Item 8.01 Other Events.
On May 3, 2021, William M. Brown, Chair and Chief Executive Officer of L3Harris
Technologies, Inc. ("L3Harris"), established a written pre-arranged plan
providing for the exercise of certain employee stock options and the sale of
shares of common stock of L3Harris issued upon exercise of such options. The
plan was established as part of Mr. Brown's long-term strategy for asset
diversification and financial, estate and tax planning activities. Mr. Brown's
plan is intended to comply with Rule 10b5-1 under the Securities Exchange Act of
1934, as amended, and L3Harris' insider trading policy and was established
during L3Harris' open trading window.
The plan covers options to purchase 177,900 shares granted to Mr. Brown in
August 2013, which options expire in August 2023. Subject to a minimum price
threshold, shares underlying exercised options will be sold on pre-determined
dates starting in June 2021. Mr. Brown's ownership interest in L3Harris is
considerably in excess of L3Harris' stock ownership guidelines, even taking into
account the transactions under the plan. The transactions under the plan will be
disclosed publicly through Form 4 and Form 144 filings with the Securities and
Exchange Commission.
Rule 10b5-1 permits individuals to establish pre-arranged stock trading plans
when they are not in possession of material non-public information and allows
such pre-arranged trades to be made pursuant to the plan regardless of any
subsequent material non-public information that an individual may receive. Using
these plans, individuals can prudently and gradually diversify their investment
portfolios over time. In accordance with 10b5-1 rules, Mr. Brown will have no
discretion over sales under the plan.
Except as may be required by law, L3Harris does not undertake to report any Rule
10b5-1 plans that may be adopted by any other officers or directors of L3Harris,
nor to report modifications or termination of any such plans, including Mr.
Brown's plan.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
The following exhibit is filed herewith:
Exhibit
Number Description
104 Cover Page Interactive Data File formatted in Inline XBRL
1
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