Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
As previously disclosed, pursuant to the Agreement and Plan of Merger (as
amended, the "Merger Agreement"), dated as of October 12, 2018, by and among
Harris Corporation, a Delaware corporation ("Harris"), L3 Technologies, Inc., a
Delaware corporation ("L3"), and Leopard Merger Sub Inc., a Delaware corporation
and a direct wholly-owned subsidiary of Harris ("Merger Sub"), the parties
completed the business combination transaction provided for in the Merger
Agreement on June 29, 2019 (the "Closing Date"), with Merger Sub merging with
and into L3 (the "Merger") and L3 continuing as the surviving corporation and a
direct wholly-owned subsidiary of Harris, which was renamed "L3Harris
Technologies, Inc." ("L3Harris").
Also as previously disclosed, in accordance with the governance-related terms in
the Merger Agreement and L3Harris' employment arrangement with each of William
M. Brown and Christopher E. Kubasik addressing his respective employment
following completion of the Merger, Mr. Brown began serving as Chair and Chief
Executive Officer of L3Harris and Mr. Kubasik began serving as Vice Chair,
President and Chief Operating Officer of L3Harris, in each case on the Closing
Date, with the governance-related terms in the Merger Agreement and Mr. Brown's
and Mr. Kubasik's respective employment arrangements providing for a transition
from Mr. Brown to Mr. Kubasik of the Chief Executive Officer role on the second
anniversary of the Closing Date (June 29, 2021), which transition was completed
on June 29, 2021; followed by a transition of the Chair role by the third
anniversary of the Closing Date (June 29, 2022).
Retirement of Mr. Brown and Completion of Chair Transition
Consistent with the Merger Agreement and Mr. Brown's and Mr. Kubasik's
respective employment arrangements, on June 29, 2022, (a) Mr. Brown ceased being
Chair of L3Harris and retired from L3Harris; (b) and Mr. Kubasik, age 61,
succeeded him as Chair of L3Harris, becoming Chair and Chief Executive Officer
of L3Harris, and ceased being Vice Chair of L3Harris.
Mr. Brown's post-retirement compensation and treatment of previously granted
equity awards will be as set forth in his Employment Agreement, dated October 8,
2011 by and between Mr. Brown and L3Harris, (formerly known as Harris
Corporation) ("Brown Original Agreement") as amended by the Employment Agreement
Amendment, dated October 12, 2018 by and between Mr. Brown and L3Harris (the
"Amendment"). The Brown Original Agreement was filed as Exhibit 10.1 to Harris
Corporation's Current Report on Form 8-K filed with the SEC on October 11, 2011
and is incorporated by reference into this Item 5.02 and the Amendment was filed
as Exhibit 10.1 to Harris Corporation's Quarterly Report on Form 10-Q for the
fiscal quarter ending December 28, 2018 and is incorporated by reference into
this Item 5.02.
Item 9.01 Financial Statements and Exhibits.
The following exhibit is filed herewith:
104 Cover Page Interactive Data File formatted in Inline XBRL
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