CALCULATION OF REGISTRATION FEE

(1)

Calculated in accordance with Rule 457(r) under the Securities Act of 1933, as amended.

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As Filed Pursuant to Rule 424(b)(5)
Registration Number 333-215863

Prospectus Supplement
(To Prospectus Dated February 1, 2017)

$500,000,000

JOHNSON CONTROLS INTERNATIONAL PLC

4.500% Senior Notes due 2047

         Johnson Controls International plc ("we" or "JCI plc") is offering $500,000,000 aggregate principal amount of 4.500% Senior Notes due 2047 (the "Notes"). We will pay interest on the Notes on February 15 and August 15 of each year, beginning August 15, 2017. The Notes will bear interest at a rate of 4.500% per year.

         We may redeem some or all of the Notes at the redemption prices set forth in this prospectus supplement, plus accrued and unpaid interest, if any, thereon to, but excluding, the redemption date. In addition, we may, at our option, redeem all, but not less than all, of the Notes at any time upon the occurrence of specified tax events as described herein. If we experience a Change of Control Triggering Event (as defined herein), unless we have exercised our right to redeem the Notes or have defeased the Notes as described herein, we will be required to offer to purchase the Notes from holders. See "Description of Notes—Offer to Repurchase Upon Change of Control Triggering Event."

         We intend to list the Notes on the New York Stock Exchange. Trading in the Notes is expected to begin within 30 days of the original issue date. If such a listing is obtained, we will have no obligation to maintain such listing, and we may delist the Notes at any time. There is currently no established trading market for the Notes.

         The Notes will be our unsecured, unsubordinated obligations. The Notes will rank senior in right of payment to JCI plc's existing and future indebtedness and other obligations that are expressly subordinated in right of payment to the Notes; equal in right of payment to JCI plc's existing and future indebtedness and other obligations that are not so subordinated; effectively junior to any of JCI plc's secured indebtedness and other obligations to the extent of the value of the assets securing such indebtedness or other obligations; and structurally junior to all existing and future indebtedness and other obligations incurred by JCI plc's subsidiaries. The Notes will be issued only in denominations of $2,000 and whole multiples of $1,000 in excess thereof.

         Investing in the Notes involves risks. See "Risk Factors" beginning on page S-9 of this prospectus supplement for important factors you should consider before investing in the Notes.

         Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or determined if this prospectus supplement or the accompanying prospectus to which it relates is truthful or complete. Any representation to the contrary is a criminal offense.

         Delivery of the Notes will be made in book-entry form only through the facilities of The Depository Trust Company ("DTC") and its direct and indirect participants, including Euroclear Bank S.A./N.V. ("Euroclear") and Clearstream Banking, société anonyme ("Clearstream"), on or about February 7, 2017.

Joint Book-Running Managers

Co-Managers

The date of this prospectus supplement is February 2, 2017.

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        We have not, and the underwriters have not, authorized any dealer, salesperson or other person to give any information or to make any representation other than those contained or incorporated by reference in this prospectus supplement, the accompanying prospectus or in any free writing prospectus prepared by or on behalf of us or to which we have referred you. We and the underwriters take no responsibility for, and can provide no assurance as to the reliability of, any other information that others may give you.

        The information contained in this prospectus supplement and the accompanying prospectus, or incorporated by reference in these documents, is accurate only as of the date of the applicable document. When we deliver this prospectus supplement and the accompanying prospectus or make a sale pursuant to this prospectus supplement and the accompanying prospectus, we are not implying that the information is current as of the date of the delivery or sale.

        The Notes are offered globally for sale only in those jurisdictions in the United States, Europe, Asia and elsewhere where it is lawful to make such offers. The distribution of this prospectus supplement and the accompanying prospectus and the offering of the Notes in certain jurisdictions may be restricted by law. Persons outside the United States who receive this prospectus supplement and the accompanying prospectus must inform themselves about and observe any restrictions relating to the offering of the Notes and the distribution of this prospectus supplement and the accompanying prospectus outside the United States. This prospectus supplement and the accompanying prospectus do not constitute an offer to sell or the solicitation of an offer to buy any securities other than the registered securities to which they relate, nor do this prospectus supplement and the accompanying prospectus constitute an offer to sell or the solicitation of an offer to buy securities in any jurisdiction to any person to whom it is unlawful to make such offer or solicitation in such jurisdiction. See "Underwriting" in this prospectus supplement.

        None of this preliminary prospectus supplement or any prospectus which it supplements constitutes a prospectus for the Prospectus Directive (as defined below) or has been approved for the purposes of the Prospectus Directive.

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PROSPECTUS SUPPLEMENT

PROSPECTUS

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ABOUT THIS PROSPECTUS SUPPLEMENT

        This document has two parts. The first part consists of this prospectus supplement, which describes the specific terms of this offering and the Notes offered. The second part, the accompanying prospectus, provides more general information about securities that we may offer, some of which does not apply to this offering. If the description of the offering varies between this prospectus supplement and the accompanying prospectus, you should rely on the information in this prospectus supplement.

        Before purchasing any Notes, you should carefully read both this prospectus supplement and the accompanying prospectus, together with the additional information described under the heading "Incorporation by Reference" below.

        Unless we have indicated otherwise, references in this prospectus supplement to "JCI plc," "we," "us" and "our" or similar terms are only to Johnson Controls International plc, an Irish public limited company, references to "Johnson Controls" are to JCI plc and its consolidated subsidiaries and references to "Tyco" refer to Tyco International plc, which became Johnson Controls International plc upon the closing of the merger of Tyco and Johnson Controls, Inc.

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BASIS OF PRESENTATION

        On September 2, 2016, Johnson Controls, Inc. ("JCI Inc.") merged with a wholly owned subsidiary of Tyco, with JCI Inc. surviving the merger as a wholly owned subsidiary of Tyco (the "Merger"). Following the Merger, the combined company changed its name to Johnson Controls International plc. The Merger was accounted for as a reverse acquisition using the acquisition method of accounting in accordance with Accounting Standards Codification ("ASC") 805, "Business Combinations." JCI Inc. was the accounting acquirer for financial reporting purposes. Accordingly, (1) the historical consolidated financial statements of JCI Inc. for periods prior to September 3, 2016 are considered to be the historic financial statements of Johnson Controls for such periods, and (2) the financial results for Tyco are included in the historic financial statements of Johnson Controls for periods on and after September 3, 2016. See Note 2 "Merger Transaction" of the notes to the consolidated financial statements included in our Annual Report on Form 10-K for the three fiscal years ended September 30, 2016, which is incorporated by reference in this prospectus supplement and the accompanying prospectus.

        On October 31, 2016, Johnson Controls completed the spin-off of its automotive seating and interiors business by way of the transfer of such business from Johnson Controls to Adient plc ("Adient") and the issuance of ordinary shares of Adient directly to holders of Johnson Controls ordinary shares on a pro rata basis (the "Spin-Off"). Prior to the open of business on October 31, 2016, each of the Company's shareholders received one ordinary share of Adient for every 10 ordinary shares of Johnson Controls held as of the close of business on October 19, 2016, the record date for the distribution. JCI plc shareholders received cash in lieu of fractional shares of Adient, if any. Johnson Controls did not retain any equity interest in Adient.

        Beginning with the fiscal quarter ending December 31, 2016, we will reflect Adient's historical financial results as a discontinued operation. As a result, the preliminary financial information for the fiscal quarter ending December 31, 2016 included in this prospectus supplement reflects Adient as a discontinued operation. In addition, the effect of reflecting Adient as a discontinued operation for the fiscal year ended September 30, 2016, is illustrated in the unaudited pro forma financial information included in this prospectus supplement. See "Unaudited Pro Forma Consolidated Financial Information." However, our consolidated financial statements included in our Annual Report on Form 10-K for the three fiscal years ended September 30, 2016, which is incorporated by reference in this prospectus supplement and the accompanying prospectus, and any historical financial information derived therefrom and included in this prospectus supplement or the accompanying prospectus, have not been recast to reflect Adient as a discontinued operation. In connection with the filing of our interim financial statements on Form 10-Q for the fiscal quarter ending December 31, 2016, the financial statements for the quarterly period ended December 31, 2015 will be recast to reflect Adient's historical financial results as a discontinued operation. We intend to recast the financial statements for the fiscal years ended September 30, 2016, 2015 and 2014, to reflect Adient's historical financial results as a discontinued operation after the filing of our interim financial statements on Form 10-Q for the fiscal quarter ending December 31, 2016.

        On December 28, 2016, Johnson Controls completed offers to exchange validly tendered and accepted notes of certain series issued by JCI Inc. or Tyco International Finance S.A. ("TIFSA"), as applicable, each of which is a wholly owned subsidiary of JCI plc, for new notes issued by JCI plc and the related solicitation of consents to amend the indentures governing the notes issued by JCI Inc. and TIFSA (the offers to exchange and the related consent solicitation together the "Exchange Offers"). The pro forma financial information included in this prospectus supplement does not include the effect of the Exchange Offers (unless expressly stated otherwise) or of the incurrence or repayment of indebtedness of Johnson Controls or its subsidiaries after September 30, 2016 (except in connection with the Spin-Off and the transactions related thereto).

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INCORPORATION BY REFERENCE

        We "incorporate by reference" information into this prospectus supplement and the accompanying prospectus, which means that we disclose important information to you by referring you to other documents filed separately with the Securities and Exchange Commission (the "SEC"). The information incorporated by reference is deemed to be part of this prospectus supplement and the accompanying prospectus, except for any information superseded by information contained in this prospectus supplement and the accompanying prospectus or a subsequently filed document that is incorporated by reference.

        This prospectus supplement incorporates by reference the documents set forth below (other than, in each case, documents or information deemed to have been furnished but not filed in accordance with SEC rules):

•

the Annual Report of Johnson Controls International plc on Form 10-K for the fiscal year ended September 30, 2016, filed with the SEC on November 23, 2016;



•

the portions of Johnson Controls International plc's Proxy Statement on Schedule 14A for its 2017 annual general meeting of shareholders filed with the SEC on January 13, 2017 that are incorporated by reference into Johnson Controls' Annual Report on Form 10-K for the fiscal year ended September 30, 2016;



•

Current Reports of Johnson Controls International plc filed with the SEC on September 6, 2016 (as amended by Amendment No. 1 filed with the SEC on October 3, 2016), October 31, 2016, December 12, 2016, December 28, 2016 and February 1, 2017 (except with respect to any information furnished pursuant to Item 2.02);



•

the Annual Report of Tyco on Form 10-K for the fiscal year ended September 25, 2015 filed with the SEC on November 13, 2015 (as recast in part in Tyco's Current Report on Form 8-K filed with the SEC on March 11, 2016);



•

the Quarterly Report of Tyco on Form 10-Q for the fiscal quarter ended June 30, 2016 filed with the SEC on July 29, 2016; and



•

any future filings we make with the SEC under Sections 13(a), 13(c), 14 or 15(d) of the Securities Exchange Act of 1934 (the "Exchange Act"), except for any documents or information that are deemed to be furnished and not filed with the SEC. Unless specifically stated to the contrary, none of the information we disclose under Items 2.02 or 7.01 of any Current Report on Form 8-K that we may from time to time furnish to the SEC will be incorporated by reference into, or otherwise included in, this prospectus supplement.

        Statements made in this prospectus supplement and the accompanying prospectus or in any document incorporated by reference in this prospectus supplement or the accompanying prospectus as to the contents of any contract or other document are not necessarily complete. In each instance we refer you to the copy of the contract or other document filed as an exhibit to the registration statement of which this prospectus supplement is a part or as an exhibit to the documents incorporated by reference.

        We will provide to you, at no cost, a copy of any document incorporated by reference in this prospectus supplement or the accompanying prospectus and any exhibits specifically incorporated by reference in those documents. You may request a copy of our filings, at no cost, by writing or telephoning Shareholder Services, Johnson Controls, 5757 North Green Bay Avenue, Milwaukee, Wisconsin 53209, Telephone: (800) 524-6220 or by going to our Internet website at www.johnsoncontrols.com. Johnson Controls' Internet website address is provided as an inactive textual reference only. The information provided on Johnson Controls' Internet website, other than copies of the documents described above that have been filed with the SEC, is not part of this prospectus supplement or the accompanying prospectus and, therefore, is not incorporated herein by reference.

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FORWARD-LOOKING STATEMENTS

        This prospectus supplement, the accompanying prospectus or any document incorporated by reference into this prospectus supplement or the accompanying prospectus may contain statements that are forward-looking and, therefore, subject to risks and uncertainties. All statements in this document other than statements of historical fact are statements that are, or could be, deemed "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Statements regarding future financial position, sales, costs, earnings, cash flows, other measures of results of operations, synergies and integration opportunities, capital expenditures or debt levels and plans, objectives, outlook, targets, guidance or goals are forward-looking statements. Words such as "may," "will," "expect," "intend," "estimate," "anticipate," "believe," "should," "forecast," "project" or "plan" or terms of similar meaning are also generally intended to identify forward-looking statements. However, the absence of these words does not mean that a statement is not forward-looking. Forward-looking statements are based on current expectations of future events. The forward-looking statements are, and will be, based on Johnson Controls management's current views and assumptions regarding future events and operating performance and speak only as of their dates. Johnson Controls cautions that these statements are subject to numerous important risks, uncertainties, assumptions and other factors, some of which are beyond Johnson Controls' control, that could cause Johnson Controls' actual results to differ materially from those expressed or implied by such forward-looking statements. Investors are therefore cautioned not to place undue reliance on any forward-looking statements. Forward-looking statements are only made as of the date of the document in which they are included, unless otherwise specified, and Johnson Controls assumes no obligation, and disclaims any obligation, to update forward-looking statements to reflect events or circumstances occurring after the date of such document, except as required by applicable law or regulations.

        The following are some important factors that could cause the actual results of Johnson Controls to differ from its current expectations:

•

any delay or inability of Johnson Controls to realize the expected benefits and synergies of recent portfolio transactions such as the Merger and the Spin-Off;



•

changes in tax laws, regulations, rates, policies or interpretations;



•

the loss of key senior management;



•

the tax treatment of recent portfolio transactions;



•

significant transaction costs and/or unknown liabilities associated with such transactions, the outcome of actual or potential litigation relating to such transactions;



•

the risk that disruptions from recent transactions will harm Johnson Controls' business;



•

the strength of the United States or other economies;



•

energy and commodity prices;



•

the availability of raw materials and component products;



•

currency exchange rates; and



•

cancellation of or changes to commercial arrangements.

        The foregoing list sets forth many, but not all, of the factors that could impact Johnson Controls' ability to achieve results described in any forward-looking statements. See also the factors set forth under "Risk Factors" in this prospectus supplement and in Item 1A of our most recent Annual Report on Form 10-K for the year ended September 30, 2016 filed with the SEC on November 23, 2016 and any subsequently filed Quarterly Report on Form 10-Q, which are incorporated by reference in this prospectus supplement and the accompanying prospectus. Investors should understand that it is not possible to predict or identify all such factors and should not consider this list to be a complete statement of all potential risks and uncertainties.

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RISK FACTORS

        Investing in the Notes involves various risks, including the risks described below. The risks described below are not the only ones facing us. Our business also is subject to the risks that affect many other companies, such as competition, technological obsolescence, labor relations, general economic conditions, geopolitical events, climate change and international operations. Additional risks not currently known to us or that we currently believe are immaterial also may impair our business operations and our liquidity. You should carefully consider the following risks and the risks set forth under the caption "Risk Factors" in our Annual Report on Form 10-K for the year ended September 30, 2016 before investing in the Notes.

The Notes will be effectively junior to all of JCI plc's secured obligations and to the obligations of its subsidiaries.

        The Notes will rank senior in right of payment to JCI plc's existing and future indebtedness and other obligations that are expressly subordinated in right of payment to the Notes; equal in right of payment to JCI plc's existing and future indebtedness and other obligations that are not so subordinated; effectively junior to any of JCI plc's secured indebtedness and other obligations to the extent of the value of the assets securing such indebtedness or other obligations; and structurally junior to all existing and future indebtedness and other obligations incurred by JCI plc's subsidiaries.

        As such, in the event of a bankruptcy, examination, liquidation, administration, dissolution, reorganization or similar proceeding involving JCI plc or any of its subsidiaries, the assets of the affected entity could not be used to pay you until after:

•

all secured claims against JCI plc or any other affected entity have been fully paid; and



•

all other claims against any affected entity that is a subsidiary, including trade payables, have been fully paid.

        Holders of the Notes will participate ratably in Johnson Controls' remaining assets with all holders of its other unsecured, unsubordinated debt that is deemed to be of the same class as the Notes and potentially with all of its other general creditors based upon the respective amounts owed to each holder or creditor. If any of the foregoing events were to occur, JCI plc cannot assure you that there will be sufficient assets to pay amounts due on the Notes. As a result, the holders of the Notes may receive less, ratably, than the holders of secured debt or holders of indebtedness of its subsidiaries.

        As of September 30, 2016, after giving pro forma effect to (i) the Spin-Off and the transactions related thereto and (ii) the Exchange Offers, Johnson Controls would have had outstanding, on a consolidated basis, approximately $12,789 million of total debt, $6,338 million of which would constitute debt of the subsidiaries of the consolidated company to which the Notes would have been structurally subordinated.

        As of September 30, 2016, Johnson Controls would have had no secured indebtedness outstanding.

        Johnson Controls will not be restricted under the terms of the Indenture (as defined below) or the Notes from incurring additional indebtedness. The terms of the Indenture will limit Johnson Controls' ability to secure additional debt without also securing the Notes and to enter into sale and leaseback transactions. However, these limitations are subject to numerous exceptions.

The Notes are obligations of JCI plc only, but JCI plc's operations are conducted through, and a substantial portion of its consolidated assets is held by, its subsidiaries.

        The Notes are obligations of JCI plc only. A substantial portion of JCI plc's consolidated assets are held by its subsidiaries, which means that JCI plc's ability to service its debt, including the Notes, depends on the results of operations of its subsidiaries and upon the ability of those subsidiaries to provide JCI plc with cash, whether in the form of dividends, loans or otherwise, to pay amounts due on

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JCI plc's obligations, including the Notes. JCI plc's subsidiaries are separate and distinct legal entities and have no obligation, contingent or otherwise, to make payments on the Notes or to make any funds available for that purpose. In addition, dividends, loans or other distributions to JCI plc from such subsidiaries may be subject to contractual and other restrictions and are subject to other business considerations.

Servicing Johnson Controls' debt requires a significant amount of cash, and Johnson Controls may not have sufficient cash flow from its business to pay its substantial debt.

        Johnson Controls' ability to make scheduled payments of the principal of, to pay interest on or to refinance its indebtedness, including the Notes offered hereby, depends on its future performance, which is subject to economic, financial, competitive and other factors beyond its control. Johnson Controls' business may not continue to generate cash flow from operations in the future sufficient to service its debt and make necessary capital expenditures. If Johnson Controls is unable to generate such cash flow, it may be required to adopt one or more alternatives, such as selling assets, restructuring debt or obtaining additional equity capital on terms that may be onerous or highly dilutive. Johnson Controls' ability to refinance its indebtedness will depend on the capital markets and its financial condition at that time. Johnson Controls may not be able to engage in any of these activities or engage in these activities on desirable terms, which could result in a default on its debt obligations.

Despite Johnson Controls' current debt levels, Johnson Controls may still incur substantially more debt or take other actions which would intensify the risks discussed above.

        Despite Johnson Controls' current debt levels, Johnson Controls and its subsidiaries may be able to incur substantial additional debt in the future, subject to the restrictions contained in Johnson Controls' debt agreements, some of which may be secured debt. Johnson Controls will not be restricted under the terms of the Indenture or the Notes from incurring additional indebtedness. The terms of the Indenture will limit Johnson Controls' ability to secure additional debt without also securing the Notes and to enter into sale and leaseback transactions. However, these limitations apply only to principal property (of which Johnson Controls believes it currently has none), and are subject to numerous significant exceptions. In addition, the Notes do not require Johnson Controls to achieve or maintain any minimum financial results relating to its financial position or results of operations. Johnson Controls' ability to recapitalize, incur additional debt, secure existing or future debt or take a number of other actions that are not limited by the terms of the Indenture and the Notes could have the effect of diminishing its ability to make payments on the Notes when due, causing a loss in the trading value of your Notes, and increasing the risk that the credit rating of the Notes is lowered or withdrawn.

Johnson Controls' credit ratings may not reflect all risks of your investment in the Notes.

        The credit ratings assigned to the Notes are limited in scope, and do not address all material risks relating to an investment in the Notes, but rather reflect only the view of each rating agency at the time the rating is issued. There can be no assurance that those credit ratings will remain in effect for any given period of time or that a rating will not be lowered, suspended or withdrawn entirely by one or more rating agencies if, in that rating agency's judgment, circumstances so warrant.

        Agency credit ratings are not a recommendation to buy, sell or hold any security. Each agency's rating should be evaluated independently of any other agency's rating. Actual or anticipated changes or downgrades in Johnson Controls' credit ratings, including any announcement that its ratings are under further review for a downgrade, could affect the market value of the Notes and increase its corporate borrowing costs.

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There are limited covenants in the Indenture.

        Neither JCI plc nor any of its subsidiaries will be restricted under the terms of the Indenture or the Notes from incurring additional debt or other liabilities. If JCI plc or its subsidiaries incur additional debt or liabilities, JCI plc's ability to pay its obligations on the Notes, and the ability of JCI plc's subsidiaries to fund such payments on behalf of JCI plc, could be adversely affected. Johnson Controls expects that it will from time to time incur additional debt and other liabilities.

        In addition, (i) JCI plc and its subsidiaries are not restricted under the Indenture from granting security interests over its assets, except to the extent described under "Description of Notes—Certain Covenants—Limitation on Liens" in this prospectus supplement, or from paying dividends, making investments or issuing or repurchasing its securities, and (ii) there are no financial covenants in the Indenture. You are not protected under the Indenture in the event of a highly leveraged transaction, reorganization, restructuring, merger or similar transaction that may adversely affect you.

You may not be able to sell your Notes if active trading markets for the Notes do not develop.

        The Notes constitutes a new issue of securities, for which there is no existing trading market. Johnson Controls intends to list the Notes on the New York Stock Exchange. However, Johnson Controls cannot provide you with any assurance regarding whether active trading markets for the Notes will develop, the ability of holders of the Notes to sell their Notes or the prices at which holders may be able to sell their Notes. If no active trading markets develop, you may be unable to resell the Notes at any price or at their fair market value or at all.

The price at which you will be able to sell your Notes prior to maturity will depend on a number of factors.

        Johnson Controls believes that the value of the Notes in any secondary market that may develop will be affected by the supply of, and demand for, the Notes, interest rates and a number of other factors. Some of these factors are interrelated in complex ways. As a result, the effect of any one factor may be offset or magnified by the effect of another factor. The following paragraphs describe what Johnson Controls expects to be the impact on the market value of the Notes of a change in a specific factor, assuming all other conditions remain constant.

•

United States Interest Rates.  Johnson Controls expects that the market value of the Notes will be affected by changes in United States interest rates. In general, if United States interest rates increase, the market value of the Notes may decrease. Johnson Controls cannot predict the future level of market interest rates.



•

Johnson Controls' Credit Rating, Financial Condition and Results of Operations.  Johnson Controls expects that the Notes will be rated by one or more nationally recognized statistical rating organizations. Any rating agency that rates the Notes may lower its rating or decide not to rate the Notes in its sole discretion. Actual or anticipated changes in Johnson Controls' credit ratings, financial condition or results of operations may affect the market value of the Notes. In general, if Johnson Controls' credit rating is downgraded, the market value of the Notes may decrease. A credit rating is not a recommendation to buy, sell or hold securities and may be subject to revision or withdrawal at any time by the assigning rating agency. No person is obligated to maintain any rating on the Notes, and therefore Johnson Controls cannot assure you that the ratings assigned to the Notes will not be lowered or withdrawn by the assigning rating agency at any time thereafter.

        The credit ratings assigned to the Notes may not reflect the potential impact of all risks related to trading markets, if any, for, or trading value of, your Notes. In addition, real or anticipated changes in Johnson Controls' credit ratings will generally affect any trading market, if any, for, or trading value of, your Notes. You should consult your own financial and legal advisors as to the risks entailed by an

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investment in the Notes and the suitability of investing in the Notes in light of your particular circumstances. See "—Johnson Controls' credit ratings may not reflect all risks of your investment in the Notes."

Johnson Controls may not be able to repurchase all of the Notes upon a Change of Control Triggering Event.

        As described under "Description of Notes—Offer to Repurchase Upon Change of Control Triggering Event," Johnson Controls will be required to offer to purchase the Notes upon the occurrence of a Change of Control Triggering Event. Johnson Controls may not have sufficient funds to purchase the Notes in cash at that time or have the ability to arrange financing on acceptable terms. If we are unable to purchase the Notes as required upon the occurrence of a Change of Control Triggering Event, it would result in a default under the Indenture. A default under the Indenture could also lead to a default under the agreements governing our existing or future indebtedness. If the repayment of the related indebtedness were to be accelerated after any applicable notice or grace periods, we may not have sufficient funds to repay the indebtedness and purchase the Notes.

Redemption may adversely affect your return on the Notes.

        Johnson Controls has the right to redeem some or all of the Notes prior to maturity, as described under "Description of Notes—Optional Redemption." Johnson Controls may redeem the Notes at times when prevailing interest rates may be relatively low. Accordingly, you may not be able to reinvest the redemption proceeds in a comparable security at an effective interest rate as high as that of the Notes.

The Proposed Financial Transaction Tax (FTT)

        On February 14, 2013, the European Commission published a proposal (the "Commission's Proposal") for a Directive for a common FTT in Belgium, Germany, Estonia, Greece, Spain, France, Italy, Austria, Portugal, Slovenia and Slovakia (the "participating Member States" although Estonia has since stated that it will not participate).

        The Commission's Proposal has very broad scope and could, if introduced, apply to certain dealings in the Notes (including secondary market transactions) in certain circumstances.

        Under the Commission's Proposal the FTT could apply in certain circumstances to persons both within and outside of the participating Member States. Generally, it would apply to certain dealings in the Notes where at least one party is a financial institution, and at least one party is established in a participating Member State. A financial institution may be, or be deemed to be, "established" in a participating Member State in a broad range of circumstances, including (a) by transacting with a person established in a participating Member State or (b) where the financial instrument which is subject to the dealings is issued in a participating Member State.

        However, the FTT proposal remains subject to negotiation between the participating Member States and the scope of any such tax is uncertain. It may therefore be altered prior to any implementation, the timing of which remains unclear. Additional EU Member States may decide to participate. Prospective holders of the Notes are advised to seek their own professional advice in relation to the FTT.

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USE OF PROCEEDS

        We estimate that the net proceeds from this offering will be approximately $490 million after deducting the underwriting discount and our estimated offering expenses. We intend to use the net proceeds from the sale of the Notes for general corporate purposes. General corporate purposes may include acquisitions, additions to working capital, repurchase of ordinary shares, dividends, capital expenditures, investments in our subsidiaries and repayment of indebtedness, including repayment of a portion of our outstanding commercial paper. As of January 31, 2017, our outstanding commercial paper borrowings had a weighted average interest rate of 0.97% and a weighted average maturity of 3.4 days. Pending such use, the net proceeds may be invested in short-term, investment-grade, interest-bearing securities, certificates of deposit or indirect or guaranteed obligations of the United States.

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CAPITALIZATION

        The following table sets forth, as of September 30, 2016, our consolidated cash and cash equivalents and total capitalization:

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on an actual basis;



•

on an adjusted basis to give effect to the Spin-Off and transactions related thereto; and



•

on an as further adjusted basis to give effect to the sale of the Notes.

        You should read the table in conjunction with "Management's Discussion and Analysis of Financial Condition and Results of Operations" and our consolidated financial statements and the notes thereto which are included in our Annual Report on Form 10-K for the fiscal year ended September 30, 2016, which is incorporated by reference in this prospectus supplement and the accompanying prospectus.

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RATIO OF EARNINGS TO FIXED CHARGES

        The following table sets forth Johnson Controls' historical ratio of earnings to fixed charges for the periods indicated, together with a pro forma ratio of earnings to fixed charges for the year ended September 30, 2016, giving effect to the Merger, the Spin-Off and the transactions related thereto and completion of the Exchange Offers, as if they had occurred on October 1, 2015. This information should be read in conjunction with the consolidated financial statements and the accompanying notes incorporated by reference in this prospectus supplement and the unaudited pro forma consolidated financial information included or incorporated by reference in this prospectus supplement.

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UNAUDITED PRO FORMA CONSOLIDATED FINANCIAL INFORMATION

Merger

        On September 2, 2016, JCI Inc. and Tyco completed their combination pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated as of January 24, 2016, as amended by Amendment No. 1, dated as of July 1, 2016, by and among JCI Inc., Tyco and certain other parties named therein, including Jagara Merger Sub LLC, an indirect wholly owned subsidiary of Tyco ("Merger Sub"). Pursuant to the terms of the Merger Agreement, on September 2, 2016, Merger Sub merged with and into JCI Inc., with JCI Inc. being the surviving corporation in the Merger and a wholly owned, indirect subsidiary of Tyco. Following the Merger, Tyco changed its name to Johnson Controls International plc.

        The Merger was accounted for as a reverse acquisition using the acquisition method of accounting in accordance with ASC 805, "Business Combinations." JCI Inc. was the accounting acquirer for financial reporting purposes. Accordingly, the historical consolidated financial statements of JCI Inc. for periods prior to this transaction are considered to be the historic financial statements of Johnson Controls.

Spin-Off of Adient

        On October 31, 2016 (the "Distribution Date"), Johnson Controls completed the Spin-Off. On October 31, 2016, each of Johnson Controls' shareholders of record as of the close of business on October 19, 2016 (the "Record Date") received one ordinary share of Adient for every ten ordinary shares of Johnson Controls held at the close of business on the Record Date. Johnson Controls shareholders received cash in lieu of fractional shares of Adient (if any). Adient is now an independent public company trading under the symbol "ADNT" on the New York Stock Exchange.

        After the Distribution Date, Johnson Controls does not beneficially own any ordinary shares of Adient and will no longer consolidate Adient within its financial results. Beginning in the first quarter of fiscal 2017, Adient's historical financial results for periods prior to the Distribution Date will be reflected in Johnson Controls' consolidated financial statements as a discontinued operation (the "Adient Discontinued Operations").

Unaudited Pro Forma Consolidated Financial Information

        The following unaudited pro forma consolidated financial statements as of September 30, 2016, and for the years ended September 30, 2016, 2015 and 2014, reflect adjustments to Johnson Controls' historical financial results related to the:

•

Merger. The unaudited pro forma consolidated statement of income for the year ended September 30, 2016 gives effect to the Merger as if it occurred at the beginning of this period on October 1, 2015.



•

Adient Discontinued Operations. The unaudited pro forma consolidated statements of income reflect the removal of the Adient Discontinued Operations in all periods presented.



•

Spin-Off and related events. The unaudited pro forma consolidated statements of income for the year ended September 30, 2016 give effect to the Spin-Off and related events as if they occurred at the beginning of this period on October 1, 2015. The unaudited pro forma consolidated statement of financial position gives effect to the Spin-Off and related events as if they occurred as of September 30, 2016, Johnson Controls' latest balance sheet date.

        The unaudited pro forma consolidated statements of income (i) are presented based on information currently available, (ii) are intended for informational purposes only, (iii) are not necessarily indicative of and do not purport to represent what Johnson Controls' operating results

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would have been had the Merger and Spin-Off occurred as described or what Johnson Controls' future operating results will be after giving effect to these events, and (iv) do not reflect all actions that may be undertaken by Johnson Controls after the Merger and Spin-Off.

        The unaudited pro forma consolidated financial statements and the accompanying notes should be read together with the historical financial statements of Johnson Controls as of and for the year ended September 30, 2016 and the related notes included in Johnson Controls' Annual Report on Form 10-K for the year ended September 30, 2016 that Johnson Controls filed with the SEC on November 23, 2016.

        In the enclosed unaudited pro forma consolidated statements of income and unaudited pro forma consolidated statement of financial position, the amounts reflected in the columns presented are described below:

Historical Johnson Controls

        This column reflects Johnson Controls' historical financial statements for the periods presented and does not reflect any adjustments related to the Spin-Off and related events.

        The historical Johnson Controls consolidated statement of financial position as of September 30, 2016 and the consolidated statement of income for the years ended September 30, 2016, 2015 and 2014 were derived from Johnson Controls' audited consolidated financial statements included in its Annual Report on Form 10-K for the year ended September 30, 2016.

        As discussed in Johnson Controls' Annual Report on Form 10-K, on September 2, 2016, JCI Inc. and Tyco completed their combination pursuant to the Merger Agreement. The Merger was accounted for as a reverse acquisition using the acquisition method of accounting in accordance with ASC 805, "Business Combinations." JCI Inc. was the accounting acquirer for financial reporting purposes. Accordingly, (1) the historical consolidated financial statements of JCI Inc. for periods prior to September 3, 2016 are considered to be the historic financial statements of Johnson Controls for such periods, and (2) the financial results for Tyco are included in the historic financial statements of Johnson Controls for periods on and after September 3, 2016.

Impact of Merger

        The unaudited pro forma consolidated financial information primarily gives effect to the following:

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Tyco's results of operations for the eleven months ended September 2, 2016;



•

adjustments to conform the accounting policies of Tyco to those of Johnson Controls;



•

application of the acquisition method of accounting in connection with the Merger;



•

issuance of new equity in connection with the Merger; and



•

Tyco's 0.955 for 1 share consolidation in connection with the Merger.

        The unaudited pro forma consolidated statement of income has been presented for informational purposes only and is not necessarily indicative of what Johnson Controls' results of operations actually would have been had the combination been completed as of the date indicated. In addition, the unaudited pro forma consolidated statement of income does not purport to project the future operating results of Johnson Controls. The accompanying unaudited pro forma consolidated statement of income does not include any pro forma adjustments to reflect expected cost savings or restructuring actions which may be achievable or the impact of any non-recurring activity and one-time transaction or integration related costs.

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        The unaudited pro forma consolidated statement of income has been prepared using the acquisition method of accounting under existing U.S. GAAP standards. Johnson Controls is the acquirer in the Merger for accounting purposes and Tyco is the acquiree. As Johnson Controls finalizes the fair value of assets acquired and liabilities assumed, additional purchase price adjustments may be recorded during the measurement period in fiscal 2017. Fair value estimates are based on a complex series of judgments about future events and uncertainties and rely heavily on estimates and assumptions. The judgments used to determine the estimated fair value assigned to each class of assets acquired and liabilities assumed, as well as asset lives, can materially impact Johnson Controls' results of operations. The finalization of the purchase accounting assessment may result in a change in the valuation of assets acquired and liabilities assumed and may have a material impact on Johnson Controls' results of operations and financial position.

Adient Discontinued Operations

        The unaudited pro forma financial information related to the Adient Discontinued Operations has been prepared in accordance with the discontinued operations guidance in ASC 205, "Financial Statement Presentation" and therefore does not reflect what Johnson Controls' or Adient's results of operations would have been on a stand-alone basis and are not necessarily indicative of Johnson Controls' or Adient's future results of operations. As such, the unaudited pro forma combined financial statements of income do not allocate any general corporate overhead expenses of Johnson Controls to Adient.

        The information in the Adient Discontinued Operations column in the unaudited pro forma consolidated statements of income was prepared based on the Johnson Controls' annual audited financial statements and only include costs that are directly attributable to the operating results of Adient.

Spin-Off Pro Forma Adjustments

        The unaudited pro forma consolidated financial statements as of and for the year ended September 30, 2016 include the following additional pro forma adjustments which are further described in the accompanying notes:

•

Adjustment to remove non-recurring Spin-Off separation costs incurred to date from the unaudited pro forma consolidated statements of income.



•

Recognition of the recapitalization of equity to reflect the distribution of the Adient net assets, including a $3,000 million dividend from Adient to Johnson Controls.

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JOHNSON CONTROLS INTERNATIONAL PLC

UNAUDITED PRO FORMA CONSOLIDATED STATEMENT OF INCOME

FISCAL YEAR ENDED SEPTEMBER 30, 2016

(in millions, except share data)

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JOHNSON CONTROLS INTERNATIONAL PLC

UNAUDITED PRO FORMA CONSOLIDATED STATEMENT OF INCOME

FISCAL YEAR ENDED SEPTEMBER 30, 2015

(in millions, except share data)

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JOHNSON CONTROLS INTERNATIONAL PLC

UNAUDITED PRO FORMA CONSOLIDATED STATEMENT OF INCOME

FISCAL YEAR ENDED SEPTEMBER 30, 2014

(in millions, except share data)

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JOHNSON CONTROLS INTERNATIONAL PLC

UNAUDITED PRO FORMA CONSOLIDATED STATEMENT OF FINANCIAL POSITION

AS OF SEPTEMBER 30, 2016

(in millions)