUs on December 31, 2024, by $92.61, the closing price of our common stock on the last trading day of 2024. |

  141. Outstanding Equity Awards at Fiscal Year-End

    | (7) The vesting provisions of these PSUs are identical to those granted on February 6, 2024, except that the vesting also is contingent on Ms. Marks remaining employed by the company until the third anniversary of the grant date except in the case of her death, disability or qualifying termination of employment following a change in control of Otis. |

  142. Outstanding Equity Awards at Fiscal Year-End

    | (8) These RSUs will cliff vest on the third anniversary of the grant date if Ms. Marks is then employed by the company but will vest earlier in the case of her death, disability or qualifying termination of employment following a change-in-control of Otis. |

  143. Outstanding Equity Awards at Fiscal Year-End

    | (9) The 2024, 2023, and 2022 PSUs are subject to vesting contingent on our performance over the applicable three-year performance period. This is based on our three-year cumulative adjusted EPS growth and Average Organic Sales Growth (weighted at 60% and 40%, respectively), adjusted upward or downward by up to 20% for relative TSR performance, as determined by the Compensation Committee, except in the case of death, disability, a qualifying termination within two years following a change-in-control, retirement and certain involuntary terminations. |

  144. Outstanding Equity Awards at Fiscal Year-End

    | (10) These RSUs vest ratably on the first three anniversaries of the grant date, subject to the executive’s continued employment, except in the case of death, disability, a qualifying termination within two years following a change-in-control, retirement and certain involuntary terminations. |

  145. Outstanding Equity Awards at Fiscal Year-End

    | (11) These SARs vest ratably each year on the first three anniversaries of the grant date, subject to the executive’s continued employment, except in the case of death, disability, a qualifying termination within two years following a change-in-control, retirement and certain involuntary terminations. |

  146. Outstanding Equity Awards at Fiscal Year-End

    | (12) These PSUs vested on February 4, 2025. |

  147. Outstanding Equity Awards at Fiscal Year-End

    | (13) These RSUs vested on February 3, 2025. |

  148. Outstanding Equity Awards at Fiscal Year-End

    | (14) These SARs vested on February 3, 2025. |

  149. Outstanding Equity Awards at Fiscal Year-End

    | (15) These RSUs were received in respect of UTC RSUs granted upon appointment to UTC’s ELG. These awards vest upon a qualifying termination, defined as a “mutually agreeable separation” following three years of ELG service, a qualifying termination within two years following a change-in-control or retirement on or after age 62, each subject to vesting acceleration upon death or disability. |

  150. Outstanding Equity Awards at Fiscal Year-End

    | (16) One-fourth of these RSUs will vest on the second anniversary of the grant date and the remaining three-fourths will vest on the fourth anniversary of the grant date subject to the executive’s continued employment, except in the case of death, disability, a qualifying termination within two years following a change-in-control, and certain involuntary terminations. |

  151. Outstanding Equity Awards at Fiscal Year-End

    | (17) These RSUs vested on March 1, 2025. |

  152. Outstanding Equity Awards at Fiscal Year-End

    | (18) One-third of these RSUs will vest on the first anniversary of the grant date and the remaining two-thirds will vest on the third anniversary of the grant date. These special awards have the same terms and conditions as the normal annual LTI awards but are not eligible for retirement vesting. |

  153. Outstanding Equity Awards at Fiscal Year-End

    | (19) These RSUs are scheduled to vest on November 1, 2025, subject to continued employment, except in the case of death, disability, a qualifying termination within two years following a change-in-control and certain involuntary terminations. |

  154. Option Exercises and Stock Vested

    Option Exercises and Stock Vested

  155. Option Exercises and Stock Vested

    | | Option Awards(1) | | Stock Awards(3) | | | Name | Number of Shares Acquired on Exercise (#) | Value Realized on Exercise ($)(2) | Number of Shares Acquired on Vesting (#) | Value Realized on Vesting ($) | | J. Marks | – | – | 169,276 | 15,539,465 | | C. Méndez | – | – | 1,412 | 132,553 | | P. Zheng | 40,687 | 1,274,964 | 25,829 | 2,374,138 | | N. LaFreniere | 14,811 | 536,765 | 27,191 | 2,496,446 | | E. Miñarro Viseras | – | – | 19,243 | 1,913,524 | | A. Maheshwari | 90,781 | 3,396,420 | 10,543 | 967,819 |

  156. Option Exercises and Stock Vested

    | (1) Vested UTC SARs were converted into vested Otis, Carrier and RTX awards in connection with the Separation. During 2024, Mr. Zheng and Ms. LaFreniere exercised a portion of their RTX and/or Carrier SARs, as applicable, and received $1,332,290 and $411,473, respectively. These amounts are not included in the table. For more information on the conversion, see Note 13: Employee Benefit Plans to the Consolidated Statements to our 2020 Form 10-K. |

  157. Option Exercises and Stock Vested

    | (2) The value realized was calculated by multiplying the number of shares acquired upon exercise of the Otis SARs by the difference between the price of our common stock at the time of exercise and the exercise price. |

  158. Option Exercises and Stock Vested

    | (3) These represent PSUs and RSUs that vested in 2024, and shares withheld to satisfy FICA taxes that were due on Mr. Zheng’s unvested RSU awards because he is retirement eligible. The value realized on vesting is calculated by multiplying the number of vested Otis RSUs by the market price of our common stock on the vesting date. Ms. Marks elected to defer the receipt of a portion of her vested PSUs in the amount of $6,264,699 into the LTIP PSU Deferral Plan, as detailed on page 61. |

  159. Pension Benefits

    Pension Benefits

  160. Pension Benefits

    | Plan Name | Number of Years Credited Service (#) | Present Value of Accumulated Benefit ($)(1) | Payments During Last Fiscal Year ($) | | C. Méndez | | | | | Swiss Base Plan | 2.92 | 66,324 | – | | Swiss Supplementary 1e Plan | 2.92 | 214,063 | – | | N. LaFreniere | | | | | Otis Pension Preservation Plan (PPP) | 25 | 877,657 | – | | E. Miñarro Viseras | | | | | Spanish Defined Benefit – Policy 7179 | 1.25 | 17,679 | – |

  161. Pension Benefits

    | (1) The amount shown is the actuarial present value of the benefits accumulated through December 31, 2024. The present value for Ms. Méndez under the Swiss Base Plan was computed using a discount rate of 0.90% and interest crediting rate of 1.50%. For purposes of the values above, the benefits shown assumes payment in the form of a 70% annuity and 30% lump sum for the Swiss Base Plan and in the form of a lump sum for the Swiss Supplementary 1e Plan. |

  162. Pension Benefits

    The present value for Ms. LaFreniere under the PPP was computed using 2024 year-end ASC 715-30 assumptions, including the Pri-2012 mortality table with generational mortality improvement based on MP-2021, except that she is assumed to retire at the earliest date permitted without a reduction of benefits due to age, meaning age 62 for FAE benefits and age 65 for cash balance benefits. This amount differs from the amounts in the “Potential Payments Upon Termination or Change in Control” table because Ms. LaFreniere will reach early retirement age and be eligible for reduced early retirement benefits based on her elected form of payment under the PPP, with Ms. LaFreniere having to wait until age 55 to receive her benefits. The present value for Mr. Miñarro Viseras under the Spanish Defined Benefit – Policy 7179 was computed using 2024 year-end ASC 715-30 assumptions including a discount rate of 3.40%, and taking into account that Mr. Miñarro Viseras only completed 1.25 of his expected 21 years of service for his expected normal retirement age of 67 under current Spanish laws. For purposes of the value above, the benefit shown assumes payment in the form of a lump sum at age 67 and reflects both employee and employer-funded portions. For more information on the Spanish Defined Benefit – Policy 7179, see “Retirement and deferred compensation benefits” on page 63.

  163. Nonqualified Deferred Compensation

    Nonqualified Deferred Compensation

  164. Nonqualified Deferred Compensation

    | Plan(1) | Executive Contributions in Last Fiscal Year ($)(2) | Registrant Contributions in Last Fiscal Year ($)(3) | Aggregate Earnings in Last Fiscal Year ($)(4) | Aggregate Withdrawals/ Distributions ($) | Aggregate Balance at Last Fiscal Year-End ($)(5) | | J. Marks | | | | | | | SRP | 173,175 | 103,905 | 179,736 | – | 1,773,524 | | CACEP | – | 192,431 | 33,998 | – | 1,182,393 | | DCP | 612,500 | 22,050 | 229,460 | – | 4,349,229 | | LTIP PSU Deferral(6) | 6,117,479 | – | 141,327 | – | 6,258,806 | | P. Zheng | | | | | | | SRP | 55,395 | 33,237 | 116,509 | – | 884,922 | | CACEP | – | 50,779 | 57,820 | – | 507,305 | | N. LaFreniere | | | | | | | SRP | 54,780 | 32,868 | 168,493 | – | 1,435,666 | | CACEP | – | 50,215 | 54,061 | – | 421,289 | | A. Maheshwari | | | | | | | SRP | 60,131 | 36,079 | 9,678 | – | 169,847 | | CACEP | – | 56,341 | 8,002 | – | 126,836 |

  165. Nonqualified Deferred Compensation

    | (1) Ms. Méndez and Mr. Miñarro Viseras are not eligible to participate in any of the deferred compensation arrangements. For more information on the SRP, CACEP, DCP, and LTIP PSU Deferral Plan see “Retirement and deferred compensation benefits” on pages 61-63. |

  166. Nonqualified Deferred Compensation

    | (2) Amounts shown are included in the “Salary” and “Non-Equity Incentive Plan” columns, as applicable, of the Summary Compensation Table, with the exception of Ms. Marks’ contributions to the LTIP PSU Deferral Plan. |

  167. Nonqualified Deferred Compensation

    | (3) Amounts shown are included in the “All Other Compensation” column of the Summary Compensation Table. |

  168. Nonqualified Deferred Compensation

    | (4) Amounts shown reflect hypothetical investment returns to accounts based on fixed income, bond, target date and equity indices selected by the NEO. These returns do not constitute above-market earnings. |

  169. Nonqualified Deferred Compensation

    | (5) Amounts shown reflect the sum of contributions (both by the NEO and Otis) and credited earnings on those deferrals, less withdrawals. There were no withdrawals in 2024. Of these totals, the following amounts have been included in the Summary Compensation Table in prior years: Ms. Marks ($1,812,773), Mr. Zheng ($420,928), Ms. LaFreniere ($394,506) and Mr. Maheshwari ($83,977). |

  170. Nonqualified Deferred Compensation

    | (6) Amounts shown reflect Ms. Marks’ election to defer the receipt of a portion of her 2021 PSU award that vested in 2024 (less $147,220 in FICA taxes) into the LTIP PSU Deferral Plan, as reported in the “Option Exercises and Stock Vested” table on page 72. |

  171. Potential Payments Upon Termination or Change in Control

    Potential Payments Upon Termination or Change in Control

  172. Potential Payments Upon Termination or Change in Control

    | Payment Type | J. Marks ($) | C. Méndez ($) | P. Zheng ($) | N. LaFreniere ($) | E. Miñarro Viseras ($) | A. Maheshwari ($) | | Involuntary Termination for Cause | | | | | | | | Severance Cash Payment | – | – | – | – | – | – | | STI Payment(1) | – | – | – | – | – | – | | Pension Benefit(2) | – | 214,063 | – | 1,289,912 | – | – | | Option / SAR Value(3) | – | – | – | – | – | – | | Stock Awards Value(3) | – | – | – | – | – | – | | Sub-Total | – | 214,063 | – | 1,289,912 | – | – | | Less: Vested Pension(4) | – | -214,063 | – | -1,289,912 | – | – | | Total | – | – | – | – | – | – |

  173. Potential Payments Upon Termination or Change in Control

    | Payment Type | J. Marks ($) | C. Méndez ($) | P. Zheng ($) | N. LaFreniere ($) | E. Miñarro Viseras ($) | A. Maheshwari ($) | | Voluntary Termination / Resignation | | | | | | | | Severance Cash Payment | – | – | – | – | – | – | | STI Payment(1) | – | – | – | – | – | – | | Pension Benefit(2) | – | 214,063 | – | 1,289,912 | – | – | | Option / SAR Value(4,5,6) | – | – | 166,940 | – | – | – | | Stock Awards Value(4,5,6,7) | – | – | 2,216,529 | – | – | – | | Sub-Total | – | 214,063 | 2,383,469 | 1,289,912 | – | – | | Less: Vested Pension and Equity(4) | – | -214,063 | -2,383,469 | -1,289,912 | – | – | | Total | – | – | – | – | – | – |

  174. Potential Payments Upon Termination or Change in Control

    | Payment Type | J. Marks ($) | C. Méndez ($) | P. Zheng ($) | N. LaFreniere ($) | E. Miñarro Viseras ($) | A. Maheshwari ($) | | Involuntary Termination without Cause | | | | | | | | Severance Cash Payment(8) | 2,162,714 | 1,346,104 | – | – | 1,250,682 | – | | STI Payment(8) | 2,500,000 | 750,373 | 701,000 | 644,000 | 920,497 | – | | Pension Benefit(2) | – | 214,063 | – | 1,289,912 | – | – | | Option / SAR Value(4,5) | 701,239 | 19,519 | 166,940 | 99,022 | 22,215 | – | | Stock Awards Value(4,5,7) | 14,467,904 | 503,336 | 4,035,482 | 3,735,795 | 1,370,628 | – | | Other Benefits(8) | 42,370 | 56,073 | 42,148 | 32,782 | 19,725 | – | | Sub-Total | 19,874,227 | 2,889,468 | 4,945,570 | 5,801,511 | 3,583,747 | – | | Less: Vested Pension and Equity(4) | – | -214,063 | -2,383,469 | -1,289,912 | – | – | | Total | 19,874,227 | 2,675,405 | 2,562,101 | 4,511,599 | 3,583,747 | – |

  175. Potential Payments Upon Termination or Change in Control

    | Payment Type | J. Marks ($) | C. Méndez ($) | P. Zheng ($) | N. LaFreniere ($) | E. Miñarro Viseras ($) | A. Maheshwari ($) | | Death / Disability | | | | | | | | Severance Cash Payment | – | – | – | – | – | – | | STI Payment(9) | 2,500,000 | 750,373 | 701,000 | 644,000 | 920,497 | – | | Pension Benefit(2) | – | 12,095,277 | – | 1,289,912 | – | – | | Option / SAR Value(4,10,11) | 1,208,931 | 33,586 | 183,185 | 168,688 | 285,354 | – | | Stock Awards Value(4,10,11) | 52,699,100 | 2,903,362 | 8,757,043 | 8,577,558 | 5,657,293 | – | | Sub-Total | 56,408,031 | 15,782,598 | 9,641,228 | 10,680,158 | 6,863,144 | – | | Less: Vested Pension and Equity(4) | – | -12,095,277 | -2,383,469 | -1,289,912 | – | – | | Total | 56,408,031 | 3,687,321 | 7,257,759 | 9,390,246 | 6,863,144 | – |

  176. Potential Payments Upon Termination or Change in Control

    | Payment Type | J. Marks ($) | C. Méndez ($) | P. Zheng ($) | N. LaFreniere ($) | E. Miñarro Viseras ($) | A. Maheshwari ($) | | Qualifying Termination within 2 Years Following a Change in Control | | | | | | | | Severance Cash Payment(12) | 10,920,000 | 2,692,208 | 2,660,000 | 2,484,000 | 2,501,363 | – | | STI Payment(12) | 2,500,000 | 750,373 | 701,000 | 644,000 | 920,497 | – | | Pension Benefit(2) | – | 214,063 | – | 1,289,912 | – | – | | Option / SAR Value(13) | 1,208,931 | 33,586 | 183,185 | 168,688 | 285,354 | – | | Stock Awards Value(13) | 52,699,100 | 2,903,362 | 8,757,043 | 8,577,558 | 5,657,293 | – | | Other Benefits(12) | 58,370 | 72,073 | 58,148 | 48,782 | 35,725 | – | | Sub-Total | 67,386,401 | 6,665,665 | 12,359,376 | 13,212,940 | 9,400,232 | – | | Less: Vested Pension and Equity(4) | – | -214,063 | -2,383,469 | -1,289,912 | – | – | | Total | 67,386,401 | 6,451,602 | 9,975,907 | 11,923,028 | 9,400,232 | – |

  177. Potential Payments Upon Termination or Change in Control

    | (1) For the purposes of this table, the STI payouts are not deemed accrued as of December 31, 2024, and are included in this table upon the applicable event. |

  178. Potential Payments Upon Termination or Change in Control

    | (2) For Ms. LaFreniere, this represents the estimated lump-sum value of the retirement benefits accrued under the PPP, assuming retirement or termination on December 31, 2024, based on the PPP’s 2024 present values, elected form of payment, payable as of age 55 for Ms. LaFreniere. This amount differs from the amount shown in the “Pension Benefits” table because of the early retirement age adjustment. |

  179. Potential Payments Upon Termination or Change in Control

    For Ms. Méndez, $214,063 represents the estimated lump-sum value of the retirement benefits accrued under the Swiss Supplementary 1e Plan, assuming retirement or termination on December 31, 2024. In the event of termination due to death, the benefit due under the Swiss Supplementary 1e Plan would be a lump-sum payment of $1,231,277 plus a spouse’s lifetime pension benefit of $328,318 per year; the present value of the death benefit as of December 31, 2024 was $12,095,277. In the event of long-term disability, Ms. Méndez would be entitled to a pension benefit under the Swiss Supplementary 1e Plan of $492,533 per year payable until Ms. Méndez reaches age 65; the present value of the disability benefit as of December 31, 2024 was $8,711,000. Under the Spanish Defined Benefit – Policy 7179, Mr. Miñarro Viseras will not be entitled to any company pension benefits unless he terminates employment and elects retirement with the Spanish social contribution system. Due to his age as of December 31, 2024, he will not be entitled to retire and, therefore, will not be eligible to receive the company pension benefits.

  180. Potential Payments Upon Termination or Change in Control

    | (3) Outstanding equity awards will be forfeited upon an involuntary termination for cause. |

  181. Potential Payments Upon Termination or Change in Control

    | (4) Equity awards are valued based on the closing price of our common stock ($92.61) on the last trading day of 2024. If an NEO qualifies for retirement treatment (see footnotes (5) and (7) below) for their unvested awards, the value of that equity is included in the “Less: Vested Pension and Equity” rows. The value of vested and exercisable SARs is not included in this table since an NEO is entitled to receive them unless the NEO is terminated for cause. With respect to Ms. Méndez, the Death/Disability table shows the present value of the death benefit under the Swiss Supplementary 1e Plan; see footnote (2) for a description of the disability benefit under such plan. |

  182. Potential Payments Upon Termination or Change in Control

    | (5) Awards held for less than one year from the grant date will be forfeited. Annual SAR and RSU awards held for more than one year will fully vest if the executive qualifies for retirement treatment, which is defined under our outstanding awards as either (i) age 65; or (ii) age 55 plus 10 or more years of service. PSU awards held for more than a year by an executive who has met this retirement eligibility will remain outstanding and be eligible to vest subject to achievement of the performance goals as determined by the Compensation Committee, and be subject to prior elections made by the applicable executives under the LTIP PSU Deferral Plan, if any. Vested SARs will be exercisable by retirement-eligible executives until the expiration of their term. Mr. Zheng has attained age 55 with more than 10 years of continuous service and has met retirement eligibility. Mses. Marks, Méndez, and LaFreniere and Mr. Miñarro Viseras do not qualify for retirement eligibility. Mr. Maheshwari did not qualify for retirement eligibility upon termination. Non-retirement-eligible executives will forfeit their unvested awards upon a voluntary termination. These executives will, however, vest in a prorated portion of their RSUs and SARs held for more than one year upon an involuntary termination other than for cause. For these executives, PSUs held for more than one year will, upon an involuntary termination other than for cause, prorate under the same basis and remain eligible to vest upon achievement of the performance goals as determined by the Compensation Committee. These PSUs are subject to the prior elections made by the applicable executives under the LTIP PSU Deferral Plan, if any. Vested SARs may be exercised by a nonretirement-eligible executive for up to one year following an involuntary termination other than for cause and for up to 90 days following a voluntary termination (in each case until the expiration of their term, if earlier). |

  183. Potential Payments Upon Termination or Change in Control

    | (6) Special out-of-cycle awards do not have retirement eligibility treatment provisions. As a result, the executives will forfeit their unvested out-of-cycle awards upon a voluntary termination. |

  184. Potential Payments Upon Termination or Change in Control

    | (7) ELG RSU awards vest upon retirement on or after age 62 or in the case of a “mutually agreeable separation” (as defined on page 59) following three years of ELG service. Mses. Marks and LaFreniere and Mr. Zheng are the only NEOs with an ELG RSU award. All three have met this service condition and will receive these vested awards upon a mutually agreeable separation or upon retirement on or after age 62. |

  185. Potential Payments Upon Termination or Change in Control

    | (8) The Severance Plan provides for the following payments and benefits: a lump-sum payment equal to 1X (1.5X for the CEO) the sum of the executive’s annual base salary and target annual STI award; a prorated STI payout for the year of termination based on actual performance; and other benefits (continued healthcare benefits for the executive and eligible dependents for up to 12 months at no cost and outplacement services for up to 12 months). The value of any cash severance payable under the Severance Plan to an ELG member will be reduced by the value of the executive’s ELG RSU grant that vests upon the executive’s termination, if any, as well as by any other severance benefits that the executive is entitled to receive upon termination of employment. For Mr. Zheng and Ms. LaFreniere, this netting will result in zero cash severance payment assuming a December 31, 2024, termination of employment. |

  186. Potential Payments Upon Termination or Change in Control

    | (9) Under our STI program, the Compensation Committee has discretion to determine what payment, if any, will be made in the event of an executive's death or disability. We have assumed that the executive or executive's estate, as applicable, will receive their STI award based on actual performance as determined as of the date of death or disability. |

  187. Potential Payments Upon Termination or Change in Control

    | (10) Upon death, RSUs will vest and be converted to shares of common stock to be delivered to the executive’s estate. All PSUs will vest at death and be converted to shares of Otis common stock to be delivered to the executive’s estate at target performance (or such greater amount as determined by the Compensation Committee in its discretion) for all PSU awards. The PSUs will be subject to the prior elections made by the applicable executives under the LTIP PSU Deferral Plan, if any. All unvested SARs will vest at death and become exercisable. The executive's estate will have three years from the death (or until the expiration of the SAR, if earlier) to exercise all outstanding SARs. If a SAR expires prior to the expiration of that three-year exercise period, the SAR will be deemed to be exercised by the estate at the SAR expiration date. ELG RSU awards also vest on death. |

  188. Potential Payments Upon Termination or Change in Control

    | (11) Upon disability (as defined in our LTI program), all awards will fully vest, with the PSUs being converted at target performance (or such greater amount as determined by the Compensation Committee), and be subject to the prior elections made by the applicable executives under the LTIP PSU Deferral Plan, if any. Vested SARs may be exercised for up to three years from the termination date or the vesting date if later (but no later than the expiration of the applicable term), provided that if a SAR expires prior to the expiration of that three-year exercise period, the SAR will be deemed to be exercised by the NEO at the SAR expiration date. ELG RSU awards also vest upon disability. The ELG long-term disability program provides an annual benefit upon disability that is equal to 80% of base salary plus target STI payment. |

  189. Potential Payments Upon Termination or Change in Control

    | (12) All the NEOs are eligible for change in control benefits under our Change in Control Severance Plan, which is described on page 60. Upon a qualifying termination within two years following a change in control, the executive will receive a lump-sum payment equal to the sum of their annual base salary and target annual STI award (3X for the CEO and 2X for the other NEOs); a prorated portion of their STI award for the year of termination; and other benefits (continued healthcare benefits for the executive and eligible dependents for up to 12 months at no cost; and financial planning and outplacement services, each for up to 12 months, also at no cost). Amounts reported in this table do not reflect the impact of the better net after-tax cutback that may apply under the terms of the Change in Control Severance Plan if the golden parachute excise tax imposed under Sections 280G and 4999 of the IRC would otherwise apply. |

  190. Potential Payments Upon Termination or Change in Control

    | (13) In the event of a qualifying termination within two years following a change-in-control, our LTI program provides for the accelerated vesting of all outstanding equity awards (including awards outstanding for less than one year, special out-of-cycle awards and ELG RSU awards), with the PSUs that become vested upon such qualifying termination subject to the prior elections made by the applicable executives under the LTIP PSU Deferral Plan, if any. The applicable PSU performance goals will be deemed to be achieved at the greater of target and actual performance as determined by the Compensation Committee prior to the change-in-control. Amounts shown assume estimated PSU payouts based on projected performance for the 2023 awards and target performance for the 2022 and 2024 PSU awards. All values shown reflect the closing price of our common stock ($92.61) on the last trading day of 2024. |

  191. CEO pay ratio

    CEO pay ratio As required by the applicable SEC rules, we are providing the following information regarding the ratio of the annual total compensation of Ms. Marks, our CEO, to the annual total compensation of our median colleague.

  192. Fiscal year 2024 CEO pay ratio determination

    Fiscal year 2024 CEO pay ratio determination For 2024, Ms. Marks’ annual total compensation was $42,102,257, and the annual total compensation of our median colleague was $61,120, resulting in a ratio of 689:1. We believe this pay ratio is a reasonable estimate based on the methodology and assumptions described above.

  193. Comparing pay ratios of other companies

    Comparing pay ratios of other companies Because SEC rules allow companies to use different methodologies, exclusions, estimates and assumptions in calculating their CEO pay ratios, our CEO pay ratio may not be comparable to those reported by other companies. We also note that Ms. Marks' 2024 compensation calculation includes the impact of a one-time award, which is not an ongoing structural element of her compensation. The ratio excluding this one-time award is 281:1.

  194. Pay versus performance

    Pay versus performance The following section has been prepared in accordance with the SEC’s pay versus performance (“PvP”) disclosure rule. The PvP rule requires public companies to disclose information reflecting the relationship between the company’s financial performance and a new definition of pay, referred to as “Compensation Actually Paid.” The Compensation Actually Paid amounts shown below may not reflect actual compensation paid to or earned by our NEOs, and Compensation Actually Paid was not used by the Compensation Committee to make any compensation decisions. The table below includes the required PvP disclosures for the Principal Executive Officer (“PEO”) and the average non-PEO NEO for fiscal years 2024, 2023, 2022, 2021 and 2020. Detailed information on the calculation of the Compensation Actually Paid amounts for the applicable year can be found in footnote (2) below.

  195. Pay versus performance

    | Year | Summary Compensation Table Total for PEO ($)(1) | Compensation Actually Paid to PEO ($)(2) | Average Summary Compensation Table Total for Non-PEO NEOs ($)(3) | Average Compensation Actually Paid to Non-PEO NEOs ($)(2) | Value of Initial Fixed $100 investment based on: | | Net Income ($M)(5) | Adjusted Earnings Per Share ($)(6) | | | | | | | Otis TSR(4) | Peer Group TSR(4) | | | | 2024 | 42,102,257 | 40,088,639 | 5,377,739 | 3,919,059 | 209 | 253 | 1,645 | 3.83 | | 2023 | 15,924,194 | 21,050,577 | 5,576,098 | 6,457,863 | 199 | 216 | 1,406 | 3.54 | | 2022 | 14,477,875 | 15,281,897 | 3,457,622 | 2,196,543 | 172 | 183 | 1,253 | 3.17 | | 2021 | 13,770,306 | 26,766,637 | 3,956,450 | 7,555,268 | 188 | 193 | 1,246 | 3.01 | | 2020 | 11,987,312 | 17,995,581 | 4,508,897 | 5,098,198 | 144 | 160 | 906 | 2.52 |

  196. Pay versus performance

    | (1) The PEO for each year shown in this table is Ms. Marks. |

  197. Pay versus performance

    | (2) The year-over-year variation in the amounts reported is highly correlated with changes in our stock price. In 2024, our former CFO left employment and forfeited all unvested equity awards granted to him. His departure contributed to the lower “Average Compensation Actually Paid to non-PEO NEOs” amount reported for 2024. The following tables set forth the adjustments made from the Summary Compensation Table total for the PEO and the Average Summary Compensation Table total for the non-PEO NEOs to determine the Compensation Actually Paid to the PEO and Average Compensation Actually Paid to the non-PEO NEOs under the rule. |

  198. Pay versus performance

    | Adjustments from Summary Compensation Table Total for PEO | 2024 | | Deduction for amounts reported under the “Stock Awards” and “Option Awards” columns in the Summary Compensation Table | -37,794,147 | | Increase based on fair value of awards granted during year that remain unvested as of year-end, determined as of year-end(8) | 34,055,562 | | Increase/deduction for change in fair value from prior year-end to current year-end of awards granted prior to year that were outstanding and unvested as of year-end(8) | 428,124 | | Increase/deduction for change in fair value from prior year-end to vesting date of awards granted prior to year that vested during year(8) | 391,303 | | Increase based on dividends or other earnings paid during year prior to vesting date of award | 905,539 | | Total Adjustments | -2,013,618 |

  199. Pay versus performance

    | Adjustments from Average Summary Compensation Table Total for Non-PEO NEOs | 2024 | | Average deduction for change in actuarial present values reported under the “Change in Pension Value and Nonqualified Deferred Compensation Earnings” column in the Summary Compensation Table(7) | -38,116 | | Average increase for service cost of pension plans(7) | 6,880 | | Average deduction for amounts reported under the “Stock Awards” and “Option Awards” columns in the Summary Compensation Table | -3,740,187 | | Average increase based on fair value of awards granted during year that remain unvested as of year-end, determined as of year-end(8) | 2,926,080 | | Average increase/deduction for change in fair value from prior year-end to current year-end of awards granted prior to year that were outstanding and unvested as of year-end(8) | 95,154 | | Average increase/deduction for change in fair value from prior year-end to vesting date of awards granted prior to year that vested during year(8) | 75,493 | | Average deduction of fair value of awards granted prior to year that were forfeited during year(8) | -865,837 | | Average increase based on dividends or other earnings paid during year prior to vesting date of award | 81,853 | | Total Adjustments | -1,458,680 |

  200. Pay versus performance

    | (3) The names of the non-PEO NEOs in each fiscal year are listed in the table below. |

  201. Pay versus performance

    | 2024 | 2023 | 2022 | 2021 | 2020 | | A. Maheshwari | A. Maheshwari | A. Maheshwari | R. Ghai | R. Ghai | | C. Méndez | P. Zheng | R. Ghai | P. Zheng | P. Zheng | | P. Zheng | T. Embree | P. Zheng | N. LaFreniere | N. LaFreniere | | N. LaFreniere | E. Miñarro Viseras | N. LaFreniere | S. de Montlivault | S. de Montlivault | | E. Miñarro Viseras | | S. de Montlivault | | M. Eubanks |

  202. Pay versus performance

    | (4) Otis became an independent publicly traded company on April 3, 2020. The TSR calculations for Otis and the Peer Group are based on a fixed $100 investment from April 3, 2020, through the end of 2024, assuming reinvestment of dividends until the last day of each reporting fiscal year. The Peer Group, for purpose of this table, is the S&P 500 Industrials Sector Index. |

  203. Pay versus performance

    | (5) This represents Otis’ net income calculated in accordance with GAAP. |

  204. Pay versus performance

    | (6) The Compensation Committee has made the assessment that adjusted earnings per share (“adjusted EPS”), which is calculated on a diluted basis, represents the most important financial measure used by Otis to link Compensation Actually Paid to our PEO and non-PEO NEOs for 2024 to our performance. Adjusted EPS is the performance measure that has the greatest weighting under our PSUs. We grant 50% of each NEO’s LTI opportunity as PSUs. See Appendix A on pages 99-102 for information on how adjusted EPS is calculated from our audited financial statements. |

  205. Pay versus performance

    | (7) Ms. LaFreniere is a participant in the PPP, Ms. Méndez is a participant in the Swiss Base Plan and Swiss Supplementary 1e Plan, and Messrs. de Montlivault and Miñarro Viseras participate in the TCN Plan and the Spanish Defined Benefit – Policy 7179, respectively. None of our other NEOs participate in an Otis-sponsored pension plan. |

  206. Pay versus performance

    | (8) For awards granted prior to 2020, we measure the increase or decrease in fair value from April 3, 2020, the date we became an independent publicly traded company. A binomial lattice model was used to estimate the fair value of the SARs. Fair values for our PSUs, which are partly market-based awards because of the TSR multiplier, are based on a Monte Carlo valuation if the PSU TSR measurement period has not ended (i.e., for the 2023 PSUs and 2024 PSUs). Both models are consistent with the grant-date valuation models used for valuations under FASB ASC 718. Below is a description of the assumptions made for the valuations of the SARs and 2023 and 2024 PSUs. |

  207. Pay versus performance

    | | Valuations performed for 2024 | | PSUs | | | Range of Weighted Financial Metric Multipliers | 82% - 117% | | TSR Realized Performance (percentile) | 31st - 38th | | Historical Volatility | 18.5% - 18.6% | | Risk-Free Interest Rate | 4.1% - 4.2% |

  208. Pay versus performance

    | | Valuations performed for 2024 | | SARs | | | Expected Term (years) | 2.3 – 5.2 | | Exercise Price | $63.93 – $94.20 | | Blended Volatility | 23.0% – 26.9% | | Dividend Yield | 1.5% – 1.6% | | Risk-Free Interest Rate | 3.6% – 4.3% |

  209. Pay versus performance

    Expected term estimates for measurements in the current fiscal year were calculated by taking the difference between (i) the expected term as of the grant date of the SARs and (ii) the time since grant. This difference was then divided by the stock-to-exercise price ratio as of the applicable measurement date, and thereby shortening the term for the SARs since all the SARs are in-the-money at the applicable measurement date. The Blended Volatility is calculated as an average of the peer and historical volatility on the measurement date. Historical Volatility is calculated from daily Otis stock prices, term matched for the expected term (consistent with the approach used for the grant-date valuation of options). Peer volatility is calculated based on the average of the volatility of the peer group within the industry. Dividend Yield is calculated as the quarterly dividend amount divided by the three-month average stock price on the valuation date, annualized and continuously compounded. Risk-free interest rate is the continuously compounded, term-matching, zero-coupon rate from applicable measurement date. Estimated fair values of the unvested PSU awards, which vest based upon financial performance metrics and a relative TSR modifier, were valued using a Monte Carlo simulation as of December 31, 2024:

  210. Pay versus performance

    | Award | Discount for Lack of Marketability | TSR Modifier Fair Value (per target shares)(a) | TSR Modifier Fair Value Factor (as % of valuation date stock price) | | 2024 July PSUs(b) | 4.79% | $83.87 | 90.56 | | 2024 PSU | N/A | $90.06 | 97.25 | | 2023 PSU | N/A | $88.09 | 95.12 |

  211. Pay versus performance

    As the TSR performance period for the 2022 PSUs was completed as of December 31, 2024, no TSR modifier was calculated for the relevant 2024 valuations. To calculate total PSU fair value as of each measurement date for each NEO, the TSR modifier fair value shown in the table above was multiplied by (i) the corresponding expected payout from the performance goals described on pages 52-55 and (ii) the number of target performance units unvested and outstanding plus dividend equivalent units accrued at the time.

  212. Pay versus performance

    | (a) Target shares are defined as a payout of 100%, such that the maximum payout is 120% given the TSR multiplier. |

  213. Pay versus performance

    | (b) This PSU award has a mandatory one-year post-vest holding period. As such, a discount is applied to the award to reflect the lack of marketability due to the holding period restriction. |

  214. Pay versus performance relationships

    Pay versus performance relationships The graphs below illustrate the relationship between Compensation Actually Paid and:

  215. Pay versus performance relationships

    | • | Cumulative TSR for Otis and the Peer Group |

  216. Pay versus performance relationships

    | • | Otis’ adjusted EPS (Company Selected Measure) |

  217. Pay versus performance relationships

    | • | Otis’ net income |