L3Harris Technologies (LHX) 10-K risk factor changes: FY2022 vs FY2021

[removed: The effects] [added: Any] of [removed: COVID] [added: the foregoing risks and uncertainties] could have a material adverse effect on our [removed: business operations,] [added: business,] financial condition, results of operations, cash flows and [removed: equity.][added: equity.]

[removed: Another example of the effects of supply chain disruption that we have experienced is that revenue, operating] income and orders in our [removed: Communication Systems] [added: CS] segment have been, and we expect will continue to be, adversely impacted by supply [removed: chain-related constraints.][added: chain disruptions.]

We depend on U.S. Government customers for a significant portion of our revenue, and [removed: the loss of these relationships,] a reduction in U.S. Government funding or a change in U.S. Government spending priorities could have an adverse impact on our business, financial condition, results of operations, cash flows and equity.

The percentage of our revenue derived from sales to U.S. Government customers, including foreign military sales funded through the U.S. Government, both directly and through prime contractors, was [removed: 75 percent, 78 percent, 73 percent and 77 percent] [added: 74%] in fiscal [removed: 2021, fiscal 2020, the two quarters ended January 3, 2020 and fiscal 2019, respectively.][added: 2022.]

Therefore, [removed: any significant disruption] [added: a reduction in U.S. Government funding] or [removed: deterioration of our relationship with the] [added: a change in] U.S. Government [added: spending priorities] (in particular, [added: related to] the DoD) would significantly reduce our revenue and have an adverse impact on our business, financial condition, results of operations, cash flows and equity.

A change in U.S. Government spending priorities or an increase in non-procurement spending at the expense of our programs, or a reduction in total U.S. Government [removed: spending,] [added: spending on an absolute or inflation-adjusted basis,] could have material adverse consequences on our current or future business.

Any inability of the U.S. Government to complete its budget process for any [removed: government] [added: U.S. Government] fiscal [removed: year,] [added: year (“GFY”),] and consequently having to operate on funding levels equivalent to its prior fiscal year pursuant to a “continuing resolution” or shut down, also could have material adverse consequences on our current or future business.

Management’s Discussion and Analysis of Financial Condition and Results of Operations - [removed: Business Considerations] [added: Key Developments] - [removed: Industry-Wide Opportunities, Challenges] [added: U.S.] and [removed: Risks”] [added: International Budget Environment”] of this Report.

We depend significantly on U.S. Government contracts, which often are only partially [removed: funded, subject] [added: funded, subject] to immediate [removed: termination,] [added: termination] and heavily regulated and audited.

Although multi-year contracts may be authorized and appropriated in connection with major procurements, Congress generally appropriates funds on a [removed: government fiscal year] [added: GFY] basis.

For example, contracts awarded under the DoD’s Other Transaction Authority for research and prototypes generally require cost-sharing and may not follow, or may follow only in part, standard U.S. Government contracting practices and terms, such as the [removed: FAR] [added: Federal Acquisition Regulation (“FAR”)] and [added: U.S. Government] Cost Accounting [removed: Standards.][added: Standards (“CAS”).]

Failure to comply with applicable regulations and requirements could lead to fines, penalties, [removed: repayments,] [added: repayments] or compensatory or treble damages, or suspension or debarment from U.S. Government contracting or subcontracting for a period of time.

The U.S. Government’s budget deficit and the national debt, as well as [removed: any inability] [added: a breach] of the [removed: U.S. Government to complete its budget process for any government fiscal year and consequently having to shut down or operate on funding levels equivalent to its prior fiscal year pursuant to a “continuing resolution,”] [added: debt ceiling,] could have an adverse impact on our business, financial condition, results of operations, cash flows and equity.

Considerable uncertainty exists regarding how future budget and program decisions will unfold, including the defense spending priorities of the U.S. [removed: Government, what challenges budget reductions will present for the defense industry and whether annual appropriations bills for all agencies will be enacted for U.S. Government fiscal 2022 and thereafter.][added: Government.]

In particular, our fixed-price contracts could subject us to losses in the event of cost overruns or a significant increase in [added: or sustained period of increased] inflation.

Management’s Discussion and Analysis of Financial Conditions and Results of Operations - Critical Accounting [removed: Policies and] Estimates - Revenue Recognition” of this Report.

In fiscal [removed: 2021, 74 percent] [added: 2022, 73%] of our revenue was derived from fixed-price contracts which allow us to benefit from cost savings, but subject us to the risk of potential cost overruns, including due to greater than anticipated [added: or a sustained period of increased] inflation or unexpected delays, particularly for firm fixed-price contracts because we assume all of the cost burden.

Because many of these contracts involve new technologies and applications and can last for years, unforeseen events, such as technological difficulties, fluctuations in the price of [removed: raw] materials, a significant increase in [added: or a sustained period of increased] inflation, problems with our [removed: suppliers] [added: suppliers, labor market conditions] and cost overruns, can result in the contractual price becoming less favorable or even unprofitable to us over [removed: time.][added: time (which, especially in the case of sharp and significant sustained inflation, could happen quickly and have long lasting impact), and increased interest rates resulting from inflationary pressures can also impact the fair value of these contracts.]

In fiscal [removed: 2021, 26 percent] [added: 2022, 27%] of our revenue was derived from cost-plus and time-and-material contracts, substantially all of which are with U.S. Government customers.

In particular, U.S. Federal, state and local government spending priorities and levels remain uncertain and difficult to predict and are affected by numerous [removed: factors, including COVID-related impacts.][added: factors.]

In addition, certain of our non-U.S. customers, including in the Middle East and other oil or natural gas-producing countries, could be adversely affected by weakness or volatility in oil or natural gas prices, or negative expectations about future prices or volatility, which could adversely affect demand for [removed: tactical communications, electronic systems or other] [added: our] products, systems, services or technologies.

Ongoing instability and current conflicts in global markets, including in [added: the Ukraine and] Eastern Europe, the Middle East and Asia, and the potential for other conflicts and future terrorist activities and other recent geo-political events throughout the world, including new or increased tariffs and potential trade wars, have created and may continue to create economic and political uncertainties and impacts that could have a material adverse effect on our business, operations and profitability.

If credit in financial markets outside of the U.S. [removed: tightened,] [added: remains tight,] it could adversely affect the ability of our international customers and suppliers to obtain financing and could result in a decrease in or cancellation of orders for our [removed: products, systems] [added: products] and services or impact the ability of our customers to make payments.

These matters also may cause us to experience increased costs, such as for insurance [removed: coverages] [added: coverage] and performance bonds (or for them to be unavailable altogether), as well as difficulty with future borrowings under our commercial paper program or credit facilities or in the debt markets or otherwise with financing our operating, investing [removed: (including any future acquisitions)] or financing [removed: activities.][added: activities, including financing of acquisitions.]

We derive a significant portion of our revenue from international operations and are subject to the risks of doing business [removed: internationally, including fluctuations in currency exchange rates.][added: internationally.]

We are dependent on sales to customers outside the U.S. The percentage of our total revenue represented by revenue from [removed: products, systems] [added: products] and services where the end consumer is located outside the U.S., including foreign military sales [added: funded] through the U.S. Government, [added: whether directly or through prime contractors,] was [removed: 22 percent, 20 percent, 21 percent] [added: 23%, 22%] and [removed: 22 percent] [added: 20%] in fiscal [removed: 2021, fiscal 2020, the two quarters ended January 3, 2020] [added: 2022, 2021] and [removed: fiscal 2019,] [added: 2020,] respectively.

In fiscal [removed: 2021, 40 percent] [added: 2022, 43%] of our international business was transacted in local currency.

[added: We expect that international revenue] will continue to account for a significant portion of our total revenue.

- Laws, regulations and policies of foreign governments relating to investments and [removed: operations, as well as U.S. laws affecting activities of U.S. companies abroad, including the Foreign Corrupt Practices Act (“FCPA”);][added: operations;]

- [removed: Import and export licensing requirements and regulations, including ITAR, as well as unforeseen] [added: Unforeseen] changes in export controls and other trade regulations;

- Changes in regulatory requirements, including business or operating license requirements, [removed: imposition of tariffs] [added: currency exchange controls] or embargoes;

- [removed: Difficulties] [added: Fluctuations of currency, currency revaluations, difficulties] with repatriating cash generated or held abroad in a tax-efficient manner and changes in tax laws;

[removed: A conviction, or an administrative finding against us that satisfies the requisite] level of seriousness, could result in debarment from contracting with the U.S. Government for a specific term, which could have a material adverse effect on our business, financial condition, results of operations, cash flows and equity.

We could be negatively impacted by a security breach, through [removed: cyber attack,] [added: cyber-attack,] cyber intrusion, insider threats or otherwise, or other significant disruption of our [removed: IT] [added: Information Technology (“IT”)] networks and related systems or of those we operate for certain of our customers.

We face the risk of a security breach, whether through [removed: cyber attack,] [added: cyber-attack,] cyber intrusion or insider threat via the Internet, malware, computer viruses, attachments to e-mails, persons inside our organization or with access to systems inside our organization, subcontractors or suppliers, threats to the physical security of our facilities and employees or other significant disruption of our IT networks and related systems or those of our suppliers or subcontractors.

We face an added risk of a security breach or other significant disruption of the IT networks and related systems that we develop, install, operate and maintain for certain [removed: of our] customers, which may involve managing and protecting information relating to national security and other sensitive government functions or personally identifiable or protected health information.

The risk of a security breach or disruption, particularly through [removed: cyber attack] [added: cyber-attack] or cyber intrusion, including by computer hackers, foreign governments and cyber terrorists, is persistent and substantial as the volume, intensity and sophistication of attempted attacks, intrusions and threats from around the world remain elevated and unlikely to diminish.

As an advanced technology-based solutions provider, and particularly as a government contractor with access to national security or other sensitive government information, we face a heightened risk of a security breach or disruption from threats to gain unauthorized access to our and our customers’ proprietary [removed: or classified] information on our IT networks and related [removed: systems] [added: systems, our classified networks,] and to the IT networks and related systems that we operate and maintain for [added: certain of our customers.]

Even the most well-protected information, networks, systems and facilities remain potentially vulnerable because attempted security breaches, particularly [removed: cyber attacks] [added: cyber-attacks] and cyber intrusions, or disruptions will occur in the future, and because the techniques used in such attempts are constantly [removed: evolving and generally are not recognized until launched against a target, and in some cases are designed not to be detected and, in fact, may not be detected (for example, the SolarWinds cyber incident).]

Thus, it is impossible for us to entirely mitigate this risk, and [removed: there can be no assurance that] future cyber security incidents [removed: will not] [added: could] have a material negative impact on us.

For example, in fiscal 2022, there was a decline in

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demand for fuzing and ordnance systems aligned with DoD budget priorities, which was the driver for charges for impairment of goodwill in our IMS segment.

To the extent feasible, we have consistently followed the practice of adjusting our prices to reflect the impact of inflation on salaries and fringe benefits for employees and the cost of purchased materials and services.

However, our fixed-price contracts could subject us to losses in the event of cost overruns or a significant increase in or a sustained period of increased inflation.

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Furthermore, in 2023, Congress will again have to contend with the legal limit on U.S. debt, commonly known as the debt ceiling.

The current statutory limit was reached in January 2023, requiring “extraordinary measures” to continue normally financing U.S. government obligations while avoiding breaching the debt ceiling.

However, it is expected the U.S. Government will exhaust these measures by June 2023.

If the debt ceiling is not raised, the U.S. Government may not be able to fulfill its funding obligations and there could be significant disruption to all discretionary programs and corresponding impacts on us and the rest of the defense industry.

A conviction, or an administrative finding against us that satisfies the requisite

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For example, in fiscal 2022, revenue, operating

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evolving and generally are not recognized until launched against a target, and in some cases are designed not to be detected and, in fact, may not be detected.

For instance, our acquisition of the TDL product line from Viasat, Inc. in January 2023 and our pending acquisition of AJRD, if completed, will result in us servicing our customers in markets in which we do not currently operate.

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On November 22, 2022, we established a new $2.25 billion, three-year senior unsecured term loan facility by entering into a Loan Agreement (the “Term Loan 2025”) with a syndicate of lenders.

Subsequent to the end of fiscal 2022, on January 3, 2023, we borrowed $2.0 billion on the Term Loan 2025 to complete the acquisition of the TDL product line.

In addition, we expect to fund the approximately $4.7 billion purchase price of the acquisition of AJRD primarily through debt financing.

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Following the announcement of the definitive agreement to acquire AJRD, none of the credit rating agencies changed our rating, however, all three agencies have changed our outlook from stable to negative.

We are subject to income taxes in the U.S. and numerous international jurisdictions.

There are transactions and calculations in the ordinary course of business where the application of tax law may be uncertain, require significant judgment or be subject to differing interpretations.

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This risk of improper

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We are subject to risks relating to the pending acquisition of AJRD, and acquisition of AJRD cannot be guaranteed to close in the expected time frame or at all.

On December 17, 2022, we entered into a definitive agreement to acquire AJRD.

AJRD is a manufacturer of rocket, hypersonic and electric propulsive systems for space, defense, civil and commercial applications.

There are numerous risks and uncertainties associated with the pending acquisition, which include:

- Completion of the acquisition is subject to a number of conditions, some of which are outside of our control, such as the receipt of certain regulatory approvals, including the expiration or termination of any applicable waiting period (and any extension thereof) under the Hart-Scott-Rodino Antitrust Improvement Act of 1976, as amended (the “HSR Act”), and we will be required to pay AJRD a termination fee of $406.3 million upon a failure to obtain the required clearance under the HSR Act;

- Our and AJRD’s existing business relationships with third parties, including customers and service providers, may be disrupted due to uncertainty associated with the acquisition;

- Failure to complete the acquisition could negatively affect our stock price and our future business and financial results;

- We and AJRD will incur significant costs in connection with the acquisition, which may exceed those currently anticipated;

- We expect to significantly increase our indebtedness to pay for the acquisition and other related fees and expenses, which will increase our interest expense and financial leverage; and

- AJRD may have difficulty attracting, developing, motivating and retaining executives and other employees in light of the pending acquisition, and failure to do so could harm the Company.

COVID-Related Risks

The COVID pandemic and the emergence and spread of more transmissible variants, and ongoing attempts to contain and reduce its spread, such as mandatory closures, “shelter-in-place” orders, vaccine programs and mandates and travel and quarantine restrictions, have caused significant volatility, uncertainty, disruption and other adverse effects on the U.S. and global economies, including impacts to supply chains, customer demand, workforce, international trade and capital markets.

These effects have adversely affected certain of our business operations, may further adversely affect our business operations and may materially and adversely affect our financial condition, results of operations, cash flows and equity.

Our response to COVID and related impacts has involved increasing our focus on keeping our employees safe while striving to maintain continuity of operations, meet customer commitments and support suppliers.

For example, we instituted numerous types of precautions, protocols and other arrangements designed to protect employees from COVID infections and to comply with applicable regulations, and we have also maintained an active dialog, and in some cases developed plans, with key suppliers in an effort to mitigate supply chain risks or otherwise minimize the potential impact from those risks.

On September 9, 2021, President Biden issued an executive order mandating U.S.-based government contractor employees to be fully vaccinated against COVID unless a religious or medical exemption applies.

We took steps to comply with the executive order until it was enjoined by a federal court in December 2021.

If the executive order is reinstated on appeal, or new mandates are implemented, it is uncertain to what extent compliance with any such vaccine mandates may result in adverse impacts, such as employee attrition for us or our subcontractors, or reduced morale or efficiency.

The U.S. Government response to COVID also has included identifying the Defense Industrial Base as a Critical Infrastructure Sector and enhancing cash flow and liquidity for the Defense Industrial Base, such as by increasing progress payments and accelerating contract awards, which enabled us to keep our U.S. production facilities largely operational in support of national security commitments to U.S. Government customers (as part of the Defense Industrial Base) and to accelerate payments to small business suppliers, which we expect to continue while the U.S. Government’s responsive actions remain in effect.

Although we believe that a large percentage of our revenue, earnings and cash flow that is derived from sales to the U.S. Government, both directly and through prime contractors, will be relatively predictable, in part due to the U.S. Government’s responsive actions described above, our commercial and international businesses have experienced adverse COVID-related impacts and remain at a higher risk of further adverse COVID-related impacts, and we cannot eliminate all potential impacts to our business from supply chain risks, such as longer lead times and shortages of electronics and other components used in our products.

For example, the severe decline in global air traffic from travel restrictions and the resulting downturn in the commercial aviation market and its impact on customer operations has significantly reduced demand for flight training, flight simulators and commercial avionics products in our Aviation Systems segment’s Commercial Aviation Solutions sector.

We continue to closely monitor COVID-related impacts on all aspects of our business and geographies, including on our workforce, supply chain and customers.

We may restrict operations of our facilities if we deem it necessary or if recommended or mandated by governmental authorities, and we may experience volatility in the overall demand environment for our products, systems and services or impacts to our business from supply chain risks, any of which would have a further adverse impact on us.

Our management’s focus on mitigating COVID-related impacts has required and may continue to require a large investment of time and resources across our enterprise, which may impact other value-added services or initiatives.

Additionally, it remains uncertain on what scale our employees that are working remotely will return to work in person, and an extended period of remote work arrangements could strain our business continuity plans, create additional operational risk, such as cyber security risks, and impair our ability to manage our business.

While we see many benefits to remote and hybrid work and have adopted new tools and processes to support the workforce, if we are unable to effectively adapt to a hybrid work environment long term, then we may experience a less cohesive workforce, increased attrition, reduced program performance and less innovation.

We may suffer damage to our reputation, which could adversely affect our business, if our responses to COVID-related impacts are unsuccessful or perceived as inadequate for the U.S. or our international markets.

The manner and extent to which COVID-related disruptions and impacts further affect us, directly and indirectly by affecting our workforce, supply chain and customers, including our ability to perform under U.S. Government and other contracts within agreed timeframes and ultimately on our results of operations and cash flows, will depend on numerous evolving factors and future developments, including: the ultimate severity and duration of COVID; the extent, effectiveness and other impacts and consequences of governmental authority containment, mitigation and other actions related to COVID; governmental, business and other actions, which could include closures or other limitations on our or our supply chain’s operations or mandates to provide products, systems or services; impacts on economic activity and customer demand, budgets and buying patterns, including global air traffic demand and governmental subsidies to airlines; the health of and the effect on our workforce and our ability to meet staffing needs in our businesses and facilities, particularly if members of our workforce are quarantined as a result of exposure; any impairment in value of our tangible or intangible assets which could be recorded as a result of weaker economic conditions; potential effects on our internal controls, including those over financial reporting, as a result of changes in working environments, among others; and disruptions or turmoil in the credit or financial markets or impacts on our credit ratings, which could adversely affect our ability to access capital on favorable terms and continue to meet our liquidity needs.

COVID cases (including the emergence and spread of more transmissible variants) may surge in certain parts of the world, including the U.S. While vaccines for COVID continue to be administered in the U.S. and other countries, the extent and rate of vaccine adoption, the long-term efficacy of these vaccines and other factors remain uncertain.

As long as the pandemic continues, our employees will continue to be exposed to health risks, and we could be negatively impacted in the future if a significant number of our employees, or employees who perform critical functions, become ill, quarantine as a result of exposure to COVID or do not comply with applicable vaccination programs.

As we continue to monitor the situation and public health guidance throughout the world, we may adjust our current policies and practices, and existing and new precautionary measures could negatively affect our operations.

Furthermore, we believe continued budget pressures and additional budget pressures from COVID-related impacts could have serious negative consequences for U.S. security and for companies in the defense industrial base and the customers, employees, suppliers, investors and communities that rely on them.

Budget and program decisions made in this environment would have long-term implications for us and the rest of the defense industry.

In addition, changes in contract financing policy for fixed-price contracts, such as changes in performance and progress payments policies, including a reversal or modification of the DoD’s March 2020 increase to the applicable progress payment rate from 80% to 90%, could significantly affect the timing of our cash flows.

Sales to foreign government and commercial customers are generally under fixed-

price arrangements and are included in our fixed-price contract sales.

Given broader inflation in the economy, we are monitoring the risk inflation presents to active and future contracts.

To date we have not seen broad based increases in costs from inflation that are material to the business as a whole; however, if we begin to experience greater than expected supply chain and labor inflation our profits and margins under our contracts, in particular fixed price contracts, could be adversely affected.

Our commercial aviation products, systems and services businesses are affected by global demand and economic factors that could negatively impact our financial results.

The operating results of our commercial aviation products, systems and services businesses may be adversely affected by downturns in the global demand for air travel which impacts new aircraft production and orders, and global flying hours, which impacts air transport, regional and business aircraft utilization rates and pilot training needs.

The aviation industry is highly cyclical, and the level of demand for air travel is correlated to the strength of the U.S. and international economies and is impacted by long-term trends in airline passenger and cargo traffic.

The results of our commercial aviation businesses also depend on other factors, including general economic growth, political stability in both developed and emerging markets, pricing pressures, trends in capital goods markets and changes in original equipment manufacturer production rates.

As described above under “COVID-Related Risks,” our commercial aviation businesses experienced adverse COVID-related impacts in fiscal 2020 and remain at a higher risk of further adverse COVID-related impacts.

Losses resulting from currency rate fluctuations can adversely affect our results.

We expect that international revenue

- Currency exchange controls, fluctuations of currency and currency revaluations;

certain of our customers.

Accordingly, our performance depends on a number of factors, including our ability to:

- Identify market needs and growth opportunities;

- Identify emerging technological trends in our current and target markets;

The following Management’s Discussion and Analysis (“MD&A”) is intended to assist in an understanding of our financial condition and results of operations for [removed: the] fiscal [removed: year ended December 31, 2021 (“fiscal 2021”)] [added: 2022] compared with [removed: the] fiscal [removed: year ended January 1,] 2021 [removed: (“fiscal 2020”)] and fiscal [removed: 2020] [added: 2021] compared with [removed: the four quarters ended January 3,] [added: fiscal] 2020.

This MD&A is provided as a supplement to, should be read in conjunction [removed: with,] [added: with] and is qualified in its entirety by reference to, our Consolidated Financial Statements and accompanying Notes appearing elsewhere in this Report.

We support government and commercial customers in more than 100 countries, with our largest customers being [removed: various departments and agencies of the U.S. Government and their prime contractors.]

Our [removed: products, systems] [added: products] and services have defense and civil government applications, as well as commercial applications.

As of December [removed: 31, 2021,] [added: 30, 2022,] we had approximately [removed: 47,000] [added: 46,000] employees, including approximately [removed: 19,000] [added: 20,000] engineers and scientists.

We structure our operations primarily around the [removed: products, systems] [added: products] and services we sell and the markets we serve, and [removed: for fiscal 2021] we [removed: reported] [added: report] the financial results of our continuing operations in the [removed: following four] [added: three] operating [removed: segments, which were also our reportable segments and are referred to as our business] segments: [added: Integrated Mission Systems, Space & Airborne Systems and Communication Systems.]

[removed: - Integrated Mission Systems, including] [added: Our IMS segment includes] multi-mission ISR [removed: and communication] systems; integrated electrical and electronic systems for maritime platforms; [removed: and] advanced EO/IR solutions; [added: fuzing and ordnance systems; commercial aviation products; and commercial pilot training operations.]

[removed: - Space & Airborne Systems, including] [added: Our SAS segment includes] space payloads, sensors and full-mission solutions; classified intelligence and [removed: cyber defense;] [added: cyber;] avionics; [removed: and] electronic warfare; [added: and mission networks for air traffic management operations.]

[removed: - Communication Systems, including] [added: Our CS segment includes] tactical [removed: communications;] [added: communications with global communications solutions;] broadband communications; integrated vision solutions; and public safety [removed: radios; global communications solutions] [added: radios, system applications] and [added: equipment.]

[removed: - Aviation Systems, including defense aviation;] [added: Defense aviation,] commercial aviation [removed: products;] [added: products and] commercial pilot [removed: training;] [added: training operations were moved into the IMS segment;] and mission networks for air traffic [removed: management.][added: management operations were moved into the SAS segment.]

There is no impact on our previously reported consolidated statements of [removed: income,] [added: operations,] balance sheets, statements of cash flows or statements of equity resulting from these changes.

As described in more detail in *Note [removed: 3:] [added: 4:] Business Divestitures and Asset Sales* and elsewhere in the Notes, during fiscal [removed: 2021, fiscal 2020] [added: 2022, 2021] and [removed: the two quarters ended January 3,] 2020, we completed the following business [removed: divestitures (which] [added: divestitures, which] had revenue attributable to them as set forth [removed: below):][added: below:]

| (In millions) | | | [added: | | | | | |] December 31, 2021 | | | | | | January 1, 2021 | | | | | | [removed: January 3, 2020] | | | [added: | | | | | |]

| Narda-MITEQ business | | | [removed: $] [added: —] | [removed: 84] | | | | | [removed: $] [added: 84] | [removed: 111] | | | | | [removed: $] [added: 111] | [removed: 57] | |

| ESSCO business | | | [removed: 23] [added: —] | | | | | | [removed: 26] [added: 23] | | | | | | [removed: 14] [added: 26] | | |

| Electron Devices business | | | [removed: 167] [added: —] | | | | | | [removed: 265] [added: 167] | | | | | | [removed: 124] [added: 265] | | |

| VSE disposal group | | | [removed: 19] | | | | | | [removed: 30] [added: (29)] | | | | | | [removed: 16] [added: (18)] | | | [added: | | | | | | | | | | | |]

| CPS business | | | [removed: 142] | | | | | | [removed: 233] [added: (19)] | | | | | | [removed: 93] [added: —] | | | [added: | | | | | | | | | | | |]

| Military training business | | | [removed: 205] [added: —] | | | | | | [removed: 458] [added: 205] | | | | | | [removed: 245] [added: 458] | | |

| EOTech business | | | — | | | | | | [removed: 48] [added: —] | | | | | | [removed: 27] [added: 48] | | |

| Applied Kilovolts business | | | — | | | | | | [removed: 7] [added: —] | | | | | | [removed: 9] [added: 7] | | |

| Airport security and automation business | | | — | | | | | | [removed: 147] [added: —] | | | | | | [removed: 263] [added: 147] | | |

| | | | Fiscal [removed: Years] [added: Year] Ended | | | | | | | | | | | | [removed: Two Quarters Ended] | | | | | | [removed: Fiscal Year Ended] | | | [added: | | | | | | | | | | | |]

| (In millions) | | | December [removed: 31, 2021] [added: 30, 2022] | | | | | | [removed: January 1,] [added: December 31,] 2021 | | | | | | January [removed: 3, 2020 | | | | | | June 28, 2019] [added: 1, 2021] | | |

| Additional cost of sales related to [removed: the] fair value step-up in inventory sold | | | — | | | | | | [removed: 31] [added: —] | | | | | | [removed: 142] [added: *] | | | | | | [removed: —] [added: (31)] | | | [added: | | | * | | | | | | | | | | | | | | | | | |]

Because [removed: the L3Harris Merger benefited] [added: our acquisitions benefit] the entire Company as opposed to any individual [removed: business] segment, the [removed: above costs were] [added: amortization of identifiable intangible assets acquired was] not allocated to any [removed: business] segment.

[removed: We also] [added: Also in fiscal 2022, we] invested [removed: $692] [added: $603] million [removed: (4 percent] [added: (4%] of total revenue) in company-sponsored R&D focused on technologies that expand our capabilities [removed: in the following areas:][added: across our domains.]

Effective January 1, 2022, we [removed: have] streamlined our business segments from four [added: business segments] to three business segments.

As a result of the segment reorganization, the Aviation Systems segment was eliminated as a business [removed: segment.][added: segment and the ongoing operations that had been part of the Aviation Systems segment were integrated into the remaining segments.]

On February [removed: 25, 2022,] [added: 24, 2023,] we announced that our Board of Directors [removed: approved a 10 percent increase in] [added: increased] the quarterly per share cash dividend rate on our common stock [added: from $1.12] to [removed: $1.12,] [added: $1.14,] commencing with the dividend [removed: to be] declared [added: by our Board of Directors] for the first quarter of [removed: 2022,] [added: fiscal 2023,] for an annualized per share [added: cash dividend] rate of [removed: $4.48.][added: $4.56, which was our twenty-second consecutive annual increase in our quarterly cash dividend rate.]

[removed: -] [added: |] Income from continuing operations attributable to L3Harris common shareholders [removed: as a percentage of revenue increased to 10 percent in fiscal 2021 from 6 percent in fiscal 2020;][added: | | | $ | 1,062 | | | | | $ | 1,846 | | | | | (42) | | % | | | | $ | 1,119 | | | | | 65 | | % | | | | | | |]

We also measure the success of our business using certain measures that are not defined by [removed: GAAP,] [added: U.S. Generally Accepted Accounting Principles (“GAAP”),] such as adjusted [added: EBIT, or] earnings before interest and taxes, [removed: adjusted] [added: non-GAAP] earnings per [removed: share and] [added: share,] adjusted free cash [removed: flow,] [added: flow and return on invested capital (defined as after-tax operating income from continuing operations divided by the two-point average of invested capital at the beginning and end of the period, where invested capital equals equity plus debt, less cash and cash equivalents),] which may be calculated differently by other companies.

We use these measures, along with our key [removed: indicators] [added: financial performance measures] above, to assess the success of our business and our ability to create shareholder value.

[removed: Department of Defense and Other U.S. Federal Markets:] Our largest customers are various departments and agencies of the U.S. Government — the percentage of our revenue that was derived from sales to U.S. Government customers, including foreign military sales funded through the U.S. Government, whether directly or through prime contractors, was [removed: 75 percent, 78 percent, 73 percent] [added: 74%, 75%] and [removed: 77 percent] [added: 78%,] in fiscal [removed: 2021, fiscal 2020, the two quarters ended January 3, 2020] [added: 2022, 2021] and [removed: fiscal 2019,] [added: 2020,] respectively.

For a discussion of [removed: risks relating to] U.S. Government [removed: contracts] [added: funding risks] and [removed: subcontracts,] [added: international business risks] see “Item 1.

Business [removed: —] [added: -] Principal [removed: Customers;] [added: Customers:] Government [removed: Contracts” and] [added: Contracts,”] “Item [removed: 1A.][added: 1.]

| | | | Fiscal Year Ended | | | | | | | | | | | | | | | [removed: | | | Four Quarters Ended | | | | | | | | | | | | | | | | | | | | | | | | | | |]

| [added: (Dollars in millions)] | | | December [removed: 31, 2021] [added: 30, 2022] | | | | | | [removed: January 1,] [added: December 31,] 2021 | | | | | | % Inc/(Dec) | | | | | | January [removed: 3, 2020 | | | | | | % Inc/(Dec) | | | | | | | | | | | | January 3, 2020] [added: 1, 2021] | | | | | | % Inc/(Dec) | | |

[removed: | Revenue: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |][added: - Revenue;]

| Other non-reportable businesses | | | — | | | | | | [removed: — | | | | | | * | | | | | | 102] [added: 683] | | | | | | * | | | | | | [added: 1,347] | | | | | | [removed: 23] [added: (49)] | | [added: %] | | | | [removed: *] | | |

We are a Trusted Disruptor for the global aerospace and defense industry.

With customers’ mission-critical needs in mind, we deliver end-to-end technology solutions connecting the space, air, land, sea and cyber domains.

_____________________________________________________________________29

various departments and agencies of the U.S. Government and their prime contractors.

Our operating segments are also our reportable segments and are referred to as our business segments.

U.S. and International Budget Environment

For the 2023 GFY, which began on October 1, 2022, the President’s budget request (“PBR”) proposed $773 billion of DoD funding, a 4% increase above the amount enacted for the 2022 GFY, and the Senate Appropriations Subcommittee on Defense has supported a $37 billion increase to the PBR, representing a 9% increase year over year.

On December 29, 2022, a 2023 GFY DoD budget of $817 billion was enacted.

Many of L3Harris’ offerings are supported in the 2023 GFY DoD budget, including responsive satellites, ISR aircraft, tactical communications, networked maritime systems and classified cyber solutions, however, we continue to monitor the political and budget environments and we can give no assurances on the extent of future orders.

In international markets, the North Atlantic Treaty Organization (“NATO”) continues to evolve its strategy on multiple levels.

Several countries, including Finland and Sweden, are pursuing NATO membership, while existing NATO members such as the U.K. and France have in recent months committed to increased spending beyond the 2% of gross domestic product target.

Recently, additional countries, such as Japan, have followed similar paths with expanded defense budgets.

The expectation of increased spending in international markets provides us with the opportunity to offer a range of solutions to international customers, but international sales remain dependent on economic, social and political conditions that may differ from those in the United States as well as changes in export controls and other trade regulations in the United States.

Even with the increases in expected DoD budget proposals and with the overall demand environment both in the U.S. and internationally reflecting the conflict in Ukraine and geopolitical tensions, changes to U.S. Government spending priorities have and could in the future impact our business.

A decline in demand for fuzing and ordnance systems due to reduced U.S. Government spending for precision weapons was largely responsible for charges for impairment of goodwill in our IMS segment.

Other changes in spending priorities in the future could adversely affect our existing programs and future contracts and impact our financial condition and results of operations.

Business - International Business,” “Item 1A.

Economic Environment

The macroeconomic environment continues to present challenges, which have impacted and may continue to impact our future results.

Rising inflation in the U.S. has led to higher costs.

The ongoing uncertainty related to the impacts of inflation, as well as increased interest rates, which raises the cost of borrowing for the Federal government, could in the future impact U.S. Government spending priorities and the demand for our products.

Higher interest rates have also had an impact on the fair value of our reporting units and contributed to charges for impairment of goodwill at our IMS and CS segments.

To the extent feasible, we have consistently followed the practice of adjusting our prices to reflect the impact of inflation on salaries and fringe benefits for employees and the cost of purchased materials and services; our fixed-price contracts could subject us to losses in the event of cost overruns or a significant increase in or a sustained period of increased inflation.

Management has worked to mitigate supply chain disruptions and labor mobility challenges, with modest improvements in the supply chain during the second half of fiscal 2022 for Tactical Communications, our largest product-based business, and increasing stability in labor mobility and employee

_____________________________________________________________________30

attrition.

However due to uncertainty in the current environment, there can be no assurances that we will not see further impacts in our financial condition and results of operations.

Acquisition of TDL Product Line

On October 3, 2022, we entered into a definitive agreement to acquire the TDL product line for a purchase price of approximately $1.96 billion, subject to customary adjustments.

The acquisition was completed subsequent to fiscal 2022 year-end on January 3, 2023.

We used third-party debt borrowings under a new $2.25 billion three-year senior unsecured term loan facility, the Term Loan 2025, to finance the acquisition.

The purchase of the TDL product line will enhance our networking capability and provide immediate access to the ubiquitous Link 16 waveform, better positioning us to enable the DoD’s integrated architecture goal in JADC2.

The TDL product line will be reported within our CS segment.

Pending Acquisition of AJRD

On December 17, 2022, we entered into a definitive agreement to acquire AJRD in an all-cash transaction of approximately $4.7 billion.

AJRD is a provider of propulsion systems and energetics for tactical and strategic missiles, missile defense systems and hypersonic applications.

AJRD also provides liquid-fuel engines and propulsion and power systems for in-space crew and cargo transports.

Upon closure of the acquisition, we anticipate creating a new business segment.

The acquisition is expected to close in fiscal 2023, pending required regulatory approvals and clearances and other customary closing conditions.

Divestiture of Visual Information Solutions (“VIS”) Business

For a discussion of our results for the two quarters ended January 3, 2020 (“Fiscal Transition Period”) compared with two quarters ended December 28, 2018, see “Item 7.

Management Discussion and Analysis of Financial Condition and Results of Operations” included in our Annual Report on Form 10-K for fiscal 2020.

The following is a list of the sections of this MD&A, together with our perspective on their contents, which we hope will assist in reading these pages:

- Business Considerations — a general description of our business; the value drivers of our business; fiscal 2021 results of operations and liquidity and capital resources key indicators; and industry-wide opportunities, challenges and risks that are relevant to us in defense, government and commercial markets.

- Operations Review — an analysis of our consolidated results of operations and of the results in each of our business segments, to the extent the segment operating results are helpful to an understanding of our business as a whole, for the periods presented in our financial statements.

- Liquidity, Capital Resources and Financial Strategies — an analysis of cash flows, funding of pension plans, common stock repurchases, dividends, capital structure and resources, material cash requirements, commercial commitments, financial risk management, impact of foreign exchange and impact of inflation.

- Critical Accounting Policies and Estimates — a discussion of accounting policies and estimates that require the most judgment and a discussion of accounting pronouncements that have been issued but not yet implemented by us and their potential impact on our financial condition, results of operations, cash flows and equity.

- Forward-Looking Statements and Factors that May Affect Future Results — cautionary information about forward-looking statements and a description of certain risks and uncertainties that could cause our actual results to differ materially from our historical results, or our current expectations or projections.

BUSINESS CONSIDERATIONS

General

We generate revenue, income and cash flows by developing, manufacturing or providing and selling advanced, technology-based solutions that meet government and commercial customers’ mission-critical needs.

During the first quarter of fiscal 2020, we adjusted our segment reporting to better align our businesses and transferred two businesses between our Integrated Mission Systems and Space & Airborne Systems segments.

| | | | Fiscal Years Ended | | | | | | | | | | | | Two Quarters Ended | | |

| Harris Night Vision business | | | — | | | | | | — | | | | | | 23 | | |

| Total | | | $ | 640 | | | | | $ | 1,325 | | | | | $ | 871 | |

_________________

See “Item 1.

Business” of this Report for more information regarding businesses divested during fiscal 2021 and 2020.

As discussed in further detail in *Note 4: Business Combination* in the Notes, we recorded the following charges at our corporate headquarters in connection with the L3Harris Merger.

| | | | | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Equity award acceleration charges, recognized upon change in control | | | $ | — | | | | | $ | — | | | | | $ | 70 | | | | | $ | — | |

| Transaction costs, recognized as incurred | | | — | | | | | | — | | | | | | 83 | | | | | | 31 | | |

| Restructuring charges | | | — | | | | | | 10 | | | | | | 117 | | | | | | — | | |

| Facility consolidation costs | | | — | | | | | | — | | | | | | 48 | | | | | | — | | |

| Integration costs, recognized as incurred | | | 128 | | | | | | 130 | | | | | | 72 | | | | | | 34 | | |

| Total L3Harris Merger-related charges | | | $ | 128 | | | | | $ | 171 | | | | | $ | 532 | | | | | $ | 65 | |

Most of the costs above were recorded in the “Engineering, selling and administrative expenses” line item in our Consolidated Statement of Income, except for additional cost of sales related to the fair value step-up in inventory sold and facility consolidation costs.

These costs are included in the “Cost of product sales and services” and “Impairment of goodwill and other assets” line items in our Consolidated Statement of Income, respectively.

As described in more detail in *Note 1: Significant Accounting Policies* in the Notes, effective June 29, 2019, we changed our fiscal year end to the Friday nearest December 31, and the period that commenced on June 29, 2019 was a fiscal transition period that ended on January 3, 2020.

References herein to the four quarters ended January 3, 2020 and two quarters ended December 28, 2018 represent the unaudited prior year results for the comparative periods ended January 3, 2020 and December 28, 2018.

Amounts in this Report may not always add to totals due to rounding.

Value Drivers of Our Business

During fiscal 2021, we made progress executing our strategy of building a technology-focused operating company and becoming a full end-to-end mission solutions prime contractor to drive shareholder value.

Despite impacts from COVID, global supply chain delays and award timing, we met customer commitments, delivered organic revenue growth during fiscal 2021, exceeded our target of $320 million to $350 million in net cost synergies from the L3Harris Merger by the end of 2021 and completed portfolio shaping, while continuing to focus on keeping our employees safe.

We received several key strategic contract awards in fiscal 2021, establishing us as a mission solutions prime contractor with our responsive satellites within missile defense and international aircraft missionization within ISR, as well as highlighting our technology and solutions for the contested environments our customers will need to compete and operate within in the future.

- Spectrum superiority;

- Actionable intelligence; and

- Warfighter effectiveness.

We also completed reshaping our portfolio to focus on technology-differentiated businesses and expanded our future financial flexibility by completing six divestitures and used the proceeds, along with our net cash provided by operating activities, to repurchase shares of our common stock.

A material adverse decline in the value of these assets and/or the discount rate for [removed: projected benefit obligations] [added: PBOs] would result in a decrease in the funded status of the defined benefit plans, an increase in net periodic benefit cost and an increase in required funding.

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Unless the context otherwise requires, the terms “we,” “our,” “us,” “Company” and “L3Harris” as used in this Report mean the combined company L3Harris Technologies, Inc. and its [removed: subsidiaries, when referring to periods after the end of fiscal 2019 (after the L3Harris Merger) and mean Harris and its subsidiaries when referring to fiscal 2019 (prior to the L3Harris Merger).][added: subsidiaries.]

Our [removed: products, systems] [added: products] and services have defense and civil government applications, as well as commercial applications.

[removed: As of December 31, 2021, we] [added: Workforce Demographics. We] had approximately [removed: 47,000 employees,] [added: 46,000 employees at December 30, 2022,] including approximately [removed: 19,000] [added: 20,000] engineers and scientists.

We structure our operations primarily around the products, systems and services we sell and the markets we serve, and [removed: for fiscal 2021] we [removed: reported] [added: report] the financial results of our continuing operations in [removed: the following four] [added: three] operating [removed: segments, which were also our reportable segments for fiscal 2021, and are referred to as our business] segments: [added: Integrated Mission Systems (“IMS”); Space & Airborne Systems (“SAS”); and Communication Systems (“CS”).]

[removed: - Aviation Systems, including defense aviation;] [added: Defense aviation,] commercial aviation [removed: products;] [added: products and] commercial pilot [removed: training; and mission networks for air traffic management.][added: training]

Effective January 1, 2022, we [removed: have] streamlined our business segments from four business segments to three business segments.

[removed: Defense aviation, commercial aviation products and commercial pilot training] operations were moved into the Integrated Mission [removed: Solutions] [added: Systems] segment; and mission networks for air traffic management operations were moved into the Space & Airborne Systems segment.

See *Note [removed: 27:] [added: 3: Acquisitions* and *Note 26:] Subsequent Events* in the Notes for [removed: additional] [added: further] information.

[removed: Commencing June 29, 2019, our] [added: Our] fiscal year ends on the Friday nearest December 31.

[removed: See] [added: Also, see] *Note 3: [removed: Business Divestitures and Asset Sales* and *Note 24: Business Segments*] [added: Acquisitions*] in the Notes for further information.

Our business segments provide a wide-range of [removed: products] [added: products, systems] and services to various customers and are described below.

Business - Principal [removed: Customers:] [added: Customers;] Government Contracts,” “Item 1A.

For example, we provide premier signals intelligence and electronic warfare capability for the U.S. Air Force (“USAF”) Rivet Joint and [removed: JAVA Man] [added: Compass Call] programs.

*Maritime:* We [removed: are a manufacturer, integrator] [added: develop, integrate, manufacture] and [removed: sustainer of] [added: sustain] mission systems [removed: for] [added: in the] maritime [removed: platforms,] [added: domain,] specializing in [added: integrated command, control, computers, communications, cyber, intelligence, surveillance and reconnaissance systems (“C5ISR”), bridge control, operational security solutions,] signals intelligence and multi-intelligence platforms; [added: ship and submarine-sensors; autonomous,] unmanned surface and undersea [removed: autonomous] solutions; power and [removed: ship] [added: platform] control systems and other electronic and electrical products and systems.

Significant customers include the U.S. Navy (“USN”), the U.S. Coast Guard, allied [removed: navies, other military customers] [added: navies] and [removed: commercial ship owners.][added: other defense users.]

*Electro [removed: Optical:*] [added: Optical*:] We design and manufacture advanced [removed: EO/IR] [added: electro-optical and infrared (“EO/IR”)] sensors and surveillance and targeting systems and provide modernization and life extension maintenance upgrade and support services [removed: for] [added: across all domains; Space communications and launch vehicle avionics; and] military [removed: aircraft.][added: Global Positioning System (“GPS”) user equipment and fuzing and ordnance systems.]

Significant customers include the U.S. Army, the [removed: U.S. Air Force,] [added: USAF,] USN, National Aeronautics [added: and] Space Administration, [removed: DoD, select foreign militaries and] [added: Canadian Department of National Defense,] commercial space [removed: companies.][added: companies and more than 80 foreign militaries.]

Additional information regarding the composition of [removed: Integrated Mission Systems] [added: CS] revenue [added: of $4.2 billion] for fiscal [removed: 2021] [added: 2022] is as follows:

[removed: - 70 percent] [added: The percentage of our revenue that] was derived from sales to U.S. Government customers, including foreign military sales funded through the U.S. Government, whether directly or through prime [removed: contractors;][added: contractors, was 74%, 75% and 78% in fiscal 2022, 2021 and 2020, respectively.]

[removed: - 28 percent was derived from products] [added: “International Revenue” refers to product] and [removed: services] [added: service revenue] for which the end consumer is located outside the U.S.

[removed: *Space:*] [added: *Space Systems:*] We provide end-to-end space and ground-based solutions in support of intelligence, [removed: global positioning,] [added: GPS,] space exploration, weather and missile defense missions.

We are a prime contractor on complete satellite systems, [removed: provide] [added: providing] advanced payloads and [removed: integrate] [added: integrated] ground systems.

[removed: -] [added: For example, we are the prime contractor on] Space Development Agency (“SDA”) Tracking [removed: Layer,] [added: layer Tranche 0 and 1, building] a constellation of space vehicles to provide persistent global missile warning and [removed: tacking] [added: tracking] to national defense [removed: authorities;][added: authorities.]

*Mission Avionics:* We provide [removed: avionic sensors,] [added: military airborne mission system processing computers, avionics systems and displays,] hardened electronics, [added: weapons] release systems, data links and antennas supporting fixed wing and rotary [removed: platforms.][added: platforms, including F-35, F/A-18 and C-130.]

Significant customers include [removed: military] [added: commercial airlines,] aircraft [removed: manufacturers, DoD customers within the U.S. Government] [added: manufacturers] and [removed: select] foreign military [removed: services.][added: agencies.]

*Intel & Cyber:* We provide situational [removed: awareness optical networks and] [added: awareness,] advanced wireless [added: and cyber] solutions for classified intelligence and [removed: cyber] defense customers.

*Electronic Warfare:* We provide [added: full suite electronic warfare capabilities including] multi-spectral situational awareness, threat warning and countermeasures capabilities for [removed: electronic warfare solutions for] airborne and maritime [removed: platforms.][added: platforms, including F/A-18, F-16, and B-52.]

Additional information regarding the composition of [removed: Space & Airborne Systems] [added: IMS] revenue [added: of $6.9 billion] for fiscal [removed: 2021] [added: 2022] is as follows:

[removed: - 87 percent was derived from sales to U.S.] [added: “U.S.] Government [removed: customers, including] [added: Revenue” includes] foreign military sales funded through the U.S. Government, whether directly or through prime [removed: contractors;][added: contractors.]

*Tactical Communications:* We provide tactical radios to the U.S. Army, [added: the] USAF, [added: the] U.S. Marine Corps, [added: the] USN, [added: the] U.S. Special Operations Command [removed: (“SOCOM”)] and international defense customers, including developing and manufacturing software-defined radios for key DoD network modernization [removed: programs.][added: programs and satellite communication (“SATCOM”) terminals and battlefield management networks for U.S. and international defense customers.]

For example, we are providing Handheld, Manpack and Small Form-Fit [removed: (“HMS”)] radios to the U.S. Army.

We operate in this market principally on a [removed: “commercial”] [added: commercial] market-driven business model.

*Public Safety:* We provide [removed: radios,] [added: state-of-art Long-Term Evolution solutions and Land Mobile Radios as well as mission critical] systems applications and equipment for [removed: critical public safety and professional communications to] Federal, state and local government [removed: customers] [added: police and fire first responders,] as well as [removed: to utility companies.][added: providing integrated professional communications and system solutions for utilities, transit agencies and commercial customers.]

Additional information regarding the composition of [removed: Communication Systems] [added: SAS] revenue [added: of $6.1 billion] for fiscal [removed: 2021] [added: 2022] is as follows:

[removed: - 68 percent was derived] [added: Revenue] from [removed: sales to U.S. Government customers,] [added: products and services where the end consumer is located outside the U.S.,] including foreign military sales funded through the U.S. Government, whether directly or through prime [removed: contractors;][added: contractors, was $3.9 billion (23% of our revenue), $3.9 billion (22% of our revenue) and $3.7 billion (20% of our revenue), in fiscal 2022, 2021]

*Mission Networks:* We provide mission-critical infrastructure communications and networking solutions for air traffic management for the U.S. Federal Aviation Administration [removed: (“FAA”)] and international airspace national service providers.

[removed: *Commercial Training Solutions:*] We develop, install and maintain flight simulators and training systems that are customized to commercial aircraft.

The majority of our international marketing activities are conducted through subsidiaries that operate in the [removed: EMEA (Europe,] [added: Europe,] Middle East and [removed: Africa)] [added: Africa (“EMEA”)] and [removed: APAC (Asia-Pacific)] [added: Asia-Pacific (“APAC”)] regions and Canada.

International revenue for fiscal [removed: 2021] [added: 2022] came from a large number of countries, and no single foreign country accounted for more than [removed: 5 percent] [added: 5%] of our total revenue.

Principal competitive factors in these markets are product [added: and systems] quality and reliability; technological capabilities, including reliable, resilient and innovative cyber capabilities; service; past performance; ability to develop and implement complex, integrated solutions; ability to meet delivery schedules; the effectiveness of third-party sales channels in international markets; and cost-effectiveness.

L3Harris Technologies, Inc. is a Trusted Disruptor for the aerospace and defense industry.

With customers’ mission-critical needs in mind, we deliver end-to-end technology solutions connecting the space, air, land, sea and cyber domains.

Each of our fiscal years ended December 30, 2022 (“fiscal 2022”), December 31, 2021 (“fiscal 2021”) and January 1, 2021 (“fiscal 2020”) included 52 weeks.

Our operating segments are also our reportable segments and are referred to as our business segments.

See *Note 24: Business Segments* in the Notes to Consolidated Financial Statements in this Report (the “Notes”) for further information regarding our business segments, including how we define segment operating income or loss.

_____________________________________________________________________1

Acquisition of Viasat, Inc’s Tactical Data Links (“TDL”) Product Line

On October 3, 2022, we entered into a definitive agreement to acquire the TDL product line for a purchase price of approximately $1.96 billion, subject to customary adjustments.

The acquisition was completed on January 3, 2023.

This acquisition will enhance our networking capability and provide immediate access to the ubiquitous Link 16 waveform, better positioning us to enable the integrated architecture goal of the U.S. Department of Defense (“DoD”) in joint all-domain command and control (“JADC2”).

The TDL product line will be reported within our CS segment in fiscal 2023.

Pending Acquisition of Aerojet Rocketdyne Holdings, Inc. (“AJRD”)

On December 17, 2022, we entered into a definitive agreement to acquire AJRD in an all-cash transaction of approximately $4.7 billion.

AJRD is a provider of propulsion systems and energetics for tactical and strategic missiles, missile defense systems and hypersonic applications.

AJRD also provides liquid-fuel engines and the propulsion and power systems for in-space crew and cargo transports.

Upon closure of the acquisition, we anticipate creating a new business segment.

The acquisition is expected to close in fiscal 2023, pending required regulatory approvals and clearances and other customary closing conditions.

See “Item 1A - Risk Factors” in this Report for a discussion of risks related to the acquisition.

IMS is a leading developer and integrator of mission systems in the air, land and sea domains.

We provide top tier capabilities in the design, development, integration, production and sustainment of intelligence, surveillance and reconnaissance (“ISR”), integrated maritime communications systems and electro optical sensors for U.S. and allied military, civil government and commercial customers in our five business sectors:

For example, our Wescam system provides the MX and CMX family of turreted EO/IR solutions to airborne, maritime and ground domains for both commercial and military users around the globe.

_____________________________________________________________________2

*Commercial Aviation Solutions:* We design and manufacture advanced avionics for commercial, unmanned and military applications.

*Agile Development Group (“ADG”):* ADG is an innovation accelerator and collaboration initiative established to rapidly address near-peer, national security threats.

ADG is focused on advanced, front-end and rapid capability development, including advanced sensors, mission systems, unmanned systems and weapons systems, which align with customers’ critical needs and where the Company has existing differentiated technologies.


SAS is a leading provider of full mission solutions as a prime and subsystem integrator in the space, airborne and cyber domains.

We provide top tier capabilities in the design, development, integration, production and sustainment of major weapons systems for national security, civil government, commercial and international customers in our five business sectors:

Our products, systems and services primarily support the U.S. Space Force, the USAF, the U.S. Intelligence Community, U.S. civil agencies and other national security space prime customers.

_____________________________________________________________________3


CS is focused on enabling warfighters in the multi-domain environment with the resources, capabilities and agility to support today’s mission and innovate solutions for the future.

We are a leading provider of communications solutions for DoD, international customers, Federal and state agencies and commercial customers in our five business sectors:

*Broadband Communications:* We provide resilient and trusted mission critical networks across all domains, providing connectivity and interoperability to support ISR, tactical operations, networking and electronic attack under any operational scenario in the world.

*Integrated Visions Solutions*: We design, manufacture and sustain a full suite of helmet-mounted integrated night vision goggles and heads up displays along with Clip-on Weapon Sights and weapon-mounted aiming lasers and range finders.


For a discussion of certain risks affecting this segment, including risks relating to our supply chain disruptions, see “Item 1.

Business - Materials, Suppliers and Seasonality” and “Item 1A.

_____________________________________________________________________4

and 2020, respectively.

L3Harris Technologies, Inc. is an agile global aerospace and defense technology innovator, delivering end-to-end solutions that meet customers’ mission-critical needs.

We provide advanced defense and commercial technologies across space, air, land, sea and cyber domains.

- Integrated Mission Systems, including multi-mission intelligence, surveillance and reconnaissance (“ISR”) and communication systems; integrated electrical and electronic systems for maritime platforms; and advanced electro-optical and infrared (“EO/IR”) solutions;

- Space & Airborne Systems, including space payloads, sensors and full-mission solutions; classified intelligence and cyber defense; avionics; and electronic warfare;

- Communication Systems, including tactical communications; broadband communications; integrated vision solutions; and public safety radios; global communications solutions and

The changes to our reporting segments took effect in fiscal 2022 and therefore do not affect the historical results, discussion or presentation of our business segments as set forth in this Report.

L3Harris Merger

As noted above and described in more detail in *Note 1: Significant Accounting Policies* under “Principles of Consolidation” and *Note 4: Business Combination* in the Notes, we completed the L3Harris Merger on June 29, 2019, the day after Harris’ fiscal 2019 ended and the first day of our Fiscal Transition Period (as defined below).

L3 was a prime contractor in ISR systems, aircraft sustainment (including modifications and fleet management of special mission aircraft), simulation and training, night vision and image intensification equipment and security and detection systems.

L3 also was a leading provider of a broad range of communication, electro-optical solutions and electronic and sensor systems used on military, homeland security and commercial platforms.

L3 customers included the U.S. Department of Defense (“DoD”) and its prime contractors, the U.S. Intelligence Community, the U.S. Department of Homeland Security (“DHS”), foreign governments and domestic and foreign commercial customers.

Change in Fiscal Year

Through fiscal 2019, our fiscal years ended on the Friday nearest June 30.

The period that commenced on June 29, 2019 was a fiscal transition period that ended on January 3, 2020 (“Fiscal Transition Period”), our fiscal 2020 commenced on January 4, 2020 and ended on January 1, 2021, and our fiscal 2021 commenced on January 2, 2021 and ended on December 31, 2021.

Divestitures and Asset Sales

We completed the following business divestitures and asset sales during fiscal 2021, fiscal 2020 and the two quarters ended January 3, 2020:

| | | | | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| (In millions) | | | Business Segment(1) | | | | | | Date of Divestiture | | | | | | Sale Price | | | | | | | | |

| Fiscal 2021 | | | | | | | | | | | | | | | | | | | | | | | |

| Narda-MITEQ business(2) | | | Aviation Systems | | | | | | December 6, 2021 | | | | | | $ | 75 | | | | | | | |

| ESSCO business(3) | | | Aviation Systems | | | | | | November 26, 2021 | | | | | | 55 | | | | | | | | |

| Electron Devices business(4) | | | Aviation Systems | | | | | | October 1, 2021 | | | | | | 185 | | | | | | | | |

| VSE disposal group(5) | | | Aviation Systems | | | | | | July 30, 2021 | | | | | | 20 | | | | | | | | |

| CPS business(6) | | | Aviation Systems | | | | | | July 2, 2021 | | | | | | 398 | | | | | | | | |

| Military training business(7) | | | Aviation Systems | | | | | | July 2, 2021 | | | | | | 1,050 | | | | | | | | |

| | | | | | | | | | | | | | | | $ | 1,783 | | | | | | | |

| Fiscal 2020 | | | | | | | | | | | | | | | | | | | | | | | |

| EOTech business(8) | | | Communication Systems | | | | | | July 31, 2020 | | | | | | $ | 42 | | | | | | | |

| Applied Kilovolts business(9) | | | Space & Airborne Systems | | | | | | May 15, 2020 | | | | | | 12 | | | | | | | | |

| Airport security and automation business(10) | | | Aviation Systems | | | | | | May 4, 2020 | | | | | | 1,000 | | | | | | | | |

| | | | | | | | | | | | | | | | $ | 1,054 | | | | | | | |

| Two quarters ended January 3, 2020 | | | | | | | | | | | | | | | | | | | | | | | |

| Harris Night Vision(11) | | | Other non-reportable businesses | | | | | | September 13, 2019 | | | | | | $ | 350 | | | | | | | |

| Stormscope(12) | | | Aviation Systems | | | | | | August 30, 2019 | | | | | | 20 | | | | | | | | |

| | | | | | | | | | | | | | | | $ | 370 | | | | | | | |

_______________

(1) Business segment in which the operating results of each divested business were reported through the date of divestiture.

(2) The Narda-MITEQ business manufactured component, satellite communication and radio frequency safety products for both military and commercial markets.

(3) The ESSCO business manufactured metal space frame ground radomes and composite structures.

[removed: General.] From time to time, as a normal incident of the nature [removed: and kind] of businesses in which we are or were engaged, various claims or charges are asserted and litigation or arbitration is commenced by or against us arising from or related to matters, including, but not limited to: product liability; personal injury; patents, trademarks, trade secrets or other intellectual property; labor and employee disputes; commercial or contractual disputes; strategic acquisitions or divestitures; the prior sale or use of former products allegedly containing asbestos or other restricted materials; breach of warranty; [removed: or] environmental [removed: matters.][added: matters; or compliance with government procurement or related legal or regulatory requirements.]

Although it is not [added: always] feasible to predict the outcome of these matters with certainty, it is reasonably possible that some lawsuits, claims or proceedings may be disposed of or decided unfavorably to us and in excess of the amounts currently accrued.

[removed: Environmental Matters.] We are subject to numerous U.S. Federal, state, local and international environmental laws and regulatory requirements and are involved from time to time in investigations or litigation of various potential environmental [removed: issues.]

_____________________________________________________________________24

issues.

Due in part to the complexity and pervasiveness of these requirements, we are a party to or have property subject to various litigation, proceedings and remediation obligations.

The extent of our financial exposure cannot be reasonably estimated in all cases.

For information regarding the matters discussed above, including material legal proceedings and contingencies, see “Item 1.

Business — Governmental Regulations — Environmental Regulations” of this Report and *Note 1: Significant Accounting Policies* regarding our environmental expenditures and *Note 25: Legal Proceedings and Contingencies* included in our Notes to Consolidated Financial Statements.

We record accruals for losses related to those matters against us that we consider to be probable and that can be reasonably estimated.

Gain contingencies, if any, are recognized when they are realized and legal costs generally are expensed when incurred.

At December 31, 2021, our accrual for the potential resolution of lawsuits, claims or proceedings that we consider probable of being decided unfavorably to us was not material.

Based on available information, in the opinion of management, settlements, arbitration awards and final judgments, if any, that are considered probable of being rendered against us in litigation or arbitration in existence at December 31, 2021 would not have a material adverse effect on our financial condition, results of operations, cash flows or equity.

Tax Audits. Our tax filings are subject to audit by taxing authorities in jurisdictions where we conduct or conducted business.

These audits may result in assessments of additional taxes that are subsequently resolved with the authorities or ultimately through legal proceedings.

We believe we have adequately accrued for any ultimate amounts that are likely to result from these audits; however, final assessments, if any, could be different from the amounts recorded in our Consolidated Financial Statements.

See *Note 22: Income Taxes* in the Notes for additional information regarding audits and examinations by taxing authorities of our tax filings.

U.S. Government Business. We are engaged in supplying goods and services to various departments and agencies of the U.S. Government.

We are therefore dependent on Congressional appropriations and administrative allotment of funds and may be affected by changes in U.S. Government policies.

U.S. Government development and production contracts typically involve long lead times for design and development, are subject to significant changes in contract scheduling and may be unilaterally modified or canceled by the U.S. Government.

Often these contracts call for successful design and production of complex and technologically advanced products or systems.

We may participate in supplying goods and services to the U.S. Government as either a prime contractor or as a subcontractor to a prime contractor.

Disputes may arise between the prime contractor and the U.S. Government or between the prime contractor and its subcontractors and may result in litigation or arbitration between the contracting parties.

Generally, U.S. Government contracts are subject to procurement laws and regulations, including the FAR, which outline uniform policies and procedures for acquiring goods and services by the U.S. Government, and specific agency acquisition regulations that implement or supplement the FAR, such as the Defense Federal Acquisition Regulation Supplement.

As a U.S. Government contractor, our contract costs are audited and reviewed on a continuing basis by the Defense Contract Audit Agency (“DCAA”).

The DCAA also reviews the adequacy of, and a U.S. Government contractor’s compliance with, the contractor’s business systems and policies, including the contractor’s property, estimating, compensation and management information systems.

In addition to these routine audits, from time to time, we may, either individually or in conjunction with other U.S. Government contractors, be the subject of audits and investigations by other agencies of the U.S. Government.

These audits and investigations are conducted to determine if our performance and administration of our U.S. Government contracts are compliant with applicable contractual requirements and procurement and other applicable Federal laws and regulations, including ITAR and FCPA.

These investigations may be conducted with or without our knowledge or cooperation.

We are unable to predict the outcome of such investigations or to estimate the amounts of resulting claims or other actions that could be instituted against us or our officers or employees.

Under present U.S. Government procurement laws and regulations, if indicted or adjudged in violation of procurement or other Federal laws, a contractor, such as us, or one or more of our operating divisions or subdivisions, could be subject to fines, penalties, repayments, or compensatory or treble damages.

U.S. Government regulations also provide that certain findings against a contractor may lead to suspension or debarment from eligibility for awards of new U.S. Government contracts for a period of time to be determined by the U.S. Government.

Suspension or debarment would have a material adverse effect on us because of our reliance on U.S. Government contracts.

In addition, our export privileges could be suspended or revoked, which also would have a material adverse effect on us.

For further discussion of risks relating to U.S. Government contracts, see “Item 1A.

Risk Factors” of this Report.

International. As an international company, we are, from time to time, the subject of investigations relating to our international operations, including under U.S. export control laws (such as ITAR), the FCPA and other similar U.S. and international laws.

In September 2019, we reached an administrative settlement with the Department of State to resolve alleged U.S. export control regulation violations.

Under the terms of the settlement we have committed to strengthen our trade compliance program under the supervision of a special compliance officer and will pay a civil penalty of $13 million over three years (with $6.5 million suspended on the condition of use for qualified remedial compliance measures).

The settlement did not result in any debarment or limitation on export licensing.

We or companies we have acquired are responsible, or alleged to be responsible, for environmental investigation and/or remediation of multiple sites.

These sites are in various stages of investigation and/or remediation and in some cases our liability is considered de minimis.

Notices from the U.S. Environmental Protection Agency (“EPA”) or equivalent state or international environmental agencies allege that several sites formerly or currently owned and/or operated by us or companies we have acquired, and other properties or water supplies that may be or have been impacted from those operations, contain disposed or recycled materials or wastes and require environmental investigation and/or remediation.

These sites include instances of being identified as a potentially responsible party under the Comprehensive Environmental Response, Compensation and Liability Act (commonly known as the “Superfund Act”) and/or equivalent state and international laws.

For example, in June 2014, the U.S. Department of Justice, Environment and Natural Resources Division, notified several potentially responsible parties, including Exelis Inc. (“Exelis”), which we acquired in 2015, of potential responsibility for contribution to the environmental investigation and remediation of multiple locations in Alaska.

In addition, in March 2016, the EPA notified over 100 potentially responsible parties, including Exelis, of potential liability for the cost of remediation for the 8.3-mile stretch of the Lower Passaic River in New Jersey, estimated by the EPA to be $1.38 billion.

During the fourth quarter of fiscal 2021, the EPA further announced an interim plan to remediate sediment in the upper nine miles of the of the Lower Passaic River with an estimated cost of $441 million.

The potential responsible parties’ respective allocations for the Lower Passaic River remediation have not been determined.

Although it is not feasible to predict the outcome of these environmental claims made against us, based on available information, in the opinion of our management, any payments we may be required to make as a result of environmental claims made against us in existence at December 31, 2021 are reserved against, covered by insurance or would not have a material adverse effect on our financial condition, results of operations, cash flows or equity.

For the fiscal year ended December [removed: 31, 2021][added: 30, 2022]

[removed: ][added: ]

Yes [removed: þ] [added: ☑] No [removed: ¨][added: ☐]

Yes [removed: ¨] [added: ☐] No [removed: þ][added: ☑]

| Large accelerated filer | | | | | | [removed: þ] [added: ☑] | | | | | | Accelerated filer | | | | | | ☐ | | |

| Non-accelerated filer | | | | | | [removed: ¨] [added: ☐] | | | | | | Smaller reporting company | | | | | | ☐ | | |

Yes [removed: ☐] [added: ☑] No [removed: þ][added: ☐]

The aggregate market value of the voting common equity held by non-affiliates of the registrant at July [removed: 2, 2021] [added: 1, 2022] was [removed: $44,061,543,832] [added: $46,385,211,550] (based on the quoted closing sale price per share of the stock on the New York Stock Exchange).

For purposes of this calculation, the registrant has assumed that its directors and executive officers as of July [removed: 2, 2021] [added: 1, 2022] are affiliates.

The number of shares outstanding of the registrant’s common stock as of February [removed: 18, 2022] [added: 17, 2023] was [removed: 193,065,899.][added: 190,089,405.]

Portions of the registrant’s definitive Proxy Statement for the [removed: 2022] [added: 2023] Annual Meeting of Shareholders scheduled to be held on April [removed: 22, 2022,] [added: 21, 2023,] which will be filed with the Securities and Exchange Commission within 120 days after the end of the registrant’s fiscal year ended December [removed: 31, 2021,] [added: 30, 2022,] are incorporated by reference into Part III of this Annual Report on Form 10-K to the extent described therein.

ANNUAL REPORT ON FORM 10-K FOR THE FISCAL YEAR ENDED DECEMBER [removed: 31, 2021][added: 30, 2022]

| | | | [ITEM 1. [removed: Business](#i44c89fdeb27a46959d9ea3331e76be4e_16)] [added: Business](#iefe78000fcc84d7eb9dad62280c74976_16)] | | | [removed: [1](#i44c89fdeb27a46959d9ea3331e76be4e_16)] [added: [1](#iefe78000fcc84d7eb9dad62280c74976_16)] | | |

| | | | [ITEM 1A. Risk [removed: Factors](#i44c89fdeb27a46959d9ea3331e76be4e_19)] [added: Factors](#iefe78000fcc84d7eb9dad62280c74976_19)] | | | [removed: [12](#i44c89fdeb27a46959d9ea3331e76be4e_19)] [added: [11](#iefe78000fcc84d7eb9dad62280c74976_19)] | | |

| | | | [ITEM 1B. Unresolved Staff [removed: Comments](#i44c89fdeb27a46959d9ea3331e76be4e_22)] [added: Comments](#iefe78000fcc84d7eb9dad62280c74976_22)] | | | [removed: [25](#i44c89fdeb27a46959d9ea3331e76be4e_22)] [added: [24](#iefe78000fcc84d7eb9dad62280c74976_22)] | | |

| | | | [ITEM 2. [removed: Properties](#i44c89fdeb27a46959d9ea3331e76be4e_25)] [added: Properties](#iefe78000fcc84d7eb9dad62280c74976_25)] | | | [removed: [25](#i44c89fdeb27a46959d9ea3331e76be4e_25)] [added: [24](#iefe78000fcc84d7eb9dad62280c74976_25)] | | |

| | | | [ITEM 3. Legal [removed: Proceedings](#i44c89fdeb27a46959d9ea3331e76be4e_28)] [added: Proceedings](#iefe78000fcc84d7eb9dad62280c74976_28)] | | | [removed: [26](#i44c89fdeb27a46959d9ea3331e76be4e_28)] [added: [24](#iefe78000fcc84d7eb9dad62280c74976_28)] | | |

| | | | [ITEM 4. Mine Safety [removed: Disclosures](#i44c89fdeb27a46959d9ea3331e76be4e_31)] [added: Disclosures](#iefe78000fcc84d7eb9dad62280c74976_31)] | | | [removed: [27](#i44c89fdeb27a46959d9ea3331e76be4e_31)] [added: [25](#iefe78000fcc84d7eb9dad62280c74976_31)] | | |

| | | | Information about our [Executive [removed: Officers](#i44c89fdeb27a46959d9ea3331e76be4e_34)] [added: Officers](#iefe78000fcc84d7eb9dad62280c74976_34)] | | | [removed: [28](#i44c89fdeb27a46959d9ea3331e76be4e_34)] [added: [26](#iefe78000fcc84d7eb9dad62280c74976_34)] | | |

| | | | [ITEM 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity [removed: Securities](#i44c89fdeb27a46959d9ea3331e76be4e_40)] [added: Securities](#iefe78000fcc84d7eb9dad62280c74976_40)] | | | [removed: [29](#i44c89fdeb27a46959d9ea3331e76be4e_40)] [added: [27](#iefe78000fcc84d7eb9dad62280c74976_40)] | | |

| | | | [ITEM [removed: 6.](#i44c89fdeb27a46959d9ea3331e76be4e_43) [](#i44c89fdeb27a46959d9ea3331e76be4e_43)[\[Reserved\]](#i44c89fdeb27a46959d9ea3331e76be4e_43)] [added: 6. \[Reserved\]](#iefe78000fcc84d7eb9dad62280c74976_43)] | | | [removed: [31](#i44c89fdeb27a46959d9ea3331e76be4e_43)] [added: [29](#iefe78000fcc84d7eb9dad62280c74976_43)] | | |

| | | | [ITEM [removed: 7.](#i44c89fdeb27a46959d9ea3331e76be4e_49) [](#i44c89fdeb27a46959d9ea3331e76be4e_223)M[anagement’s] [added: 7.](#iefe78000fcc84d7eb9dad62280c74976_46) [](#iefe78000fcc84d7eb9dad62280c74976_220)M[anagement’s] Discussion and Analysis of Financial Condition and Results of [removed: Operations](#i44c89fdeb27a46959d9ea3331e76be4e_49)] [added: Operations](#iefe78000fcc84d7eb9dad62280c74976_46)] | | | [removed: [32](#i44c89fdeb27a46959d9ea3331e76be4e_49)] [added: [29](#iefe78000fcc84d7eb9dad62280c74976_46)] | | |

| | | | [ITEM 7A. Quantitative and Qualitative Disclosures About Market [removed: Risk](#i44c89fdeb27a46959d9ea3331e76be4e_67)] [added: Risk](#iefe78000fcc84d7eb9dad62280c74976_64)] | | | [removed: [62](#i44c89fdeb27a46959d9ea3331e76be4e_67)] [added: [53](#iefe78000fcc84d7eb9dad62280c74976_64)] | | |

| | | | [ITEM 8. Financial Statements and Supplementary [removed: Data](#i44c89fdeb27a46959d9ea3331e76be4e_70)] [added: Data](#iefe78000fcc84d7eb9dad62280c74976_67)] | | | [removed: [63](#i44c89fdeb27a46959d9ea3331e76be4e_70)] [added: [54](#iefe78000fcc84d7eb9dad62280c74976_67)] | | |

| | | | [ITEM 9. Changes in and Disagreements with Accountants on Accounting and Financial [removed: Disclosure](#i44c89fdeb27a46959d9ea3331e76be4e_193)] [added: Disclosure](#iefe78000fcc84d7eb9dad62280c74976_187)] | | | [removed: [125](#i44c89fdeb27a46959d9ea3331e76be4e_193)] [added: [115](#iefe78000fcc84d7eb9dad62280c74976_187)] | | |

| | | | [ITEM 9A. Controls and [removed: Procedures](#i44c89fdeb27a46959d9ea3331e76be4e_196)] [added: Procedures](#iefe78000fcc84d7eb9dad62280c74976_190)] | | | [removed: [125](#i44c89fdeb27a46959d9ea3331e76be4e_196)] [added: [115](#iefe78000fcc84d7eb9dad62280c74976_190)] | | |

| | | | [ITEM 9B. Other [removed: Information](#i44c89fdeb27a46959d9ea3331e76be4e_199)] [added: Information](#iefe78000fcc84d7eb9dad62280c74976_193)] | | | [removed: [126](#i44c89fdeb27a46959d9ea3331e76be4e_199)] [added: [115](#iefe78000fcc84d7eb9dad62280c74976_193)] | | |

| | | | [ITEM [removed: 9C.](#i44c89fdeb27a46959d9ea3331e76be4e_2055) [Disclosure] [added: 9C. Disclosure] Regarding Foreign Jurisdictions That Prevent [removed: Inspections](#i44c89fdeb27a46959d9ea3331e76be4e_2055)] [added: Inspections](#iefe78000fcc84d7eb9dad62280c74976_196)] | | | [removed: [126](#i44c89fdeb27a46959d9ea3331e76be4e_199)] [added: [115](#iefe78000fcc84d7eb9dad62280c74976_193)] | | |

| | | | [ITEM 10. Directors, Executive Officers and Corporate [removed: Governance](#i44c89fdeb27a46959d9ea3331e76be4e_205)] [added: Governance](#iefe78000fcc84d7eb9dad62280c74976_202)] | | | [removed: [126](#i44c89fdeb27a46959d9ea3331e76be4e_205)] [added: [116](#iefe78000fcc84d7eb9dad62280c74976_202)] | | |

| | | | [ITEM 11. Executive [removed: Compensation](#i44c89fdeb27a46959d9ea3331e76be4e_208)] [added: Compensation](#iefe78000fcc84d7eb9dad62280c74976_205)] | | | [removed: [127](#i44c89fdeb27a46959d9ea3331e76be4e_208)] [added: [117](#iefe78000fcc84d7eb9dad62280c74976_205)] | | |

| | | | [ITEM 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder [removed: Matters](#i44c89fdeb27a46959d9ea3331e76be4e_211)] [added: Matters](#iefe78000fcc84d7eb9dad62280c74976_208)] | | | [removed: [127](#i44c89fdeb27a46959d9ea3331e76be4e_211)] [added: [117](#iefe78000fcc84d7eb9dad62280c74976_208)] | | |

| | | | [ITEM [removed: 13](#i44c89fdeb27a46959d9ea3331e76be4e_214)[.](#i44c89fdeb27a46959d9ea3331e76be4e_223)] [added: 13](#iefe78000fcc84d7eb9dad62280c74976_211)[.](#iefe78000fcc84d7eb9dad62280c74976_220)] [Certain Relationships and Related Transactions, and Director [removed: Independence](#i44c89fdeb27a46959d9ea3331e76be4e_214)] [added: Independence](#iefe78000fcc84d7eb9dad62280c74976_211)] | | | [removed: [127](#i44c89fdeb27a46959d9ea3331e76be4e_214)] [added: [117](#iefe78000fcc84d7eb9dad62280c74976_211)] | | |

| | | | [ITEM 14. Principal Accounting Fees and [removed: Services](#i44c89fdeb27a46959d9ea3331e76be4e_217)] [added: Services](#iefe78000fcc84d7eb9dad62280c74976_214)] | | | [removed: [127](#i44c89fdeb27a46959d9ea3331e76be4e_217)] [added: [117](#iefe78000fcc84d7eb9dad62280c74976_214)] | | |

| | | | [ITEM 15. Exhibits, Financial Statement [removed: Schedules](#i44c89fdeb27a46959d9ea3331e76be4e_223)] [added: Schedules](#iefe78000fcc84d7eb9dad62280c74976_220)] | | | [removed: [128](#i44c89fdeb27a46959d9ea3331e76be4e_223)] [added: [118](#iefe78000fcc84d7eb9dad62280c74976_220)] | | |

Yes ☑ No ☐

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant

included in the filing reflect the correction of an error to previously issued financial statements.☐

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based

compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b).☐

Yes ☐ No ☑

| | | | [I](#iefe78000fcc84d7eb9dad62280c74976_226)[TEM 16. Form 10-K S](#iefe78000fcc84d7eb9dad62280c74976_226)[ummary](#iefe78000fcc84d7eb9dad62280c74976_226) | | | [126](#iefe78000fcc84d7eb9dad62280c74976_226) | | |

| Signatures | | | | | | [127](#iefe78000fcc84d7eb9dad62280c74976_229) | | |

| | | | ITEM 16[.](#i44c89fdeb27a46959d9ea3331e76be4e_223) Form 10-K Summary | | | [134](#i44c89fdeb27a46959d9ea3331e76be4e_229) | | |

| Signatures | | | | | | [135](#i44c89fdeb27a46959d9ea3331e76be4e_232) | | |

L3Harris Merger

As described in more detail in *Note 1: Significant Accounting Policies* under “Principles of Consolidation” and *Note 4: Business Combination* in the Notes to Consolidated Financial Statements in this Report (the “Notes”), on October 12, 2018, Harris Corporation (“Harris”) entered into an Agreement and Plan of Merger (the “Merger Agreement”) with L3 Technologies, Inc. (“L3”) and Leopard Merger Sub Inc., a newly formed, direct wholly-owned subsidiary of Harris (“Merger Sub”), pursuant to which Harris and L3 agreed to combine their respective businesses in an all-stock merger, at the closing of which Merger Sub would merge with and into L3, with L3 continuing as the surviving corporation and a direct wholly-owned subsidiary of Harris (the “L3Harris Merger”), and Harris’ name would change to “L3Harris Technologies, Inc.” The closing of the L3Harris Merger occurred on June 29, 2019, after the end of Harris’ fiscal 2019 on June 28, 2019.

As of December [removed: 31, 2021,] [added: 30, 2022,] we operated approximately 300 locations in the U.S., Canada, Europe, Oceania, Asia, the Middle East and South America, consisting of approximately 22 million square feet of manufacturing, administrative, R&D, warehousing, engineering and office space, of which we owned approximately 9 million square feet and leased approximately 13 million square feet.

As of December [removed: 31, 2021,] [added: 30, 2022,] we had major operations at the following locations:

Integrated Mission Systems — Greenville, [removed: Waco] [added: Waco, Rockwall] and [removed: Rockwall,] [added: Plano,] Texas; Camden, New Jersey; Mirabel and [removed: Hamilton,] [added: Waterdown,] Canada; [removed: Mason,] [added: Anaheim, California; Mason and Cincinnati,] Ohio; Tulsa, Oklahoma; [removed: Philadelphia, Pennsylvania;] Salt Lake City, Utah; [added: Philadelphia, Pennsylvania; Crawley, United Kingdom;] and [removed: Anaheim, California.][added: Grand Rapids, Michigan.]

Space & Airborne Systems — Palm Bay, Melbourne and Malabar, Florida; [added: Clifton, New Jersey;] Rochester and Amityville, New York; [removed: Clifton, New Jersey;] Van [removed: Nuys and] [added: Nuys,] San Diego, [added: San Leandro and Menlo Park,] California; Colorado Springs, Colorado; [added: Herndon, Virginia;] Fort Wayne, Indiana; Wilmington, Massachusetts; and Alpharetta, Georgia.

Communication Systems — Salt Lake City, Utah; Rochester, New York; Londonderry, New Hampshire; Lynchburg, Virginia; Tempe, Arizona; Farnborough, United Kingdom; Brisbane, Australia; [removed: and] Sunrise, [removed: Florida.][added: Florida; and Abu Dhabi, United Arab Emirates.]

The following is a summary of the approximate floor space of our offices and facilities in productive use, by segment, at December [removed: 31, 2021:][added: 30, 2022:]

| (In millions) | | | Approximate Total [removed: Sq. Ft.] [added: Square Feet] Owned | | | | | | Approximate Total [removed: Sq. Ft.] [added: Square Feet] Leased | | | | | | Approximate Total [removed: Sq. Ft.] [added: Square Feet] | | |

| Communication Systems | | | 1.7 | | | | | | [removed: 1.9] [added: 1.7] | | | | | | [removed: 3.6] [added: 3.4] | | |

In our opinion, our facilities, whether owned or leased, are suitable and adequate for their intended purposes, are [removed: well-maintained and] [added: well-maintained, are] generally in regular use and have capacities adequate for current and projected needs.

[removed: For more information about our lease obligations, see] [added: See] *Note [added: 8: Property, Plant and Equipment, Net* and *Note] 18: Lease Commitments* in the [removed: Notes.][added: Notes for more information on our owned properties and our lease obligations, respectively.]

Our facilities and other properties are [removed: generally] maintained in good operating condition.

| Integrated Mission Systems | | | 2.5 | | | | | | 8.0 | | | | | | 10.5 | | |

| Space & Airborne Systems | | | 4.8 | | | | | | 2.9 | | | | | | 7.7 | | |

| Total | | | 9.3 | | | | | | 12.7 | | | | | | 22.0 | | |

Aviation Systems — Menlo Park and Anaheim, California; Cincinnati, Ohio; Herndon, Virginia; Crawley, United Kingdom; Melbourne, Florida; Plano, Texas; Mt.

Olive, New Jersey; and Grand Rapids, Michigan.

| Integrated Mission Systems | | | 1.9 | | | | | | 6.9 | | | | | | 8.8 | | |

| Space & Airborne Systems | | | 4.6 | | | | | | 2.4 | | | | | | 7.0 | | |

| Aviation Systems | | | 0.8 | | | | | | 1.8 | | | | | | 2.6 | | |

| Total | | | 9.3 | | | | | | 13.1 | | | | | | 22.4 | | |

The name, age, position held with us and principal occupation and employment during at least the past five years for each of our executive officers as of February 24, [removed: 2022,] [added: 2023] were as follows:

| James P. Girard, [removed: 45] [added: 46] | | | | | | Vice President and Chief Human Resources Officer since June 29, 2019. Vice President, Human Resources from July 2015 to June 2019. [removed: Vice President, Human Resources - Government Communications Systems from May 2014 to June 2015.] | | |

| Christopher E. Kubasik, [removed: 60] [added: 61] | | | | | | [removed: Vice] Chair and Chief Executive Officer since June 29, [added: 2022. Vice Chair and Chief Executive Officer from June 29,] 2021. Vice Chair, President and Chief Operating Officer from June 29, 2019 to June 29, [removed: 2021.] [added: 2021 to June 29, 2022.] Served with L3, as Chairman, Chief Executive Officer and President from May 2018 to June 2019; as Chief Executive Officer and President from January 2018 to May [removed: 2018; and as President and Chief Operating Officer from October 2015 to December 2017.] [added: 2018.] | | |

| Scott T. Mikuen, [removed: 60] [added: 61] | | | | | | Senior Vice President, General Counsel and Secretary since February 2013. General Counsel since 2010 and Secretary since 2004. | | |

| Corliss J. Montesi, [removed: 57] [added: 58] | | | | | | Vice President and Principal Accounting Officer since August 2021. Vice President, Internal Audit from June 2020 to August 2021. Before joining L3Harris in June 2020, Ms. Montesi worked at Stanley Black and Decker as Vice President, Functional Transformation – Shared Services from 2018 to 2019; and as Vice President, Corporate Controller from 2014 to 2018. | | |

| Sean J. Stackley, [removed: 64] [added: 65] | | | | | | [added: Senior Vice] President, [added: Strategy & Growth since October 2022. President,] Integrated Mission Systems since June 29, 2019. Served with L3 as Senior Vice President and President of Communications & Networked Systems Segment from September 2018 to June 2019; and as Corporate Vice President, Strategic Advance Programs and Technologies from January 2018 to September 2018. Before joining L3 in January 2018, (Hon.) Mr. Stackley spent four decades in public service, including a 27-year career with the U.S. Navy, where he most recently was Acting Secretary of the Navy from January 2017 to July 2017 and Secretary of the Navy for Research, Development and Acquisition from 2008 to 2017. | | |

| Michelle L. Turner, [removed: 48] [added: 49] | | | | | | Senior Vice President and Chief Financial Officer since January 2022. Before joining L3Harris, Ms. Turner worked at Johnson & [removed: Johnson,] [added: Johnson] as Vice President and Chief Financial Officer of Enterprise Supply Chain from October 2017 to January 2022; at BHP Billiton Petroleum from April 2016 to September 2017 as Vice President and Chief Financial Officer; and at Raytheon as Vice President and Chief Financial Officer of Space & Airborne Systems from June 2012 to March 2016. | | |

| Edward J. Zoiss, [removed: 57] [added: 58] | | | | | | President, Space & Airborne Systems since June 29, 2019. President, Electronic Systems from July 2015 to June 2019. Vice President and General Manager, Defense Programs, Government Communications Systems from June 2013 to July 2015. | | |

_____________________________________________________________________25

| Samir B. Mehta, 50 | | | | | | President, Communication Systems since January 2023. Before joining L3Harris in January 2023, Mr. Mehta worked at Collins Aerospace, a subsidiary of Raytheon Technologies Corporation (“Raytheon”), formerly United Technologies Corporation, as President of Advanced Structures from 2018 to 2022 and President, Aftermarket from 2017 to 2018. Prior to Raytheon, Mr. Mehta spent over 17 years with Sikorsky Aircraft, notably serving as President, Defense Systems and Services. | | |

| Jonathan P. Rambeau, 50 | | | | | | President, Integrated Mission Systems since October 2022. Before joining L3Harris, Mr. Rambeau worked at Lockheed Martin Corporation (“Lockheed Martin”) for 26 years, notably serving as Vice President and General Manager, Integrated Warfare Systems and Sensors of the Rotary and Mission Systems business from 2020 to 2022 and Vice President and General Manager, C6ISR, Rotary and Mission Systems from 2016 to 2020. | | |

_____________________________________________________________________26

| William M. Brown, 59 | | | | | | Executive Chair since June 29, 2019. Chair and Chief Executive Officer from June 29, 2019 to June 29, 2021. Chair, President and Chief Executive Officer from April 2014 to June 2019. President and Chief Executive Officer from November 2011 to April 2014. | | |

| Dana A. Mehnert, 59 | | | | | | President, Communication Systems since September 2018. Senior Vice President, Chief Global Business Development Officer from July 2015 to September 2018. | | |

Our common stock, par value $1.00 per share, is listed and traded on the NYSE, under the ticker symbol “LHX.” According to the records of our transfer agent, as of February [removed: 18, 2022,] [added: 17, 2023,] there were [removed: 10,460] [added: 10,087] holders of record of our common stock.

We paid per share cash dividends on our common stock of [removed: $1.02] [added: $1.12] each quarterly period of fiscal [removed: 2021, $.85] [added: 2022, $1.02] each quarterly period of fiscal [removed: 2020, $.75 each quarterly period of the two quarters ended January 3, 2020] [added: 2021] and [removed: $.685] [added: $.85] each quarterly period of fiscal [removed: 2019.][added: 2020.]

On February [removed: 25, 2022,] [added: 24, 2023,] we announced that our Board of Directors increased the quarterly per share cash dividend rate on our common stock from [removed: $1.02] [added: $1.12] to [removed: $1.12,] [added: $1.14,] commencing with the dividend declared by our Board of Directors for the first quarter of fiscal [removed: 2022,] [added: 2023,] for an annualized per share cash dividend rate of [removed: $4.48,] [added: $4.56,] which was our [removed: twenty-first] [added: twenty-second] consecutive annual increase in our quarterly cash dividend rate.

Our annualized per share cash dividend rate was [removed: $4.08] [added: $4.48] in fiscal [removed: 2021, $3.40] [added: 2022, $4.08] in fiscal [removed: 2020, $3.00 in the two quarters ended January 3, 2020] [added: 2021] and [removed: $2.74] [added: $3.40] in fiscal [removed: 2019.][added: 2020.]

We currently expect [removed: that] [added: to continue paying and increasing the rates of] cash dividends [removed: will continue to be paid] in the near future, but we can give no assurances concerning payment of future dividends or future dividend increases.

The [added: annual] declaration of dividends [added: by our Board of Directors] and the amount thereof will depend on a number of factors, including our financial condition, capital requirements, cash flows, results of operations, future business prospects and other factors our Board of Directors may deem relevant.

The performance graph and table below compare [added: each of] the [removed: 3-year] [added: 2] fiscal [added: years in the] period ended June 28, 2019, the [removed: Fiscal Transition Period,] fiscal [removed: 2020 and] [added: transition period for the two quarters ended January 3, 2020,] fiscal [added: 2020, fiscal] 2021 [added: and fiscal 2022] cumulative total shareholder [removed: return] [added: return, or TSR,] of our common stock (the common stock of Harris Corporation prior to the L3Harris Merger [added: on June 29, 2019,] and the common stock of L3Harris Technologies, Inc. after the L3Harris Merger) with the comparable cumulative total returns of the Standard & Poor’s 500 Composite Stock Index (“S&P 500”) and the Standard & Poor’s 500 Aerospace & Defense Index (“S&P 500 Aerospace & Defense”).

The figures in the performance graph and table below assume an initial investment of $100 at the close of business on [removed: July 1, 2016] [added: June 30, 2017] in L3Harris common stock, the S&P 500 and the S&P 500 Aerospace & Defense and the reinvestment of all dividends.

COMPARISON OF [removed: THREE FISCAL-YEAR] [added: EACH OF THE TWO FISCAL YEARS IN THE] PERIOD ENDED JUNE 28, 2019 (PRIOR TO [added: THE] L3HARRIS MERGER), [added: THE] FISCAL TRANSITION [removed: PERIOD,] [added: PERIOD FOR THE TWO QUARTERS ENDED JANUARY 3, 2020,] FISCAL [removed: 2020 AND] [added: 2020,] FISCAL 2021 [removed: (AFTER L3HARRIS MERGER)] [added: AND FISCAL 2022] CUMULATIVE TOTAL RETURN AMONG L3HARRIS, S&P 500 AND S&P 500 AEROSPACE & DEFENSE

[removed: ][added: ]

| L3HARRIS PERIOD END | | | [removed: July 1, 2016 | | |] June 30, 2017 | | | June 29, 2018 | | | June 28, 2019 | | | January 3, 2020 | | | January 1, 2021 | | | December 31, 2021 | | | [added: December 30, 2022 | | |]

During fiscal [removed: 2021,] [added: 2022,] we did not issue or sell any unregistered securities.

On January 28, 2021, we announced that our Board of Directors approved a $6.0 billion share repurchase authorization under our repurchase program that was in addition to the remaining unused authorization of $210 million [removed: remaining] as of January 1, [removed: 2021, for a total unused authorization of $6.2 billion.][added: 2021.]

During fiscal [removed: 2020,] [added: 2022,] we repurchased [removed: 12.0] [added: 4.7] million shares of our common stock under our share repurchase program for [removed: $2.3] [added: $1.1] billion at an average share price of [removed: $191.40,] [added: $231.44,] excluding commissions of $0.02 per share.

The level and timing of our repurchases depends on a number of factors, including our financial condition, capital requirements, cash flows, [removed: results of operations, future business prospects and other factors our Board of Directors and management may deem relevant.]

The following table sets forth information with respect to repurchases by us of our common stock during the fiscal quarter ended December [removed: 31, 2021:][added: 30, 2022:]

| (October [removed: 30, 2021-November 26, 2021)] [added: 29, 2022 - November 25, 2022)] | | | | | | | | | | | | | | | | | | | | | | | |

| (November [removed: 27, 2021-December 31, 2021)] [added: 26, 2022 - December 30, 2022)] | | | | | | | | | | | | | | | | | | | | | | | |

[removed: * Periods] [added: *Periods] represent our fiscal months.

[removed: (1)] Our repurchase program does not have an expiration date and authorizes us to repurchase shares of our common stock through open market purchases, private transactions, transactions structured through investment banking institutions or any combination thereof.

As of December [removed: 31, 2021,] [added: 30, 2022,] the remaining unused authorization under our repurchase [removed: program] [added: programs] was [removed: $2.5] [added: $4.5] billion (as reflected in the table above).

[removed: (2) Represents] [added: (2)Represents] a combination of (a) shares of our common stock delivered to us in satisfaction of the tax withholding obligation of holders of performance units, restricted units or restricted shares that vested during the quarter and (b) performance units, restricted units or restricted shares returned to us upon retirement or employment termination of employees.

_____________________________________________________________________27

| L3Harris Technologies, Inc. | | | $ | 100 | | $ | 135 | | $ | 179 | | $ | 201 | | $ | 184 | | $ | 211 | | $ | 210 | |

| S&P 500 | | | $ | 100 | | $ | 114 | | $ | 126 | | $ | 140 | | $ | 166 | | $ | 213 | | $ | 175 | |

| S&P 500 Aerospace & Defense | | | $ | 100 | | $ | 125 | | $ | 139 | | $ | 152 | | $ | 123 | | $ | 139 | | $ | 163 | |

On October 21, 2022, we announced that our Board of Directors approved an additional $3.0 billion share repurchase authorization.

_____________________________________________________________________28

results of operations, future business prospects and other factors our Board of Directors and management may deem relevant.

| (October 1, 2022 - October 28, 2022) | | | | | | | | | | | | | | | | | | | | | | | |

| Repurchase program(1) | | | 829,862 | | | | | | $ | 220.71 | | | | | 829,862 | | | | | | $4,452 | | |

| Employee transactions(2) | | | 4,760 | | | | | | $ | 220.47 | | | | | — | | | | | | — | | |

| Repurchase program(1) | | | — | | | | | | $ | — | | | | | — | | | | | | $4,452 | | |

| Employee transactions(2) | | | 6,380 | | | | | | $ | 227.36 | | | | | — | | | | | | — | | |

| Repurchase program(1) | | | — | | | | | | $ | — | | | | | — | | | | | | $4,452 | | |

| Employee transactions(2) | | | 2,240 | | | | | | $ | 223.41 | | | | | — | | | | | | — | | |

| Total | | | 843,242 | | | | | | | | | | | | 829,862 | | | | | | $4,452 | | |

(1)On October 21, 2022, we announced that our Board of Directors approved a $3.0 billion share repurchase authorization under our share repurchase program that was in addition to the remaining unused authorization of $1.6 billion as of September 30, 2022.

| L3Harris Technologies, Inc. | | | $ | 100 | | $ | 135 | | $ | 181 | | $ | 242 | | $ | 271 | | $ | 248 | | $ | 285 | |

| S&P 500 | | | $ | 100 | | $ | 118 | | $ | 135 | | $ | 149 | | $ | 165 | | $ | 195 | | $ | 251 | |

| S&P 500 Aerospace & Defense | | | $ | 100 | | $ | 129 | | $ | 161 | | $ | 178 | | $ | 195 | | $ | 158 | | $ | 178 | |

We have announced that we currently expect to repurchase up to $1.5 billion in shares under our repurchase program in fiscal 2022, but we can give no assurances regarding the level and timing of share repurchases.

| (October 2, 2021-October 29, 2021) | | | | | | | | | | | | | | | | | | | | | | | |

| Repurchase program(1) | | | 856,598 | | | | | | $ | 233.45 | | | | | 856,598 | | | | | | $3,136 | | |

| Employee transactions(2) | | | 10,736 | | | | | | $ | 225.03 | | | | | — | | | | | | — | | |

| Repurchase program(1) | | | 1,908,099 | | | | | | $ | 221.10 | | | | | 1,908,099 | | | | | | $2,714 | | |

| Employee transactions(2) | | | 6,891 | | | | | | $ | 223.85 | | | | | — | | | | | | — | | |

| Repurchase program(1) | | | 835,142 | | | | | | $ | 213.27 | | | | | 835,142 | | | | | | $2,536 | | |

| Employee transactions(2) | | | 10,779 | | | | | | $ | 211.78 | | | | | — | | | | | | — | | |

| Total | | | 3,628,245 | | | | | | | | | | | | 3,599,839 | | | | | | $2,536 | | |

| [Management’s Report on Internal Control Over Financial [removed: Reporting](#i44c89fdeb27a46959d9ea3331e76be4e_73)] [added: Reporting](#iefe78000fcc84d7eb9dad62280c74976_70)] | | | [removed: [64](#i44c89fdeb27a46959d9ea3331e76be4e_73)] [added: [55](#iefe78000fcc84d7eb9dad62280c74976_70)] | | |

| [Report of Independent Registered Public Accounting Firm (PCAOB [removed: ID:](#i44c89fdeb27a46959d9ea3331e76be4e_76)] [added: ID:](#iefe78000fcc84d7eb9dad62280c74976_73)] 42[) on the Consolidated Financial [removed: Statements](#i44c89fdeb27a46959d9ea3331e76be4e_76)] [added: Statements](#iefe78000fcc84d7eb9dad62280c74976_73)] | | | [removed: [65](#i44c89fdeb27a46959d9ea3331e76be4e_76)] [added: [56](#iefe78000fcc84d7eb9dad62280c74976_73)] | | |

| [Report of Independent Registered Public Accounting Firm on the Effectiveness of Internal Control Over Financial [removed: Reporting](#i44c89fdeb27a46959d9ea3331e76be4e_79)] [added: Reporting](#iefe78000fcc84d7eb9dad62280c74976_76)] | | | [removed: [68](#i44c89fdeb27a46959d9ea3331e76be4e_79)] [added: [59](#iefe78000fcc84d7eb9dad62280c74976_76)] | | |

| [Consolidated Statement of [added: Comprehensive] Income [removed: — Fiscal Years Ended] [added: —](#iefe78000fcc84d7eb9dad62280c74976_82) [Fiscal Year](#iefe78000fcc84d7eb9dad62280c74976_79) [Ended](#iefe78000fcc84d7eb9dad62280c74976_79)] December [added: 30, 2022, December] 31, 2021 and January 1, [removed: 2021, Two Quarters Ended January 3, 2020, and Fiscal Year Ended June 28, 2019](#i44c89fdeb27a46959d9ea3331e76be4e_82)] [added: 2021] | | | [removed: [69](#i44c89fdeb27a46959d9ea3331e76be4e_82)] [added: [61](#iefe78000fcc84d7eb9dad62280c74976_82)] | | |

| [removed: [Consolidated Statement] [added: [Consolidated](#iefe78000fcc84d7eb9dad62280c74976_79) [Statement] of [removed: Comprehensive Income —] [added: Operations](#iefe78000fcc84d7eb9dad62280c74976_79) [—] Fiscal [removed: Years Ended] [added: Year](#iefe78000fcc84d7eb9dad62280c74976_79) [Ended](#iefe78000fcc84d7eb9dad62280c74976_79)] December [added: 30, 2022, [](#iefe78000fcc84d7eb9dad62280c74976_79)December] 31, 2021 and [removed: January] [added: [](#iefe78000fcc84d7eb9dad62280c74976_79)January] 1, [removed: 2021, Two Quarters Ended January 3, 2020, and Fiscal Year Ended June 28, 2019](#i44c89fdeb27a46959d9ea3331e76be4e_85)] [added: 2021] | | | [removed: [70](#i44c89fdeb27a46959d9ea3331e76be4e_85)] [added: [60](#iefe78000fcc84d7eb9dad62280c74976_79)] | | |

| [Consolidated Balance Sheet [removed: —](#i44c89fdeb27a46959d9ea3331e76be4e_88)] [added: —](#iefe78000fcc84d7eb9dad62280c74976_85)] December [removed: 31, 2021] [added: 30, 2022] and [removed: January 1,] [added: December 31,] 2021 | | | [removed: [71](#i44c89fdeb27a46959d9ea3331e76be4e_88)] [added: [62](#iefe78000fcc84d7eb9dad62280c74976_85)] | | |

| [Consolidated Statement of Cash Flows [removed: —](#i44c89fdeb27a46959d9ea3331e76be4e_91) Fiscal Years Ended] [added: —](#iefe78000fcc84d7eb9dad62280c74976_88) [Fiscal Year](#iefe78000fcc84d7eb9dad62280c74976_79) [Ended](#iefe78000fcc84d7eb9dad62280c74976_79)] December [added: 30, 2022, [](#iefe78000fcc84d7eb9dad62280c74976_79)December] 31, 2021 and January 1, [removed: 2021, Two Quarters Ended January 3, 2020, and Fiscal Year Ended June 28, 2019] [added: 2021[](#iefe78000fcc84d7eb9dad62280c74976_79)] | | | [removed: [72](#i44c89fdeb27a46959d9ea3331e76be4e_91)] [added: [63](#iefe78000fcc84d7eb9dad62280c74976_88)] | | |

| [Consolidated Statement of Equity [removed: —](#i44c89fdeb27a46959d9ea3331e76be4e_94) Fiscal Years Ended] [added: —](#iefe78000fcc84d7eb9dad62280c74976_91) [Fiscal Year](#iefe78000fcc84d7eb9dad62280c74976_79) [Ended](#iefe78000fcc84d7eb9dad62280c74976_79)] December [added: 30, 2022, [](#iefe78000fcc84d7eb9dad62280c74976_79)December] 31, 2021 and January 1, [removed: 2021, Two Quarters Ended January 3, 2020, and Fiscal Year Ended June 28, 2019] [added: 2021] | | | [removed: [73](#i44c89fdeb27a46959d9ea3331e76be4e_94)] [added: [64](#iefe78000fcc84d7eb9dad62280c74976_91)] | | |

| [Notes to Consolidated Financial [removed: Statements](#i44c89fdeb27a46959d9ea3331e76be4e_97)] [added: Statements](#iefe78000fcc84d7eb9dad62280c74976_94)] | | | [removed: [74](#i44c89fdeb27a46959d9ea3331e76be4e_97)] [added: [65](#iefe78000fcc84d7eb9dad62280c74976_94)] | | |

Management, with the participation of our Chief Executive Officer and Chief Financial Officer, assessed the effectiveness of the Company’s internal control over financial reporting as of December [removed: 31, 2021.][added: 30, 2022.]

Based on management’s assessment and those criteria, management concluded that the Company maintained effective internal control over financial reporting as of December [removed: 31, 2021.][added: 30, 2022.]

This report appears on page [removed: 68] [added: 59] of this Annual Report on Form 10-K.

We have audited the accompanying consolidated balance sheets of L3Harris Technologies, Inc. (the Company) as of December [removed: 31, 2021] [added: 30, 2022] and [removed: January 1,] [added: December 31,] 2021, the related consolidated statements of [removed: income,] [added: operations,] comprehensive income, cash flows and equity for each of the [removed: two] [added: three] years in the period ended December [removed: 31, 2021, the two quarters ended January 3, 2020, and the year ended June 28, 2019,] [added: 30, 2022,] and the related notes (collectively referred to as the “consolidated financial statements”).

In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company at December [removed: 31, 2021] [added: 30, 2022] and [removed: January 1,] [added: December 31,] 2021, and the results of its operations and its cash flows for each of the [removed: two] [added: three] years in the period ended December [removed: 31, 2021, the two quarters ended January 3, 2020, and the year ended June 28, 2019,] [added: 30, 2022,] in conformity with U.S. generally accepted accounting principles.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company's internal control over financial reporting as of December [removed: 31, 2021,] [added: 30, 2022,] based on criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework), and our report dated February [removed: 25, 2022] [added: 24, 2023] expressed an unqualified opinion thereon.

| *Description of the Matter* | | | As described in [removed: Note 1 of] the consolidated financial statements, the Company recognized revenue for certain of its development and production contracts over time, typically using a percentage of completion cost-to-cost method, which required estimates of costs at completion for each contract. At the outset of each contract, the Company gauges its complexity and perceived risks and establishes an estimated total cost at completion with these expectations. After establishing the estimated [added: total] cost at completion, the Company reviews the progress and performance on its ongoing contracts at least quarterly and updates the estimated total cost at completion. Such estimates are subject to change during the performance of the contract and significant changes in estimates could have a material effect on the Company’s results of operations. Auditing the cost estimation for [added: revenue recognition on] development and production contracts [added: where revenue is recognized over time using the POC cost-to-cost method] involved subjective auditor judgment because the Company’s development of the estimated total cost at completion [removed: required] [added: requires] estimates of the cost of the work to be completed based on the Company’s underlying assumptions around achieving the technical, [removed: schedule,] [added: schedule] and cost aspects of its contracts. In determining the estimates of the cost of the work to be completed, the Company considered the nature and complexity of the work to be performed, subcontractor performance and the risk and impact of delayed performance. Estimates of total cost at completion [removed: were] [added: are] also affected by management’s assessment of the current status of the contract and expectation for performance on the contract, as well as historical experience. | | |

| *How We Addressed the Matter in Our Audit* | | | We obtained an understanding, evaluated the design and tested the operating effectiveness of certain internal controls over the Company’s accounting for cost estimation for development and production contracts. For example, we tested certain controls over management’s review of the estimate at completion analyses and the significant assumptions underlying the estimated total costs at completion. We also tested certain of management’s controls to validate that the data used in the estimate at completion analyses was complete and accurate. To test the cost estimation for development and production contracts, our audit procedures included, among others, obtaining an understanding of the contract, meeting with program management to confirm our understanding of the risks associated with the arrangement and the current contract performance, review of customer correspondence and contractual [removed: milestones,] [added: milestones] and comparing cost estimates to historical cost experience with similar contracts, when applicable. Additionally, we obtained an understanding of the Company’s past performance of estimating total costs at completion by reviewing changes in the cost estimates from previous periods and reviewing the overall accuracy of management’s cost to completion estimations through lookback analyses. | | |

| *Description of the Matter* | | | At December [removed: 31, 2021,] [added: 30, 2022,] the Company’s goodwill was [removed: $18] [added: $17] billion. As more fully described in [removed: Note 1 to] the consolidated financial statements, the Company tests goodwill for impairment annually (or under certain circumstances, more frequently) at the reporting unit level using either a qualitative or quantitative assessment. Under the quantitative assessment to test for goodwill impairment, the Company compares the fair value of a reporting unit to its carrying amount, including goodwill. [removed: Generally, the] [added: The] Company estimates the fair value of its reporting units using a combination of a discounted cash flows analysis and market-based valuation methodologies. [added: As further discussed in the footnotes to the consolidated financial statements, during the year ended December 30, 2022, the Company recorded $802 million of goodwill impairment charges at reporting units within the Integration Mission Systems and Communication Systems segments.] Auditing the Company’s quantitative goodwill impairment tests involved subjective auditor judgment due to the significant estimation required [removed: by management] in [removed: the valuation models used to determine] [added: management’s determination of] the fair value of the reporting units. The significant estimation [removed: involved] [added: is primarily due to] the sensitivity of the [added: respective fair values to] underlying [removed: assumptions used in the valuation models,] [added: assumptions,] including changes in the weighted average cost of capital, projected revenue growth rates, projected operating margins, [removed: and] terminal growth [removed: rate.] [added: rate and market multiples.] These assumptions relate to the expected future operating performance of the Company’s reporting units, are [removed: forward-looking,] [added: forward-looking] and are sensitive to and affected by economic, industry and company-specific qualitative factors. | | |

| *How We Addressed the Matter in Our Audit* | | | We obtained an understanding, evaluated the design and tested the operating effectiveness of relevant internal controls over the Company’s goodwill impairment review process, including controls over management’s review of [added: the] significant assumptions used in the valuation models. We also tested management’s controls to validate that the data used in the valuation models was complete and accurate. To test the estimated fair value of the Company’s reporting units, we performed audit procedures that included, among others, assessing the valuation methodologies used by the Company, involving our valuation specialists to assist in testing the significant assumptions discussed [removed: above,] [added: above] and testing the completeness and accuracy of the underlying data the Company used in its valuation analyses. For example, we compared the significant assumptions used by management to current industry, market and economic trends, the historical results of the reporting [removed: units,] [added: units] and other relevant factors. We also assessed the historical accuracy of management’s valuation estimates and performed sensitivity analyses of significant assumptions used in the impairment tests to evaluate the change in the fair value of the reporting unit resulting from changes in the significant assumptions. In addition, we reviewed the reconciliation of the fair value of the reporting units based on the annual impairment test to the market capitalization of the Company. | | |

We have audited L3Harris Technologies, Inc.’s internal control over financial reporting as of December [removed: 31, 2021,] [added: 30, 2022,] based on criteria established in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) (the COSO criteria).

In our opinion, L3Harris Technologies, Inc. (the Company) maintained, in all material respects, effective internal control over financial reporting as of December [removed: 31, 2021,] [added: 30, 2022,] based on the COSO criteria.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of the Company as of December [removed: 31, 2021] [added: 30, 2022] and [removed: January 1,] [added: December 31,] 2021, the related consolidated statements of [removed: income,] [added: operations,] comprehensive income, cash flows and equity for each of the [removed: two] [added: three] years in the period ended December [removed: 31, 2021, the two quarters ended January 3, 2020 and for the year ended June 28, 2019] [added: 30, 2022,] and the related notes and our report dated February [removed: 25, 2022] [added: 24, 2023] expressed an unqualified opinion thereon.

CONSOLIDATED STATEMENT OF [removed: INCOME][added: OPERATIONS]

| | | | Fiscal [removed: Years] [added: Year] Ended | | | | | | | | | | | | [removed: Two Quarters Ended] | | | [removed: | | | Fiscal Year Ended | | |]

| (In millions, except per share amounts) | | | December [removed: 31, 2021] [added: 30, 2022] | | | | | | [removed: January 1,] [added: December 31,] 2021 | | | | | | January [removed: 3, 2020 | | | | | | June 28, 2019] [added: 1, 2021] | | |

| Revenue from product sales and services | | | [removed: | | | | | |] [added: 17,062] | | | | | | [added: 17,814] | | | | | | [added: 18,194] | | |

| Revenue from product sales | | | $ | [removed: 13,156 | | | | | $ | 13,581] [added: 12,097] | | | | | $ | [removed: 6,908] [added: 13,156] | | | | | $ | [removed: 5,638] [added: 13,581] | |

| Revenue from services | | | [removed: 4,658 | | | | | | 4,613] [added: 4,965] | | | | | | [removed: 2,355] [added: 4,658] | | | | | | [removed: 1,163] [added: 4,613] | | |

| Cost of product sales and services | | | [removed: | | | | | |] [added: $] | [added: 19] | | | | | [added: $] | [added: 14] | | | | | [added: $] | [added: 11] | |

| Cost of product sales | | | [removed: (9,007) | | | | | | (9,464)] [added: (8,355)] | | | | | | [removed: (4,996)] [added: (9,007)] | | | | | | [removed: (3,615)] [added: (9,464)] | | |

| Cost of services | | | [removed: (3,431) | | | | | | (3,422)] [added: (3,780)] | | | | | | [removed: (1,730)] [added: (3,431)] | | | | | | [removed: (852)] [added: (3,422)] | | |

| Engineering, selling and administrative expenses | | | [removed: (3,280) | | | | | | (3,315)] [added: (2,998)] | | | | | | [removed: (1,881)] [added: (3,280)] | | | | | | [removed: (1,242)] [added: (3,315)] | | |

| Business divestiture-related gains [removed: (losses) | | | 220 | | |] [added: (losses), net] | | | [removed: (51)] [added: —] | | | | | | [removed: 229] [added: 220] | | | | | | [removed: —] [added: (51)] | | |

| Impairment of goodwill and other assets | | | [removed: (207) | | | | | | (767)] [added: (802)] | | | | | | [removed: (46)] [added: (207)] | | | | | | [removed: —] [added: (767)] | | |

| Non-operating [removed: income | | | 439 | | |] [added: income, net] | | | [removed: 401] [added: 425] | | | | | | [removed: 192] [added: 439] | | | | | | [removed: 188] [added: 401] | | |

| Interest expense, net | | | [removed: (265) | | | | | | (254)] [added: (279)] | | | | | | [removed: (123)] [added: (265)] | | | | | | [removed: (167)] [added: (254)] | | |

| Income from continuing operations before income taxes | | | [removed: 2,283 | | | | | | 1,322] [added: 1,273] | | | | | | [removed: 908] [added: 2,283] | | | | | | [removed: 1,113] [added: 1,322] | | |

| Income taxes | | | [removed: (440) | | | | | | (234)] [added: (212)] | | | | | | [removed: (73)] [added: (440)] | | | | | | [removed: (160)] [added: (234)] | | |

| Income from continuing operations | | | [removed: 1,843 | | | | | | 1,088] [added: 1,061] | | | | | | [removed: 835] [added: 1,843] | | | | | | [removed: 953] [added: 1,088] | | |

| Discontinued operations, net of income taxes | | | [removed: (1) | | | | | | (2)] [added: —] | | | | | | (1) | | | | | | [removed: (4)] [added: (2)] | | |

_____________________________________________________________________54

_____________________________________________________________________55

_____________________________________________________________________56

_____________________________________________________________________57

February 24, 2023

_____________________________________________________________________58

February 24, 2023

_____________________________________________________________________59

| Diluted | | | $ | 5.49 | | | | | $ | 9.09 | | | | | $ | 5.19 | |

_____________________________________________________________________60

_____________________________________________________________________61

| | | | $ | 33,524 | | | | | $ | 34,709 | |

| | | | $ | 33,524 | | | | | $ | 34,709 | |

_____________________________________________________________________62

| Net income | | | $ | 1,061 | | | | | $ | 1,842 | | | | | $ | 1,086 | |

| Receivables, net | | | (210) | | | | | | 217 | | | | | | (250) | | |

| Inventories | | | (310) | | | | | | (68) | | | | | | 60 | | |

| Cash used for equity investments | | | (47) | | | | | | (14) | | | | | | (12) | | |

_____________________________________________________________________63

| Net income (loss) | | | — | | | | | | — | | | | | | 1,062 | | | | | | — | | | | | | (1) | | | | | | 1,061 | | |

| Balance at December 30, 2022 | | | $ | 191 | | | | | $ | 15,677 | | | | | $ | 2,943 | | | | | $ | (288) | | | | | $ | 101 | | | | | $ | 18,624 | |

_____________________________________________________________________64

With customers’ mission-critical needs in mind, we deliver end-to-end technology solutions connecting the space, air, land, sea and cyber domains.

The new structure streamlined our business segments from four to three business segments.

Our former Aviation Systems segment was eliminated as a business segment.

We updated our business segment reporting and accounting policies for pension and OPEB income or expense to better align our presentation of business segment information with our industry peers.

Our business segment operating results include pension and OPEB cost under CAS, as CAS pension and OPEB cost is allocable to and allowable under contracts with the U.S. Government.

We no longer assign or allocate FAS pension and OPEB income or expense to our business segments.

GAAP requires pension and OPEB income or expense to be recognized on a FAS basis.

Therefore, we present a “FAS/CAS operating adjustment” outside of business segment results, representing the difference between the service cost component of FAS pension and OPEB income or expense and total CAS pension and OPEB cost or expense.

_____________________________________________________________________65

_____________________________________________________________________66

revenue recognized, including deferred revenue.

If we perform a quantitative assessment for a certain reporting unit, we calculate the fair value of that reporting unit and compare the fair value to the reporting unit’s net book value.

We estimate fair values of our reporting units based on projected cash flows, and sales and/or earnings multiples applied to the latest twelve months’ sales and earnings of our reporting units.

Projected cash flows are based on our best estimate of future sales, operating costs and balance sheet metrics reflecting our view of the financial and market conditions of the underlying business; and the resulting cash flows are discounted using an appropriate discount rate that reflects the risk in the forecasted cash flows.

The sales and earnings multiples applied to the sales and earnings of our reporting units are based on current multiples of sales and earnings for similar businesses, and based on sales and earnings multiples paid for recent acquisitions of similar businesses made in the marketplace.

We then assess whether any implied control premium, based on a comparison of fair value

_____________________________________________________________________67

based purely on our stock price and outstanding shares with fair value determined by using all of the above-described models, is reasonable.

| | | | | | |

| --- | --- | --- | --- | --- | --- |

February 25, 2022

| | | | | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | | | 17,814 | | | | | | 18,194 | | | | | | 9,263 | | | | | | 6,801 | | |

| | | | (12,438) | | | | | | (12,886) | | | | | | (6,726) | | | | | | (4,467) | | |

| Diluted | | | | | | | | | | | | | | | | | | | | | | | |

| Continuing operations | | | $ | 9.09 | | | | | $ | 5.19 | | | | | $ | 3.68 | | | | | $ | 7.89 | |

| Discontinued operations | | | — | | | | | | — | | | | | | (0.01) | | | | | | (0.03) | | |

| | | | $ | 9.09 | | | | | $ | 5.19 | | | | | $ | 3.67 | | | | | $ | 7.86 | |

| Inventory prepayments | | | 48 | | | | | | 61 | | |

| | | | $ | 34,709 | | | | | $ | 36,960 | |

| Qualified pension plan contributions | | | (6) | | | | | | (8) | | | | | | (328) | | | | | | (1) | | |

| Gain on pension plan curtailment | | | (1) | | | | | | — | | | | | | (23) | | | | | | — | | |

| Accounts receivable | | | 217 | | | | | | (250) | | | | | | 74 | | | | | | (9) | | |

| Inventories | | | (68) | | | | | | 60 | | | | | | 158 | | | | | | (1) | | |

| Net cash acquired in L3Harris Merger | | | — | | | | | | — | | | | | | 1,130 | | | | | | — | | |

| Balance at June 29, 2018 | | | $ | 118 | | | | | $ | 1,714 | | | | | $ | 1,648 | | | | | $ | (202) | | | | | $ | — | | | | | $ | 3,278 | |

| Net income | | | — | | | | | | — | | | | | | 949 | | | | | | — | | | | | | — | | | | | | 949 | | |

| Balance at June 28, 2019 | | | 119 | | | | | | 1,778 | | | | | | 2,173 | | | | | | (707) | | | | | | — | | | | | | 3,363 | | |

| Net income | | | — | | | | | | — | | | | | | 822 | | | | | | — | | | | | | 12 | | | | | | 834 | | |

| Shares issued for L3Harris Merger | | | 104 | | | | | | 19,696 | | | | | | — | | | | | | — | | | | | | — | | | | | | 19,800 | | |

| Shares issued under stock incentive plans | | | 2 | | | | | | 107 | | | | | | — | | | | | | — | | | | | | — | | | | | | 109 | | |

| Shares issued under defined contribution plans | | | — | | | | | | 101 | | | | | | — | | | | | | — | | | | | | — | | | | | | 101 | | |

| Tax withholding payments on share-based awards | | | — | | | | | | (86) | | | | | | — | | | | | | — | | | | | | — | | | | | | (86) | | |

| Repurchases and retirement of common stock | | | (7) | | | | | | (1,018) | | | | | | (475) | | | | | | — | | | | | | — | | | | | | (1,500) | | |

| Cash dividends ($1.50 per share) | | | — | | | | | | — | | | | | | (337) | | | | | | — | | | | | | — | | | | | | (337) | | |

| Fair value of noncontrolling interest recognized in purchase accounting | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 155 | | | | | | 155 | | |

We provide advanced defense and commercial technologies across space, air, land, sea and cyber domains.

L3Harris Merger — See *Note 4: Business Combination* in these Notes for information related to the business combination in which Harris Corporation (“Harris”) and L3 Technologies, Inc. (“L3”) combined their respective businesses in an all-stock merger that resulted in our combined Company, L3Harris Technologies, Inc.

Due to the L3Harris Merger (as defined in *Note 4: Business Combination* in these Notes), which closed on June 29, 2019, the fiscal years ended December 31, 2021 and January 1, 2021 and two quarters ended January 3, 2020 reflect the results of the combined Company, while the fiscal year ended June 28, 2019 reflects the results of only Harris operating businesses.

Commencing with the period from June 29, 2019 through January 3, 2020 (“Fiscal Transition Period”), our fiscal year ends on the Friday nearest December 31.

Our Fiscal Transition Period included 27 weeks and our fiscal year ended June 28, 2019 included 52 weeks.

The unaudited prior four quarter period results for the comparative period ended January 3, 2020 included 53 weeks and the unaudited prior two quarters period results for the comparative period ended December 28, 2018 included 26 weeks.

by us to ensure the customers meet their payment obligations.

Also as a practical expedient, we did not reassess lease classification for contracts in existence or expired prior to our

adoption of Accounting Standards Update (“ASU”) 2016-02, Leases (Topic 842), as amended (“ASC 842”) on June 29, 2019, and we continue to account for these leases in accordance with Topic 840.

| Aviation Systems | | | | | | One to two years | | |

Restructuring and Other Exit Costs — We record restructuring and other exit costs at their fair value when incurred.

As required by Rule 13a-15 under the Exchange Act, as of December [removed: 31, 2021,] [added: 30, 2022,] we carried out an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures.

Based on this work and other evaluation procedures, our management, including our Chief Executive Officer and our Chief Financial Officer, has concluded that as of December [removed: 31, 2021] [added: 30, 2022,] our disclosure controls and procedures were effective.

There have been no changes in our internal control over financial reporting that occurred during the quarter ended December [removed: 31, 2021] [added: 30, 2022] that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

Our management, with the participation of our Chief Executive Officer and our Chief Financial Officer, assessed the effectiveness of our internal control over financial reporting as of December [removed: 31, 2021.][added: 30, 2022.]

Based on our management’s assessment and those criteria, our management concluded that our internal control over financial reporting was effective as of December [removed: 31, 2021.][added: 30, 2022.]

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Information regarding our directors, executive officers and corporate governance is included in our Proxy Statement for our [removed: 2022] [added: 2023] Annual Meeting of Shareholders scheduled to be held on April [removed: 22, 2022] [added: 21, 2023] (our [removed: “2022] [added: “2023] Proxy Statement”), which is expected to be filed within 120 days after the end of our fiscal [removed: 2021.][added: 2022.]

(a) *Identification of Directors:* The information required by this Item with respect to our directors is incorporated herein by reference to the discussion under the headings *Proposal 1: Election of Directors* and [removed: *Nominees for Election*] [added: *Nominee Biographies*] in our [removed: 2022] [added: 2023] Proxy Statement.

(c) *Audit Committee Information; Financial Expert:* The information required by this Item with respect to the Audit Committee of our Board of Directors and “audit committee financial experts” is incorporated herein by reference to the discussions under the headings *Corporate Governance* and *Board [removed: Committees*,] [added: Committees*—] *Audit Committee* in our [removed: 2022] [added: 2023] Proxy Statement.

(d) *Delinquent Section 16(a) Reports:* Information related to compliance with Section 16(a) of the Exchange Act is incorporated herein by reference to the discussion under the heading *Delinquent Section 16(a) Reports* in our [removed: 2022] [added: 2023] Proxy Statement.

The information required by this Item with respect to codes of ethics is incorporated herein by reference to the discussion under the heading *Code of Conduct* in our [removed: 2022] [added: 2023] Proxy Statement.

(f) *Policy for Nominees:* The information required under Item 407(c)(3) of Regulation S-K is incorporated herein by reference to the discussion under the [removed: heading] [added: headings] *Director Nomination Process* [added: and *Shareholder Nominations and Proposals*] in our [removed: 2022] [added: 2023] Proxy Statement concerning procedures by which shareholders may recommend nominees to our Board of Directors, submit nominees for inclusion in our proxy materials pursuant to our “proxy access” provision of our By-Laws or directly propose nominees for consideration pursuant to our By-Laws but not pursuant to the proxy access provision.

No material changes to those procedures have occurred since the disclosure regarding those procedures in our Proxy Statement for our [removed: 2021] [added: 2022] Annual Meeting of Shareholders.

Additional information concerning requirements and procedures for shareholders directly nominating directors is contained under the heading *Shareholder Nominations and Proposals* in our [removed: 2022] [added: 2023] Proxy Statement.

As disclosed in a Current Report on Form 8-K filed by us with the SEC on December 13, 2022, however, we amended and restated our By-Laws on December 8, 2022 to, among other things, (i) require that a shareholder providing notice of its intent to nominate an individual to the Board pursuant to the universal proxy rules adopted by the SEC must comply with all requirements of those rules and provide reasonable evidence of such compliance, upon request; and (ii) enhance the procedural mechanics and disclosure requirements in connection with a shareholder’s request to nominate directors under our advance notice or proxy access by-laws, including by requiring a shareholder delivering a notice pursuant to such by-laws to (a) provide additional background information and disclosures with respect to the shareholder, any nominees proposed by the shareholder and certain other interested persons and (b) update such notice, if necessary, so that it remains true and correct both as of the record date and ten business days prior to the applicable meeting.

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The information required by this Item with respect to compensation of our directors and executive officers is incorporated herein by reference to the discussions under the headings *Director Compensation and Benefits*, *Compensation Discussion and Analysis, Compensation Committee Report, Compensation [removed: Tables* and *CEO] [added: Tables, CEO] Pay Ratio* [added: and *Pay Versus Performance*] in our [removed: 2022] [added: 2023] Proxy Statement.

The following table provides information as of December [removed: 31, 2021] [added: 30, 2022] about our common stock that may be issued, whether upon the exercise of options, warrants and rights or otherwise, under our existing equity compensation plans.

| Plan Category | | | Number of securities to be issued upon exercise of outstanding options, warrants and rights [removed: (a)(2)] [added: (a)(2)] | | | Weighted-average exercise price of outstanding options, warrants and rights [removed: (b)(2)] [added: (b)(2)] | | | Number of securities remaining available for future issuance under equity compensation plans (excluding securities reflected in column (a)) (c) | | |

As of December [removed: 31, 2021,] [added: 30, 2022,] there were awards outstanding under those plans with respect to [removed: 1,261,397] [added: 1,197,838] shares, consisting of [removed: (i)] awards of [removed: 26,302 shares of] [added: (i) 673,495] restricted [removed: stock, for which all 26,302 shares were issued and outstanding;] [added: stock units] and (ii) [removed: awards of 1,235,095] [added: 524,343] performance share [removed: units and restricted stock] units, for which all [removed: 1,235,095] [added: 1,197,838] were payable in shares but for which no shares were yet issued and outstanding.

The [removed: 4,764,183] [added: 4,503,967] shares to be issued upon exercise of outstanding options, warrants and rights as listed in column (a) consisted of shares to be issued in respect of the exercise of [removed: 3,529,088] [added: 3,306,129] outstanding options and in respect of awards of [removed: 1,235,095] [added: 1,197,838] performance share units and restricted stock units payable in shares.

The other information required by this Item with respect to security ownership of certain of our beneficial owners and management is incorporated herein by reference to the discussions under the headings *Principal Shareholders* and *Shares Owned By Directors, Nominees and Executive Officers* in our [removed: 2022] [added: 2023] Proxy Statement.

| Equity compensation plans approved by shareholders(1) | | | 4,503,967 | | | $162.56 | | | 14,293,456 | | |

| Total | | | 4,503,967 | | | $162.56 | | | 14,293,456 | | |

(1) Consists of awards under the L3Harris SIPs.

| Equity compensation plans approved by shareholders(1) | | | 4,764,183 | | | $150.68 | | | 16,321,141 | | |

| Total | | | 4,764,183 | | | $150.68 | | | 16,321,141 | | |

(1) Consists of the Harris Corporation 2005 Equity Incentive Plan (As Amended and Restated Effective August 27, 2010) (the “2005 EIP”) and the L3Harris Technologies, Inc. 2015 Equity Incentive Plan (As Amended and Restated Effective August 28, 2020) (the “2015 EIP”), as well as employee stock incentive plans of L3 assumed by L3Harris (collectively with the 2005 EIP and the 2015 EIP, the “L3Harris SIPs”).

No additional awards may be granted under the 2005 EIP.

The information required by this Item is incorporated herein by reference to the discussions under the headings *Director Independence Standards* and *Related Person [removed: Transaction Policy*] [added: Transactions*] in our [removed: 2022] [added: 2023] Proxy Statement.

The information required by this Item is incorporated herein by reference to the discussion under the heading *Proposal 4: Ratification of Appointment of Independent Registered Public Accounting Firm* in our [removed: 2022] [added: 2023] Proxy Statement.

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| [Management’s Report on Internal Control Over Financial [removed: Reporting](#i44c89fdeb27a46959d9ea3331e76be4e_73)] [added: Reporting](#iefe78000fcc84d7eb9dad62280c74976_70)] | | | [removed: [64](#i44c89fdeb27a46959d9ea3331e76be4e_73)] [added: [55](#iefe78000fcc84d7eb9dad62280c74976_70)] | | |