Exhibit 10-s-1

Rockwell Collins, Inc.

Non-Employee Director Compensation Summary

As of October 1, 2016

Initial Election to Board

• Granted restricted stock units ("RSUs") with a value equal to:

◦ $100,000 plus

◦ $120,000 multiplied by a fraction where the numerator is the number of days until the next Annual Meeting of Shareowners and the denominator is 365.

Annual Retainer

• $100,000 payable in equal quarterly installments at the beginning of each quarter.

Annual Equity Grant

• At each Annual Meeting of Shareowners, granted RSUs with a value of $120,000.

Annual Lead Independent Director Fees

• Additional cash retainer of $30,000, payable in equal quarterly installments at the beginning of each quarter.

Annual Committee Chair Fees

• Audit - $25,000

• Compensation - $20,000

• Technology and Cybersecurity - $20,000

• Nominating and Governance - $15,000

• Corporate Strategy and Finance - $15,000

• All chair fees are payable in equal quarterly installments at the beginning of each quarter.

Annual Audit Committee Fees

• Each Audit Committee member, other than the Chair, receives $10,000, payable in equal quarterly installments at the beginning of each quarter.

Annual Deferral Opportunity

• Prior to the start of each calendar year, a non-employee director may elect to defer all or a portion of his or her cash fees by electing to receive RSUs in lieu thereof.

* All annual amounts may be prorated for service periods of less than a year.