L3Harris Technologies (LHX) 10-K risk factor changes: FY2023 vs FY2022

[removed: We depend on U.S. Government customers for] [added: Because] a significant portion of our [removed: revenue,] [added: revenue is dependent on our performance] and [removed: a reduction in] [added: payment under our] U.S. Government [removed: funding] [added: contracts, the loss of one] or [removed: a change in U.S. Government spending priorities] [added: more large contracts] could have an adverse impact on our business, financial condition, results of operations, cash flows and [removed: equity.][added: equity.]

[added: *We depend on winning business in competitive markets from U.S. Government customers for a significant portion of our revenue.*] We are highly dependent on [removed: sales to] [added: revenue from] U.S. Government customers, primarily defense-related programs with the DoD and a broad range of programs with the U.S. Intelligence Community and other U.S. Government departments and agencies.

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: 74%] [added: 76%] in fiscal [removed: 2022.][added: 2023.]

[removed: Therefore, a] [added: *A] reduction in U.S. Government funding or a change in U.S. Government spending priorities [removed: (in particular, related to the DoD) would significantly reduce our revenue and] [added: could] have an adverse impact on our business, financial condition, results of operations, cash flows and [removed: equity.][added: equity.* Our U.S. Government programs must compete with programs managed by other government contractors and with other policy imperatives for consideration for limited resources and for uncertain levels of funding during the budget and appropriations process.]

[removed: We operate in] [added: The market for sales to U.S. Government customers is] highly [removed: competitive markets,] [added: competitive,] and the U.S. Government [removed: may choose] [added: often chooses] to use contractors other than us, for [removed: example] [added: example,] as part of competitive bidding processes (through which we expect that a majority of the business we seek will be awarded), or otherwise due to our competitors’ ongoing efforts to expand their business relationships with the U.S. Government.

The U.S. Government has increasingly relied on certain types of contracts that are subject to multiple competitive bidding processes, including multi-vendor [removed: IDIQ, GWAC,] [added: indefinite delivery, indefinite quantity (“IDIQ”), government-wide acquisition contracts (“GWACs”),] General Services Administration [removed: Schedule] [added: Schedules] and other multi-award contracts, which has resulted in greater competition and increased pricing pressure.

Further, competitive bidding processes involve significant cost and managerial time to prepare bids and proposals for contracts that may not be awarded to us or may be split with [removed: competitors] [added: competitors,] and the risk that we may fail to accurately estimate the resources and costs required to fulfill any contract awarded to us.

[removed: The current competitive bidding environment has resulted in an increase of] [added: Additionally,] bid protests from unsuccessful [removed: bidders, which typically extends] [added: bidders can extend] the time until work on a contract can begin and may result in [removed: us experiencing] significant expense or delay, contract modification or contract rescission as a result of our competitors protesting or challenging contracts awarded to us.

U.S. Government spending priorities and levels remain uncertain and difficult to predict and are [removed: affected by numerous factors, including sequestration (automatic, across-the-board U.S. Government budgetary spending cuts) and potential alternative funding arrangements.]

Any inability of the U.S. Government to complete its budget process for any [removed: U.S. Government fiscal year (“GFY”),] [added: GFY] and [removed: consequently having to operate] [added: resulting operation] on funding levels equivalent to its prior fiscal year pursuant to a [removed: “continuing resolution”] [added: CR] 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: Key Developments -] U.S. and International Budget Environment” of this Report.

[removed: Our] [added: *Our] results of operations and cash flows are substantially affected by our mix of fixed-price, cost-plus and time-and-material type contracts.

[removed: In particular,] [added: However,] our fixed-price contracts could subject us to losses in the event of cost overruns or a significant increase in or [added: a] sustained period of increased [removed: inflation.][added: inflation if these measures are not effective.]

Business - [removed: Principal Customers;] Government Contracts” of this Report.

In fiscal [removed: 2022,] [added: 2023,] 73% of our revenue was derived from fixed-price contracts [removed: which] [added: that] allow us to benefit from cost savings, but subject us to the risk of potential cost overruns, including due to greater than anticipated or a sustained period of increased inflation or unexpected [removed: delays, particularly for firm fixed-price contracts] [added: delays] because we assume all of the cost burden.

[added: Fixed-price] U.S. Government contracts can expose us to potentially large losses because the U.S. Government can hold us responsible for completing a project or, in certain circumstances, paying the entire cost of its replacement by another provider regardless of the size or foreseeability of any cost overruns that occur over the life of the contract.

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 materials, a significant increase in or a sustained period of increased inflation, problems with our suppliers, labor market conditions and cost overruns, can result in the contractual price becoming less favorable or even unprofitable to us [removed: over time] [added: over-time] (which, especially in the case of sharp and significant sustained inflation, could happen quickly and have long lasting [removed: impact),] [added: impacts),] and increased interest rates resulting from inflationary pressures can also impact the fair value of these contracts.

Cost overruns would adversely impact our results of operations, which are dependent on our ability to maximize our earnings from our contracts, and the potential risk would be greater if our contracts shifted toward a greater percentage of fixed-price contracts, particularly firm fixed-price [added: contracts, as opposed to cost-plus and time-and-material] contracts.

To the extent feasible, we have consistently followed the practice of [added: contractually] adjusting our prices to reflect the impact of inflation on salaries and fringe benefits for employees and the cost of purchased materials and [removed: services.][added: services and in some cases seeking the inclusion of adjustment clauses to incorporate certain cost adjustments in fixed-price contracts for unexpected inflation.]

[removed: However, our] [added: Our] fixed-price [removed: contracts] [added: contracts, particularly those for development programs,] could subject us to losses in the event of cost overruns or a significant increase in or [removed: a] sustained period of increased [removed: inflation.][added: inflation.* We generate revenue through various fixed-price, cost-plus and time-and-material contracts.]

Any or all of the foregoing could have a negative impact on our business, financial condition, results of operations, cash flows and [removed: equity.][added: equity, reputation, ability to protect data, assets, and intellectual property, maintenance of customer and vendor relationships, competitive posture, and could lead to litigation or regulatory investigations or actions.]

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

The [removed: termination] [added: application] or [removed: failure to fund,] [added: impact of regulations, unilateral government action, termination] or negative audit findings [removed: for,] [added: for] one or more of these contracts could have an adverse impact on our business, financial condition, results of operations, cash flows and [removed: equity.][added: equity.* U.S. Government contracts also generally are subject to U.S. Government oversight audits, which could result in adjustments to our contract costs.]

Although multi-year contracts may be authorized and appropriated in connection with major procurements, Congress generally appropriates funds on a [removed: GFY] [added: U.S. Government fiscal year (“GFY”)] basis.

We cannot predict the extent to which total funding and/or funding for individual programs will be included, [removed: increased] [added: increased,] or reduced as part of the annual appropriations process ultimately approved by Congress and the President or in separate supplemental appropriations or continuing resolutions, as applicable.

[removed: Because a significant portion of our revenue is dependent on our performance and payment under our U.S. Government contracts, the] [added: These uncertainties or] loss of [removed: one or more large contracts] [added: negotiating leverage associated with long delays] could have a material adverse impact on our business, financial condition, results of operations, cash flows and equity.

Among the causes for debarment are violations of various laws and regulations, including those related to procurement integrity, export control (including [removed: ITAR),] [added: International Traffic in Arms Regulations (“ITAR”)),] U.S. Government security, employment practices, protection of the environment, accuracy of records, proper recording of costs and foreign corruption.

[removed: If the debt ceiling is] [added: In addition, if Congress does] not [removed: raised,] [added: enact a full-year GFY2024 appropriations bill,] the U.S. Government may not be able to fulfill its funding [removed: obligations] [added: obligations,] and there could be significant disruption to all discretionary programs and corresponding impacts on [removed: us and] the [removed: rest of the] [added: entire] defense [removed: industry.][added: industry, which could adversely affect our business, results of operations, financial condition and cash flow.]

[removed: We] [added: *We] participate in markets that are often subject to uncertain economic conditions, which makes it difficult to estimate growth in our markets and, as a result, future income and [removed: expenditures.][added: expenditures.* We participate in U.S. and international markets that are subject to uncertain economic conditions.]

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 [removed: volatility,] [added: volatility or impacts of the war between Israel and Hamas,] which could adversely affect demand for our products, systems, services or technologies.

[added: *We cannot predict the consequences of future geo-political events, but they may adversely affect the markets in which we operate, our ability to insure against risks, our operations or our profitability.*] Ongoing instability and current conflicts in global markets, including in the Ukraine and Eastern Europe, [added: Israel,] the [added: Gaza Strip and 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 [removed: tariffs] [added: economic] and [removed: potential] trade [removed: wars,] [added: sanctions,] 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.

[removed: If] [added: Unfavorable] credit [added: conditions] in financial markets outside of the U.S. [removed: 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 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 coverage and performance bonds (or for them to be unavailable altogether), as well as difficulty with [removed: future borrowings under our commercial paper program or credit facilities or in the debt markets or otherwise with] financing our operating, investing or financing [removed: activities, including financing of acquisitions.][added: (or refinancing) activities.]

[removed: We are subject] [added: Any release, unplanned ignition or explosion could expose us] to [removed: government investigations,] [added: adverse publicity or liability for damages or cause production delays, any of] which could have a material adverse effect on our business, financial condition, results of operations, cash flows and [removed: equity.][added: equity.]

[added: *We are subject to government investigations, which could have a material adverse effect on our business, financial condition, results of operations, cash flows and equity.*] U.S. Government contractors are subject to extensive legal and regulatory requirements, including ITAR and [removed: FCPA,] [added: U.S. Foreign Corrupt Practices Act (“FCPA”),] and from time to time agencies of the U.S. Government investigate whether we have been and are operating in accordance with these requirements.

[added: 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.

[added: *We derive a significant portion of our revenue from international operations and are subject to the risks of doing business internationally.*] We are dependent on sales to customers outside the U.S. The percentage of our total revenue represented by revenue from 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 contractors, was [removed: 23%, 22%] [added: 21%, 23%] and [removed: 20%] [added: 22%] in fiscal [removed: 2022, 2021] [added: 2023, 2022] and [removed: 2020,] [added: 2021,] respectively.

In fiscal [removed: 2022, 43%] [added: 2023, 45%] of our international business was transacted in local currency.

- Contractual obligations to non-U.S. customers that may include specific in-country purchases, investments, manufacturing agreements or financial or other support [removed: arrangements or] obligations, known as offset obligations, that may extend for [removed: many] years, require teaming with local companies and result in significant penalties if not satisfied;

- [removed: Complexities and necessities of using, and disruptions involving,] [added: Issues related to involving] international dealers, distributors, sales representatives and consultants;

For these reasons and others, we may choose not to bid in certain competitive bidding processes, which would result in the potential loss of opportunities.

_____________________________________________________________________7

affected by numerous factors, including the U.S. Government’s budget deficit and the national debt.

For GFY 2024, the federal government is currently being funded under a Continuing Resolution (“CR”).

The CR funds Agriculture, Energy-Water, Military-Construction-VA and Transportation-HUD through March 1, 2024 and the other portions of the federal government, including the DoD, through March 8, 2024.

This is the third CR in GFY2024.

Pursuant to the Fiscal Responsibility Act (P.L., 118-5), if a final GFY2024 appropriations bill is not enacted by April 30, 2024, then spending cuts would go into effect and discretionary spending limits would be revised to reflect GFY 2023 enacted levels for defense and nondefense categories and decrease by 1%.

In fiscal 2023, approximately 27% of our revenue was derived from cost-type contracts.

Under cost-type contracts, we agree to be reimbursed for allowable costs and paid a fee.

When our costs are in excess of the final target cost, fees and our margin may be adversely affected.

If our costs exceed authorized contract funding or do not qualify as allowable costs under applicable regulations, we will not be reimbursed for those costs.

Cost overruns may adversely affect our financial performance and our ability to win new contracts.

Contracts for development programs include complex design and technical requirements and are generally contracted on a cost-reimbursable basis, however, some of our existing development programs are contracted on a fixed-price basis or include cost-type contracting for the development phase with fixed-price production options.

_____________________________________________________________________8

From time to time, we may begin performance of a U.S. Government contract under an undefinitized contract action with a not-to-exceed price before the terms, specifications or price are finally agreed to between the parties.

In these arrangements, the U.S. Government has the ability to unilaterally definitize the contract if a mutual agreement regarding terms, specifications and price cannot be reached.

_____________________________________________________________________9

_____________________________________________________________________10

*We depend on our subcontractors and suppliers to provide materials, components, subsystems and services for many of our products and services, and failures in or disruptions to our supply chain could cause our products and or services to be produced or delivered in an untimely or unsatisfactory manner.* Our ability to manufacture and deliver products and services to our customers requires our U.S. and non-U.S. subcontractors and suppliers to provide a variety of materials, components, subsystems and services.

Some of our programs are very long duration with complex re-qualification and we must ensure long term supply capacity of subcontractors and suppliers.

In some instances, we depend upon a single supplier for components, which adds risk because that supplier may at times be unable to meet our needs and because we may have little negotiating leverage with sole-source suppliers.

Identifying and qualifying dual and second-source suppliers can be difficult, time consuming and may result in increased costs.

In addition, we are required to procure certain materials and components, including certain microelectronic components, from U.S. Government-approved supply sources.

Certain heightened regulatory requirements that may apply to these sources can further limit the subcontractors and suppliers we may utilize.

Legislation, regulatory changes or other governmental actions, including product certification or stewardship requirements, sourcing restrictions, tariffs, embargos, product authenticity, cybersecurity regulation, and environmental standards (e.g., greenhouse gas emission limitations) may all impact our subcontractors and suppliers.

The number of contracts where we act as a prime contractor (62% in 2023) further increases our exposure to subcontractor and supplier failures and disruptions.

In recent years, global supply chains, including ours, have experienced significant disruption from material availability and supplier performance, as well as extended lead times, pricing volatility, inflationary pressures and labor issues.

We and our subcontractors and suppliers have also experienced difficulties in the timely procurement of necessary materials and components, including microelectronics.

Current geopolitical conditions, including sanctions and other trade restrictive activities and strained inter-country relations, have contributed to issues procuring necessary materials and components.

For example, some materials and components in our supply chain have previously been sourced from areas now under sanctions or other trade restrictions, such as specialty metals from Russia and certain equipment from China, or are currently sourced from areas which are at risk of sanctions or other trade restrictive actions, not just by the United States but by other nations or groups, such as the European Union.

All of these issues have led to significant supplier and subcontractor performance failures and delays, which have negatively impacted our production flow, results of operations, financial condition and cash flows.

For example, in fiscal 2022 and to a lesser extent in fiscal 2023, revenue, operating income and orders in our CS segment were adversely impacted by supply chain disruptions, although we implemented supply chain resiliency initiatives that mitigated these disruptions during 2023.

These efforts included leveraging our scale to better negotiate with our suppliers, investing in tools and analytics to assess supplier risk, strengthening relationships with key suppliers and entering into long-term strategic partnerships, seeking alternate supply sources and pursuing various cost reductions.

However, while we continuously work to implement supply chain resiliency initiatives such as these, we cannot guarantee the success of any of these efforts.

Material supply disruptions may still occur in the future,

leading to untimely delivery or unsatisfactory quality of products and services, and potentially adversely affecting our business, operational results, financial condition and cash flow.

While we have robust processes in place to ensure we have the right talent in place to meet our commitments, to the extent that the demand for qualified personnel exceeds supply in certain areas, we could also experience higher labor, recruiting or training costs in order to attract and retain such employees.

See “Item 1C -Cybersecurity" in this Report for further discussion of or risk management and strategy related to cybersecurity threats.

*With our acquisition of AJRD, there is risk of the release, unplanned ignition, explosion, or improper handling of dangerous materials used in our business, which could disrupt our operations and adversely affect our financial results.* With our acquisition of AJRD, our business operations are subject to risk in connection with the handling, production, and disposition of potentially explosive and ignitable energetic materials and other dangerous chemicals, including motors and other materials used in rocket propulsion.

The handling, production, transport, and

Our U.S. Government programs must compete with programs managed by other government contractors and with other policy imperatives for consideration for limited resources and for uncertain levels of funding during the budget and appropriations process.

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

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.

We generate revenue through various fixed-price, cost-plus and time-and-material contracts.

In fiscal 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.

For a cost-plus contract, we are paid our allowable incurred costs plus a profit, which can be fixed or variable depending on the contract’s fee arrangement up to predetermined funding levels established by our customers.

For a time-and-material contract, we are paid on the basis of direct labor hours expended at specified fixed-price hourly rates (which include wages, overhead, allowable general and administrative expenses and profit) and materials at cost.

Therefore, on cost-plus and time-and-material type contracts, we do not bear the risks of unexpected cost overruns, provided that we do not incur costs that exceed the predetermined funded amounts.

A U.S. Government program may be implemented by the award of many different individual contracts and subcontracts over its lifetime, and its funding is subject to Congressional appropriations, which have been affected by larger U.S. Government budgetary issues and related legislation in recent years.

The termination of funding for a U.S. Government program would result in a loss of anticipated future revenue attributable to that program, which could have an adverse impact on our operations.

In addition, the termination of a program or the failure to commit additional funds to a program that already has been started could result in lost revenue and increase our overall costs of doing business.

U.S. Government contracts also generally are subject to U.S. Government oversight audits, which could result in adjustments to our contract costs.

The U.S. Government’s budget deficit and the national debt, as well as a breach of the 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. Government.

The U.S. Government’s budget deficit and the national debt could have an adverse impact on our business, financial condition, results of operations, cash flows and equity in a number of ways, including the following:

- The U.S. Government could reduce or delay its spending on, or reprioritize its spending away from, the government programs in which we participate;

- U.S. Government spending could be impacted by alternate arrangements to sequestration, which increases the uncertainty as to, and the difficulty in predicting, U.S. Government spending priorities and levels; and

- We may experience declines in revenue, profitability and cash flows as a result of reduced or delayed orders or payments or other factors caused by economic difficulties of our customers and prospective customers, including U.S. Federal, state and local governments.

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.

We participate in U.S. and international markets that are subject to uncertain economic conditions.

We cannot predict the consequences of future geo-political events, but they may adversely affect the markets in which we operate, our ability to insure against risks, our operations or our profitability.

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

We derive a significant portion of our revenue from international operations and are subject to the risks of doing business internationally.

Disputes with our subcontractors or key suppliers, or their inability to perform or timely deliver our components, parts or services, could cause our products and or services to be produced or delivered in an untimely or unsatisfactory manner.

We engage subcontractors on many of our contracts and from time to time may have disputes with them, including regarding the quality and timeliness of work performed by them, customer concerns about the subcontract or subcontractor, our failure to extend existing task orders or issue new task orders under a subcontract, our hiring of the personnel of a subcontractor or vice versa or the subcontractor’s failure to comply with applicable law.

In addition, there are certain parts, components and services for many of our products and services that we source from other manufacturers or vendors.

Tariffs imposed on certain materials and other trade issues may create or exacerbate existing materials shortages and may result in further supplier business closures.

Our supply chain could also be disrupted by external events, such as natural disasters (including those as a result of climate change) or other significant disruptions (including extreme weather conditions, epidemics, pandemics, acts of terrorism, cyber-attacks and labor disputes), governmental actions and legislative or regulatory changes, including product certification or stewardship requirements, sourcing restrictions, product authenticity and climate change or GHG emission standards, or availability constraints from increased demand from customers.

For example, in fiscal 2022, revenue, operating

income and orders in our CS segment have been, and we expect will continue to be, adversely impacted by supply chain disruptions.

These or any further political or governmental developments or health concerns in countries in which we operate could result in social, economic and labor instability.

Complying with U.S. Government contracting regulations that limit the source or manufacture of suppliers and impose stringent cybersecurity regulations also may create challenges for our supply chain and increase costs.

We may experience disputes with our subcontractors; material supply disruptions or problems, including shortages of components, commodities or other materials; or component, subsystems or services problems in the future.

Also, our subcontractors and other suppliers may not be able to acquire or maintain the quality of the materials, components, subsystems and services they supply, which might result in greater product returns, service problems and warranty claims and could harm our business, financial condition, results of operations, cash flows and equity.

In addition, in connection with our government contracts, we are required to procure certain materials, components and parts, including certain microelectronics components, from supply sources approved by the U.S. Government and we rely on our subcontractors and suppliers to comply with applicable laws, regulations and other requirements regarding procurement of counterfeit, unauthorized or otherwise non-compliant parts or materials, including parts or materials they supply to us, and in some circumstances, we rely on their certifications as to their compliance.

From time to time, there are components for which there may be only one supplier, which may be unable to meet our needs.

Each of these subcontractor and supplier risks could have a material adverse effect on our business, financial condition, results of operations, cash flows and equity.

We must attract and retain key employees, and any failure to do so could seriously harm us.

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 fiscal [removed: 2022 compared with fiscal 2021 and fiscal 2021] [added: 2023] compared with fiscal [removed: 2020.][added: 2022.]

[added: Management's Discussion and Analysis of Financial Condition and Results of Operations* included in our Annual Report on Form 10-K for the fiscal year ended December 30, 2022 (our “Fiscal 2022 Form 10-K”)*.*] This MD&A is provided as a supplement to, should be read in conjunction with and is qualified in its entirety by reference to, our Consolidated Financial Statements and accompanying Notes appearing elsewhere in this Report.

We are [removed: a] [added: the] Trusted Disruptor [removed: for] [added: in] the [removed: global aerospace and] defense industry.

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

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

As of December [removed: 30, 2022,] [added: 29, 2023,] we had approximately [removed: 46,000] [added: 50,000] employees, including approximately 20,000 engineers and scientists.

We structure our operations primarily around the [removed: products] [added: products, systems] and services we sell and the markets we serve, and we report the financial results of our continuing operations in the [removed: three operating] [added: four] segments: [removed: Integrated Mission Systems, Space & Airborne Systems] [added: SAS, IMS, CS] and [removed: Communication Systems.][added: AR.]

See *Note [removed: 24:] [added: 14:] Business Segments* in the Notes for further information regarding our business segments, including how we define segment operating income or loss.

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: 74%, 75%] [added: 76%, 74%] and [removed: 78%,] [added: 75%,] in fiscal [removed: 2022, 2021] [added: 2023, 2022] and [removed: 2020,] [added: 2021,] respectively.

Many of [removed: L3Harris’] [added: our] offerings are supported in the [removed: 2023] [added: 2024] GFY DoD budget, including responsive satellites, ISR aircraft, tactical communications, networked maritime systems and classified cyber [removed: solutions, however, we continue to monitor the political and budget environments and we can give no assurances on the extent of future orders.][added: solutions.]

[removed: Even with the increases in expected DoD budget proposals and with the] [added: The] overall [removed: demand environment] [added: defense spending environment,] both in the U.S. and [removed: internationally reflecting] [added: internationally, reflects] the [removed: conflict] [added: continued impacts of the conflicts] in Ukraine and geopolitical [removed: tensions,] [added: tensions across Asia and the Middle East, and] changes to U.S. Government [added: or international] spending priorities have and could in the future impact our business.

[added: (1)] See *Note [removed: 9: Goodwill*] [added: 6: Goodwill and Intangible Assets*] in the Notes for further information.

[removed: Other changes in spending priorities in] [added: - Failure to achieve] the [removed: future] [added: expected results of LHX NeXt] could adversely affect our [removed: existing programs and] future [removed: contracts and impact our] financial condition and results of operations.

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

[removed: The] TDL [removed: product line will be] [added: is] reported within our CS segment.

Operating [removed: Performance Assessment] [added: Environment, Strategic Priorities] and Key Performance Measures

Many of our offerings [removed: are supported] [added: funded] in the [removed: 2023] [added: enacted] GFY [added: 2023] DoD [removed: budget,] [added: budget are also supported by the 2024 PBR,] including responsive satellites, ISR aircraft, tactical [removed: communications, networked maritime systems] [added: communications] and [removed: classified cyber] [added: maritime] solutions.

In fiscal [removed: 2022,] [added: 2023,] we received several key strategic contract awards across each of our domains, and we ended the year with backlog of [removed: $22.3] [added: $32.7] billion, a [removed: 5%] [added: 47%] increase over the prior year.

Also in fiscal [removed: 2022,] [added: 2023,] we invested [removed: $603] [added: $480] million [removed: (4%] [added: (2%] of total revenue) in [removed: company-sponsored] [added: company-funded] R&D focused on technologies that expand our capabilities across our domains.

[removed: Executing on our capital allocation strategy, on January 3, 2023 we closed the acquisition of the] [added: The] TDL [removed: product line for approximately $1.96 billion, subject to customary adjustments, which will provide] [added: acquisition provides us] access to the Link 16 network and [removed: position] [added: positions] us to make the installed base of terminals more resilient and relevant, consistent with [removed: JADC2] [added: joint all-domain command and control (“JADC2”)] modernization efforts.

[removed: Additionally, on December 17, 2022, we entered into a definitive agreement to acquire] [added: The] AJRD [removed: for approximately $4.7 billion, gaining] [added: acquisition provides] access to new markets in missiles and missile defense as well as space exploration.

Our strategic priorities continue to be [removed: growth, innovation] [added: performance, growth] and [removed: performance.][added: innovation, with “Performance First” continuing to be our primary focus.]

We plan to continue to invest, consistent with growth opportunities, and sustain our culture of innovation, [removed: but] [added: while] delivering on our commitments to investors, our customers and on every contract we are [removed: awarded is paramount.][added: awarded.]

- Seamlessly integrating TDL and [removed: closing the AJRD acquisition;] [added: AJRD;] and

[removed: -] [added: |] Income from continuing [removed: operations; and][added: operations before income taxes | | | 1,221 | | | | | | 1,273 | | | | | | | | |]

We also measure the success of our business using certain measures that are not defined by U.S. Generally Accepted Accounting Principles (“GAAP”), such as adjusted [removed: EBIT, or] [added: segment operating income (defined as operating income excluding certain corporate items and certain significant and/or nonrecurring items),] earnings before interest and taxes, non-GAAP earnings per share, [removed: adjusted] free cash flow [added: (defined as net cash provided by operating activities less additions of property, plant] and [added: equipment net of proceeds from the sale of property, plant and equipment) and] return on invested capital (defined as after-tax operating income from continuing operations divided by the [removed: two-point] [added: five-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 believe these measures are balanced among long-term and short-term performance, [removed: efficiency] [added: growth] and [removed: growth.][added: innovation.]

[removed: Consolidated] [added: *Consolidated] Results of [removed: Operations][added: Operations*]

| (Dollars in millions, except per share amounts) | | | December [removed: 30, 2022] [added: 29, 2023] | | | | | | December [removed: 31, 2021 | | | | | | % Inc/(Dec) | | | | | | January 1, 2021 | | | | | | % Inc/(Dec)] [added: 30, 2022] | | | | | | | | |

[removed: | Revenue: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |][added: *Revenue*]

| [removed: Total revenue | | | 17,062 | | | | | | 17,814 | | | | | | (4) | | % |] [added: *% of total revenue*] | | | [removed: 18,194] [added: *74*] | | [added: *%*] | | | | [removed: (2)] [added: *71*] | | [removed: %] [added: *%*] | | | | | | |

| *% of total revenue* | | | [removed: *71* | | *%* | | | | *70*] [added: *26*] | | *%* | | | | [removed: | | | | | | *71*] [added: *29*] | | *%* | | | | | | | [removed: | | | | | |]

| Gross margin | | | [removed: 4,927 | | | | | | 5,376 | | | | | | (8) | | % | | | | 5,308] [added: 5,113] | | | | | | [removed: 1] [added: 4,927] | | [removed: %] | | | | | | |

| *% of total revenue* | | | [removed: *29* | | *%* | | | | *30*] [added: *17*] | | *%* | | | | [removed: | | | | | | *29*] [added: *18*] | | *%* | | | | | | | [removed: | | | | | |]

| *% of total revenue* | | | [removed: *18* | | *%* | | | | *18*] [added: *6*] | | *%* | | | | [removed: | | | | | | *18*] [added: *6*] | | *%* | | | | | | | [removed: | | | | | |]

| [removed: Business] [added: Asset group and business] divestiture-related [removed: gains (losses),] [added: (losses) gains,] net | | | [removed: — | | | | | | 220 | | | | | | * | | | | | |] (51) | | | | | | [removed: *] [added: 8] | | | | | | | | |

| Impairment of goodwill and other assets | | | [removed: (802) | | | | | | (207) | | | | | | * | | | | | | (767)] [added: (374)] | | | | | | [removed: *] [added: (802)] | | | | | | | | |

| [removed: Net interest expense | | | (279) | | | | | | (265) | | | | | | 5 | | % |] [added: Interest expense, net] | | | [removed: (254)] [added: (543)] | | | | | | [removed: 4] [added: (279)] | | [removed: %] | | | | | | |

| Income taxes | | | [removed: (212) | | | | | | (440) | | | | | | (52) | | % | | | | (234)] [added: (23)] | | | | | | [removed: 88] [added: (212)] | | [removed: %] | | | | | | |

| *Effective tax rate* | | | [removed: *17* | | *%* | | | | *19*] [added: *1.9*] | | *%* | | | | [removed: | | | | | | *18*] [added: *16.7*] | | *%* | | | | | | | [removed: | | | | | |]

A discussion of fiscal 2022 compared to fiscal 2021 can be found in *Part II: Item 7.

_____________________________________________________________________24

applications, as well as commercial applications.

On December 29, 2022, the President signed the Consolidated Appropriations Act, 2023 (H.R. 2617 ) into law, which provided $858 billion of national defense funding for the 2023 GFY, of which $816 billion was allotted to the DoD.

On March 13, 2023, the President’s Budget Request for GFY 2024 (“2024 PBR”) was released.

The 2024 PBR includes $842 billion for the DoD, a proposed increase of approximately 3% over the enacted GFY 2023 DoD budget.

On June 3, 2023, the President signed into law the Fiscal Responsibility Act of 2023 (“FRA”), (P.L., 118-5) which suspended the federal debt limit through January 1, 2025 and established new discretionary funding limits for defense and non-defense accounts.

The deal capped GFY 2024 national defense funding at $886 billion, including $842 billion for the DoD specifically, and non-defense funding at $704 billion.

The FRA includes a provision that requires if a CR is in effect on January 1, 2024, for any discretionary account, the discretionary spending limits would be revised to reflect GFY23 enacted levels for defense and nondefense, decreased by 1%.

If a final GFY2024 appropriations bill is not enacted by April 30, the 1% spending cuts would go into effect.

On September 30, 2023, the President signed a short-term CR, funding the government for 48 days through November 17, 2023.

On November 17, 2023, the President signed a second CR into law.

The second CR funded some government agencies through January 19, 2024, and other agencies, including the DoD, through February 2, 2024.

On January 19, 2024, the President signed a third CR into law extending government funding through March 1 and March 8, respectively.

Congress must enact full-year GFY appropriations bills or another CR to fund the government by those respective deadlines.

While operating under a CR, government agencies are allocated a portion of GFY 2023 enacted funds, and DoD is prohibited from starting new programs.

For a discussion of inflation-related risks, see “Item 1A.

Risk Factors” of this Report.

Acquisitions and Pending Divestitures

*TDL Product Line.* On January 3, 2023, we completed the acquisition of TDL for a purchase price of $1,958 million.

*AJRD.* On July 28, 2023, we completed the acquisition of AJRD for a total net purchase price of $4,715 million.

The operations of AJRD are reported in the newly established AR segment and in our corporate headquarters.

*Pending Divestiture of CAS Disposal Group.* On November 27, 2023, we announced that we entered into a definitive agreement to sell our CAS disposal group, which is included in our IMS segment.

_____________________________________________________________________25

The heightened geopolitical tensions worldwide emphasize the need for strengthened deterrence to support the U.S. and its allies.

With a national security, technology-focused portfolio, we are uniquely positioned to meet our customers’ evolving needs across all domains and deliver advanced capabilities to support the U.S. and its allies.

As noted in the “Acquisitions and Pending Divestitures” section above, during fiscal 2023, we closed on two acquisitions.

This year, we embarked on the next phase of the L3Harris evolution, known as LHX NeXt, a targeted three-year program designed to enhance organizational agility and performance by leveraging our scale and relationships across segments, driving operational efficiency and competitiveness for the enterprise.

With this program we are investing in enterprise tools and optimized, revamped processes to unlock further opportunities for margin expansion and create additional value for our shareholders.

_____________________________________________________________________26

| Revenue | | | $ | 19,419 | | | | | $ | 17,062 | | | | | | | |

| Cost of revenue | | | (14,306) | | | | | | (12,135) | | | | | | | | |

| General and administrative expenses | | | (3,262) | | | | | | (3,006) | | | | | | | | |

| Operating income | | | 1,426 | | | | | | 1,127 | | | | | | | | |

| Non-service FAS pension income and other, net1 | | | 338 | | | | | | 425 | | | | | | | | |

| Net income attributable to L3Harris Technologies, Inc. | | | $ | 1,227 | | | | | $ | 1,062 | | | | | | | |

_____

1“FAS” is defined as Financial Accounting Standards.

There was no significant revenue attributable to divested businesses.

Revenue for fiscal 2023 increased 14% compared with fiscal 2022 from the inclusion of $1,052 million of revenue from the July 28, 2023 acquisition of AJRD, which is reported in our AR segment, and higher revenue in CS of $853 million (including $365 million of revenue from the acquisition of TDL) and SAS of $472 million.

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.

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.

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.

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.

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

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

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.

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

On December 21, 2022, we entered into a definitive agreement to sell our VIS business for $70 million, subject to customary purchase price adjustments and closing conditions as set forth in the definitive agreement.

VIS, which is part of our SAS segment, provides commercial geospatial software, technology and services used to extract and analyze reliable, accurate and actionable information from geospatial to terrestrial imagery.

The transaction is expected to close mid-fiscal 2023, subject to regulatory approvals and other customary closing conditions.

During fiscal 2022, we were impacted by the macroeconomic environment, including supply chain, labor mobility and inflation, which continued to cause significant disruptions and adverse effects on the U.S. and global economies.

We continue to implement mitigation strategies to minimize the future impacts of these challenges, including working closely with our second and third-tier suppliers to improve demand management and resilience in our supply chain, efforts to improve retention of our skilled workforce and accounting for inflation uncertainty within the terms of future contracts.

Despite the dynamic operating environment, we believe demand for our products remains strong.

These unique assets are intended to strengthen our trusted position as an industry leading merchant supplier, providing rapid and innovative solutions to customers, and create long term value for our shareholders.

We reported full year operating cash flow of $2.2 billion in fiscal 2022, and consistent with our shareholder-friendly capital deployment priority, we paid $864 million in dividends and made share repurchases totaling $1.1 billion.

For fiscal 2023, “Performance First” is our primary focus.

| Integrated Mission Systems | | | $ | 6,916 | | | | | $ | 7,042 | | | | | (2) | | % | | | | $ | 6,793 | | | | | 4 | | % | | | | | | |

| Space & Airborne Systems | | | 6,060 | | | | | | 5,965 | | | | | | 2 | | % | | | | 5,823 | | | | | | 2 | | % | | | | | | |

| Communication Systems | | | 4,217 | | | | | | 4,287 | | | | | | (2) | | % | | | | 4,402 | | | | | | (3) | | % | | | | | | |

| Other non-reportable businesses | | | — | | | | | | 683 | | | | | | * | | | | | | 1,347 | | | | | | (49) | | % | | | | | | |

For further information, see *Note [removed: 14: Pension and Other Postretirement] [added: 9: Retirement] Benefits* in the Notes, which information is incorporated by reference into this Item 7A.

_____________________________________________________________________53

L3Harris Technologies, Inc. is [removed: a] [added: the] Trusted Disruptor for the [removed: aerospace and] defense industry.

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

Each of our fiscal years ended December [added: 29, 2023 (“fiscal 2023”), December] 30, 2022 (“fiscal [removed: 2022”),] [added: 2022”) and] December 31, 2021 (“fiscal 2021”) [removed: and January 1, 2021 (“fiscal 2020”)] included 52 weeks.

Unless the context otherwise requires, the terms “we,” “our,” “us,” “Company” and “L3Harris” as used in this Report mean [removed: the combined company] L3Harris Technologies, Inc. and its subsidiaries.

We structure our operations primarily around the products, systems and services we sell and the markets we serve, and we report the financial results of our continuing operations in [removed: three] [added: four] operating [added: segments, which are also our reportable] segments: [removed: Integrated Mission Systems (“IMS”);] Space & Airborne Systems (“SAS”); [removed: and] [added: Integrated Mission Systems (“IMS”);] Communication Systems [removed: (“CS”).][added: (“CS”); and Aerojet Rocketdyne (“AR”), established in connection with the fiscal 2023 acquisition of Aerojet Rocketdyne Holdings, Inc. (“AJRD”), discussed further below.]

[removed: Our operating segments are] [added: Throughout this form 10-K, we] also [added: refer to] our [removed: reportable] [added: operating] segments [removed: and are referred to] as our business segments.

See *Note [removed: 24:] [added: 14:] 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.

[removed: Acquisition] [added: Includes the operations] of [removed: Viasat, Inc’s] Tactical Data Links [removed: (“TDL”) Product Line][added: product line (“TDL”), acquired from Viasat, Inc. (“Viasat”) on January 3, 2023.]

See *Note [removed: 3: Acquisitions*] [added: 13: Acquisitions, Divestitures] and [removed: *Note 26: Subsequent Events*] [added: Asset Sales*] in the Notes for further information.

[removed: AJRD is a provider of propulsion systems] [added: *Missile Solutions:* Propulsion technologies] and [removed: energetics] [added: armament systems] for [removed: tactical and] strategic [removed: missiles,] [added: defense,] missile [removed: defense systems and] [added: defense,] hypersonic [removed: applications.][added: and tactical systems.]

[removed: Also, see] [added: See] *Note [removed: 3: Acquisitions*] [added: 13: Acquisitions, Divestitures and Asset Sales*] in the Notes for further information.

Description of Business [removed: by Segment][added: Segments]

For financial information with respect to our business segments, including revenue, operating income and total assets, and with respect to our operations outside the United States, see *Note [removed: 24:] [added: 14:] Business Segments* in the Notes, and for additional information with respect to our business segments, see “Discussion of Business Segment Results of Operations” in “Item 7.

[removed: Management’s] [added: M[anagement’s] Discussion and Analysis of Financial Condition and Results of [removed: Operations”] [added: Operation](#ie4244e02cdab41a9816939ebb663e2bf_55)s”] of this Report.

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

Risk [removed: Factors” and] [added: Factors,”] “Item 3.

IMS is a leading [removed: developer and integrator] [added: provider] of [added: differentiated] mission [added: capabilities and prime] systems [removed: in] [added: integration for] the air, land and sea domains.

We provide [removed: top tier] [added: top-tier] capabilities in the design, development, integration, production and sustainment of [removed: intelligence, surveillance and reconnaissance (“ISR”), integrated maritime communications] [added: major weapons] systems [removed: and electro optical sensors] for [removed: U.S.] [added: defense primes] and [removed: allied military,] [added: national security,] civil [removed: government] [added: government,] and [removed: commercial] [added: international] customers in [removed: our five] [added: the following] business sectors:

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

We [removed: provide top tier] [added: deliver top-tier] capabilities in the design, development, integration, [removed: production] [added: production, modernization] and sustainment of [removed: major weapons systems] [added: ISR, passive sensing and targeting, electronic attack, autonomy, power and communications, networks and sensors] for national [removed: security, civil government, commercial] [added: security] and international customers in [removed: our five] [added: the following] business sectors:

*Space Systems:* [removed: We provide end-to-end space and ground-based] [added: End-to-end mission] solutions in support of intelligence, [removed: GPS, space exploration,] [added: surveillance and reconnaissance (“ISR”); position, navigation and timing;] weather and [added: climate monitoring;] missile defense [removed: missions.][added: and ground-based space surveillance networks.]

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

We are a leading provider of [removed: communications] [added: resilient communication] solutions for [removed: DoD, international customers, Federal] [added: the U.S. Department of Defense (“DoD”), international, federal] and state [removed: agencies and commercial] [added: agency] customers in [removed: our five] [added: the following] business sectors:

*Integrated [removed: Visions Solutions*: We design,] [added: Vision Solutions (“IVS”)*: Design,] manufacture and [removed: sustain] [added: sustainment of] a full suite of helmet-mounted integrated night vision goggles [removed: and heads up displays along] with [removed: Clip-on Weapon Sights] [added: leading-edge image intensifier tubes] and weapon-mounted [added: sights,] aiming [removed: lasers] [added: lasers,] and range finders.

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

[removed: Revenue] [added: In fiscal 2023, revenue] from 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 contractors, was [removed: $3.9 billion (23% of our revenue), $3.9] [added: $4.2] billion [removed: (22%] [added: (21%] of our revenue) and [removed: $3.7 billion (20%] [added: came from a large number] of [added: countries with no single foreign country accounting for more than 5% of] our [removed: revenue), in fiscal 2022, 2021][added: total revenue.]

For financial information regarding our domestic and international operations, including long-lived assets, see *Note [removed: 24:] [added: 14:] Business Segments* in the Notes.

We operate in [removed: highly competitive] [added: highly-competitive] markets that are sensitive to technological advances.

[removed: In each of our markets, we] [added: We] concentrate on the opportunities that we believe are compatible with our resources, overall technological capabilities and objectives.

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

We compete domestically and internationally against large [removed: aerospace and] defense companies; principally BAE Systems, Boeing, General Dynamics, Lockheed Martin, Northrop Grumman, [removed: Raytheon Technologies and] [added: RTX;] Thales; [removed: and, increasingly,] [added: and] non-traditional defense contractors.

[removed: The] [added: *Government Contracts.* In fiscal 2023, 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: 74%, 75% and 78% in fiscal 2022, 2021] [added: 76%] and [removed: 2020, respectively.][added: no other customer accounted for more than 5% of our revenue.]

Business — Description of Business [removed: by Segment”] [added: Segments”] of this Report.

[added: *Fixed-price contracts:*] Our U.S. Government [added: fixed-price] contracts [removed: and subcontracts include both cost-reimbursable and] [added: are either firm] fixed-price [added: contracts or fixed-price incentive] contracts.

[added: *Cost-type contracts:*] Our U.S. Government cost-reimbursable contracts provide for the reimbursement of allowable costs plus payment of a fee and fall into three basic types: (i) cost-plus fixed-fee contracts, which provide for payment of a fixed fee irrespective of the final cost of performance; (ii) cost-plus incentive-fee contracts, which provide for payment of a fee that may increase or decrease, within specified limits, based on actual results compared with contractual targets relating to factors such as cost, performance and delivery schedule; and (iii) cost-plus award-fee contracts, which provide for payment of an award fee determined at the customer’s discretion based on our performance against pre-established performance criteria.

Some [removed: overhead] costs have been made partially or wholly unallowable for reimbursement by statute or regulation.

Under our U.S. Government firm fixed-price contracts, we agree to perform a specific scope of work or sell a specific product for a fixed price and, as a result, benefit from cost savings [removed: and] [added: or] carry the burden of cost overruns.

[removed: Accordingly, under] [added: Under] such incentive contracts, profit may also be adjusted up or down depending on whether specified performance objectives are met.

Under our U.S. Government firm fixed-price and fixed-price incentive contracts, we generally receive [removed: from the U.S. Government] either milestone payments totaling 100% of the contract price or monthly progress payments in amounts equaling 80% of costs incurred under the contract.

Our production contracts are mainly fixed-price contracts and development contracts are generally cost-reimbursable [added: contracts, although we have some fixed-price development] contracts.

*Business Realignment.* Effective for fiscal 2023, we adjusted our reporting to better align our businesses and transferred our Agile Development Group (“ADG”) business from our IMS segment to our SAS segment.

On October 1, 2023, we combined our Electronic Warfare sector and the majority of the ADG sector within our SAS segment to

create a new sector, Advanced Combat Systems (“ACS”).

The remaining portion of the ADG sector was combined with our Space Systems sector within our SAS segment.

The historical results, discussion and presentation of our business segments as set forth in the accompanying Consolidated Financial Statements and the Notes reflect the impact of these changes for all periods presented in order to present segment information on a comparable basis.

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

See *Note 6: Goodwill and Intangible Assets* and *Note 14: Business Segments* in the Notes for further information.

*SAS*

*Mission Avionics:* Sensors, processors, hardened electronics, release systems and antennas for aircraft platforms.

*Mission Networks:* Communications and networking solutions for air traffic management.

*ACS:* Threat warning and countermeasures for airborne, ground and maritime platforms.

*IMS*

*ISR:* Airborne passive sensing and targeting, mission systems development, integration and life-cycle management for strategic reconnaissance, national command and control, tactical surveillance, electronic attack, agile strike, mobility, and classified platforms.

*Maritime:* Passive sensing and targeting, autonomy and manned and unmanned teaming, power and communications, undersea sensors and networks and classified capabilities for manned platforms and unmanned surface and undersea vessels.

*Electro Optical:* Passive sensing and targeting; laser imaging and sensor systems; space communications and avionics; and fuzing, navigation and range-testing solutions on platforms spanning all domains.

*Commercial Aviation Solutions:* Integrated aircraft avionics, pilot training and data analytics services for the commercial aviation industry.

On November 27, 2023, we announced that we entered into a definitive agreement to sell Commercial Aviation Solutions (“CAS disposal group”).

*CS*

CS enables warfighters across all domains with solutions critical to mission success even in the most contested environments.

*Tactical Communications:* Design, manufacture and sustainment of resilient and secure communication solutions that include tactical radios, software, satellite terminals and end-to-end battlefield systems.

*Broadband Communications:* Design, manufacture and sustainment of resilient and secure communication solutions that include ISR and tactical data links, software and integrated broadband networks.

*AR*

On July 28, 2023, we acquired AJRD, a technology-based engineering and manufacturing company.

AR is a leading provider of propulsion, power and armament products and systems to U.S. government, including the DoD, National Aeronautics and Space Administration (“NASA”) and major aerospace and defense prime contractors in the following business sectors:

*Space Propulsion and Power Systems:* Premier propulsion and power systems for national security, space and exploration missions.

Company-wide total backlog was $32.7 billion at December 29, 2023, inclusive of backlog from the acquisitions of TDL and AJRD, compared with $22.3 billion at December 30, 2022.

revenue associated with Company-wide total backlog by the end of 2025, with the remainder to be recognized thereafter.

We conduct R&D activities using our own funds (company-funded R&D) and under contractual arrangements (customer-funded R&D), such as designs.

Time-and-material contracts are considered fixed-price contracts as they specify a fixed hourly rate for each labor hour charged.

We took a step towards our goal by entering into a virtual power purchase agreement, which has been operational since 2021.

We depend on suppliers and subcontractors for a large number of components and subsystems.

For example, in our AR segment we are reliant on a limited number of certified suppliers of cases and igniters, in part because of the extensive qualification and safety requirements on explosive and missile-related components.

We also rely on a limited number of certified microelectronics component suppliers for our products.

Our success depends on our highly-educated and skilled workforce.

*Health and Safety.* We prioritize the safety of our employees through maintaining a proactive safety culture and implementing programs designed to eliminate workplace incidents, risks and hazards.

With these efforts, in the last 3 years, we have reduced our total recordable injury rate (“TRIR”) and lost day injury rate (“LDIR”) by 37% and 41%, respectively.

We maintain a robust succession planning process whereby we regularly review our internal talent pipeline and adjust individual development plans accordingly.

In addition, we offer caregiver time-off and pre-retirement programs.

Also, we have a robust and comprehensive listening strategy centered around multiple employee surveys, enabling us to gain real-time insights into the employee experience.

By prioritizing engagement and utilizing the power of feedback, we continuously evolve our workplace culture to ensure that individuals feel engaged, valued and inspired to perform at their best.

L3HARRIS

Effective January 1, 2022, we streamlined our business segments from four business segments to three business segments.

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

Defense aviation, commercial aviation products and commercial pilot training

operations were moved into the Integrated Mission Systems segment; and mission networks for air traffic management operations were moved into the Space & Airborne Systems segment.

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 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.

Legal Proceedings” of this Report.

Integrated Mission Systems

*ISR:* We develop, integrate and maintain multi-mission ISR, signals intelligence and communication systems, including fleet management support services, sensor development, modifications and periodic depot maintenance for ISR and airborne missions.

Significant customers include DoD and classified customers within the U.S. Government, U.K. Ministry of Defence, Royal Australian Air Force and other select foreign military services.

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

*Maritime:* We develop, integrate, manufacture and sustain mission systems in the maritime domain, specializing in integrated command, control, computers, communications, cyber, intelligence, surveillance and reconnaissance systems (“C5ISR”), bridge control, operational security solutions, signals intelligence and multi-intelligence platforms; ship and submarine-sensors; autonomous, unmanned surface and undersea solutions; power and 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 navies and other defense users.

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

Significant customers include the U.S. Army, the USAF, USN, National Aeronautics and Space Administration, Canadian Department of National Defense, commercial space companies and more than 80 foreign militaries.

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.

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

We develop, install and maintain flight simulators and training systems that are customized to commercial aircraft.

We also provide commercial pilot training services, including airline training for licensed pilots, academy programs for new cadets and flight school training for pilots.

Significant customers include commercial airlines, aircraft manufacturers and foreign military agencies.

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.

Additional information regarding the composition of IMS revenue of $6.9 billion for fiscal 2022 is as follows:


“U.S. Government Revenue” includes foreign military sales funded through the U.S. Government, whether directly or through prime contractors.

“International Revenue” refers to product and service revenue for which the end consumer is located outside the U.S.

For a discussion of certain risks affecting this segment, including risks relating to our U.S. Government contracts and subcontracts, see “Item 1.

Space & Airborne Systems

We are a prime contractor on complete satellite systems, providing advanced payloads and integrated ground systems.

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.

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

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

See *Note 15: Legal Proceedings, Commitments and Contingencies* included in our Notes for information relating to our legal proceedings.

From time to time, as a normal incident of the nature 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; environmental matters; or compliance with government procurement or related legal or regulatory requirements.

Claimed amounts against us may be substantial, but may not bear any reasonable relationship to the merits of the claim or the extent of any real risk of court or arbitral awards.

Although it is not 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.

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

_____________________________________________________________________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.

For the fiscal year ended December [removed: 30, 2022][added: 29, 2023]

[removed: ][added: ]

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant [added: 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 [added: compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b).☐]

The aggregate market value of the voting common equity held by non-affiliates of the registrant at [removed: July 1, 2022] [added: June 30, 2023] was [removed: $46,385,211,550] [added: $37,362,290,944] (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 [removed: July 1, 2022] [added: June 30, 2023] are affiliates.

The number of shares outstanding of the registrant’s common stock as of February [removed: 17, 2023] [added: 9, 2024] was [removed: 190,089,405.][added: 190,107,856.]

Portions of the registrant’s definitive Proxy Statement for the [removed: 2023] [added: 2024] Annual Meeting of Shareholders scheduled to be held on April [removed: 21, 2023,] [added: 19, 2024,] 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: 30, 2022,] [added: 29, 2023,] 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: 30, 2022][added: 29, 2023]

| | | | [ITEM 1. [removed: Business](#iefe78000fcc84d7eb9dad62280c74976_16)] [added: Business](#ie4244e02cdab41a9816939ebb663e2bf_22)] | | | [removed: [1](#iefe78000fcc84d7eb9dad62280c74976_16)] [added: [1](#ie4244e02cdab41a9816939ebb663e2bf_22)] | | |

| | | | [ITEM 1A. Risk [removed: Factors](#iefe78000fcc84d7eb9dad62280c74976_19)] [added: Factors](#ie4244e02cdab41a9816939ebb663e2bf_25)] | | | [removed: [11](#iefe78000fcc84d7eb9dad62280c74976_19)] [added: [7](#ie4244e02cdab41a9816939ebb663e2bf_25)] | | |

| | | | [ITEM 1B. Unresolved Staff [removed: Comments](#iefe78000fcc84d7eb9dad62280c74976_22)] [added: Comments](#ie4244e02cdab41a9816939ebb663e2bf_28)] | | | [removed: [24](#iefe78000fcc84d7eb9dad62280c74976_22)] [added: [19](#ie4244e02cdab41a9816939ebb663e2bf_28)] | | |

| | | | [ITEM 2. [removed: Properties](#iefe78000fcc84d7eb9dad62280c74976_25)] [added: Properties](#ie4244e02cdab41a9816939ebb663e2bf_34)] | | | [removed: [24](#iefe78000fcc84d7eb9dad62280c74976_25)] [added: [20](#ie4244e02cdab41a9816939ebb663e2bf_34)] | | |

| | | | [ITEM 3. Legal [removed: Proceedings](#iefe78000fcc84d7eb9dad62280c74976_28)] [added: Proceedings](#ie4244e02cdab41a9816939ebb663e2bf_37)] | | | [removed: [24](#iefe78000fcc84d7eb9dad62280c74976_28)] [added: [20](#ie4244e02cdab41a9816939ebb663e2bf_37)] | | |

| | | | [ITEM 4. Mine Safety [removed: Disclosures](#iefe78000fcc84d7eb9dad62280c74976_31)] [added: Disclosures](#ie4244e02cdab41a9816939ebb663e2bf_40)] | | | [removed: [25](#iefe78000fcc84d7eb9dad62280c74976_31)] [added: [20](#ie4244e02cdab41a9816939ebb663e2bf_40)] | | |

| | | | Information about our [Executive [removed: Officers](#iefe78000fcc84d7eb9dad62280c74976_34)] [added: Officers](#ie4244e02cdab41a9816939ebb663e2bf_43)] | | | [removed: [26](#iefe78000fcc84d7eb9dad62280c74976_34)] [added: [21](#ie4244e02cdab41a9816939ebb663e2bf_43)] | | |

| | | | [ITEM 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity [removed: Securities](#iefe78000fcc84d7eb9dad62280c74976_40)] [added: Securities](#ie4244e02cdab41a9816939ebb663e2bf_49)] | | | [removed: [27](#iefe78000fcc84d7eb9dad62280c74976_40)] [added: [22](#ie4244e02cdab41a9816939ebb663e2bf_49)] | | |

| | | | [ITEM 6. [removed: \[Reserved\]](#iefe78000fcc84d7eb9dad62280c74976_43)] [added: \[Reserved\]](#ie4244e02cdab41a9816939ebb663e2bf_52)] | | | [removed: [29](#iefe78000fcc84d7eb9dad62280c74976_43)] [added: [24](#ie4244e02cdab41a9816939ebb663e2bf_52)] | | |

| | | | [ITEM [removed: 7.](#iefe78000fcc84d7eb9dad62280c74976_46) [](#iefe78000fcc84d7eb9dad62280c74976_220)M[anagement’s] [added: 7.](#ie4244e02cdab41a9816939ebb663e2bf_55) [](#ie4244e02cdab41a9816939ebb663e2bf_232)M[anagement’s] Discussion and Analysis of Financial Condition and Results of [removed: Operations](#iefe78000fcc84d7eb9dad62280c74976_46)] [added: Operations](#ie4244e02cdab41a9816939ebb663e2bf_55)] | | | [removed: [29](#iefe78000fcc84d7eb9dad62280c74976_46)] [added: [24](#ie4244e02cdab41a9816939ebb663e2bf_55)] | | |

| | | | [ITEM 7A. Quantitative and Qualitative Disclosures About Market [removed: Risk](#iefe78000fcc84d7eb9dad62280c74976_64)] [added: Risk](#ie4244e02cdab41a9816939ebb663e2bf_73)] | | | [removed: [53](#iefe78000fcc84d7eb9dad62280c74976_64)] [added: [44](#ie4244e02cdab41a9816939ebb663e2bf_73)] | | |

| | | | [ITEM 8. Financial Statements and Supplementary [removed: Data](#iefe78000fcc84d7eb9dad62280c74976_67)] [added: Data](#ie4244e02cdab41a9816939ebb663e2bf_76)] | | | [removed: [54](#iefe78000fcc84d7eb9dad62280c74976_67)] [added: [44](#ie4244e02cdab41a9816939ebb663e2bf_76)] | | |

| | | | [ITEM 9. Changes in and Disagreements with Accountants on Accounting and Financial [removed: Disclosure](#iefe78000fcc84d7eb9dad62280c74976_187)] [added: Disclosure](#ie4244e02cdab41a9816939ebb663e2bf_199)] | | | [removed: [115](#iefe78000fcc84d7eb9dad62280c74976_187)] [added: [108](#ie4244e02cdab41a9816939ebb663e2bf_199)] | | |

| | | | [ITEM 9A. Controls and [removed: Procedures](#iefe78000fcc84d7eb9dad62280c74976_190)] [added: Procedures](#ie4244e02cdab41a9816939ebb663e2bf_202)] | | | [removed: [115](#iefe78000fcc84d7eb9dad62280c74976_190)] [added: [108](#ie4244e02cdab41a9816939ebb663e2bf_202)] | | |

| | | | [ITEM 9B. Other [removed: Information](#iefe78000fcc84d7eb9dad62280c74976_193)] [added: Information](#ie4244e02cdab41a9816939ebb663e2bf_205)] | | | [removed: [115](#iefe78000fcc84d7eb9dad62280c74976_193)] [added: [109](#ie4244e02cdab41a9816939ebb663e2bf_205)] | | |

| | | | [ITEM 9C. Disclosure Regarding Foreign Jurisdictions That Prevent [removed: Inspections](#iefe78000fcc84d7eb9dad62280c74976_196)] [added: Inspections](#ie4244e02cdab41a9816939ebb663e2bf_208)] | | | [removed: [115](#iefe78000fcc84d7eb9dad62280c74976_193)] [added: [109](#ie4244e02cdab41a9816939ebb663e2bf_205)] | | |

| | | | [ITEM 10. Directors, Executive Officers and Corporate [removed: Governance](#iefe78000fcc84d7eb9dad62280c74976_202)] [added: Governance](#ie4244e02cdab41a9816939ebb663e2bf_214)] | | | [removed: [116](#iefe78000fcc84d7eb9dad62280c74976_202)] [added: [110](#ie4244e02cdab41a9816939ebb663e2bf_214)] | | |

| | | | [ITEM 11. Executive [removed: Compensation](#iefe78000fcc84d7eb9dad62280c74976_205)] [added: Compensation](#ie4244e02cdab41a9816939ebb663e2bf_217)] | | | [removed: [117](#iefe78000fcc84d7eb9dad62280c74976_205)] [added: [111](#ie4244e02cdab41a9816939ebb663e2bf_217)] | | |

| | | | [ITEM 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder [removed: Matters](#iefe78000fcc84d7eb9dad62280c74976_208)] [added: Matters](#ie4244e02cdab41a9816939ebb663e2bf_220)] | | | [removed: [117](#iefe78000fcc84d7eb9dad62280c74976_208)] [added: [111](#ie4244e02cdab41a9816939ebb663e2bf_220)] | | |

| | | | [ITEM [removed: 13](#iefe78000fcc84d7eb9dad62280c74976_211)[.](#iefe78000fcc84d7eb9dad62280c74976_220)] [added: 13](#ie4244e02cdab41a9816939ebb663e2bf_223)[.](#ie4244e02cdab41a9816939ebb663e2bf_232)] [Certain Relationships and Related Transactions, and Director [removed: Independence](#iefe78000fcc84d7eb9dad62280c74976_211)] [added: Independence](#ie4244e02cdab41a9816939ebb663e2bf_223)] | | | [removed: [117](#iefe78000fcc84d7eb9dad62280c74976_211)] [added: [111](#ie4244e02cdab41a9816939ebb663e2bf_223)] | | |

| | | | [ITEM 14. Principal Accounting Fees and [removed: Services](#iefe78000fcc84d7eb9dad62280c74976_214)] [added: Services](#ie4244e02cdab41a9816939ebb663e2bf_226)] | | | [removed: [117](#iefe78000fcc84d7eb9dad62280c74976_214)] [added: [111](#ie4244e02cdab41a9816939ebb663e2bf_226)] | | |

| | | | [ITEM 15. Exhibits, Financial Statement [removed: Schedules](#iefe78000fcc84d7eb9dad62280c74976_220)] [added: Schedules](#ie4244e02cdab41a9816939ebb663e2bf_232)] | | | [removed: [118](#iefe78000fcc84d7eb9dad62280c74976_220)] [added: [112](#ie4244e02cdab41a9816939ebb663e2bf_232)] | | |

Factors that might cause our results to differ materially from those expressed in or implied by these forward-looking statements, from our current expectations or projections or from our historical results include, but are not limited to, those discussed in “Item [removed: 1A.][added: 7.]

| | | | [ITEM 1C. Cybersecurity](#ie4244e02cdab41a9816939ebb663e2bf_31) | | | [19](#ie4244e02cdab41a9816939ebb663e2bf_31) | | |

| | | | [ITEM 16. Form 10-K Summary](#ie4244e02cdab41a9816939ebb663e2bf_238) | | | [119](#ie4244e02cdab41a9816939ebb663e2bf_238) | | |

| [Signatures](#ie4244e02cdab41a9816939ebb663e2bf_241) | | | | | | [120](#ie4244e02cdab41a9816939ebb663e2bf_241) | | |

Management’s Discussion and Analysis of Financial Condition and Results of Operations” and “Item 1A.

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

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

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

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

Risk Management and Strategy

We assess and identify material risks from cybersecurity threats primarily through the work of our Information Security organization as part of our enterprise risk management (“ERM”) process.

The ERM process, administered by management with input from each business segment and function, continually monitors material risks facing L3Harris, including cybersecurity threats.

Our Chief Information Officer (“CIO”), has extensive experience leading information technology for global organizations across aerospace, defense and industrials, works directly with our CEO and other members of senior management to assess cybersecurity threats as part of the ERM process.

The CIO also oversees the internal cybersecurity organization of more than 100 full-time employees headed by our Chief Information Security Officer (our “Cybersecurity Team”).

Risks related to cybersecurity threats are reflected in an enterprise risk “heat map,” along with other material risks identified through the ERM process, and any mitigation plans developed to manage such risks are reported to our Board.

The “heat map” includes risks related to cybersecurity threats to L3Harris and our customers, suppliers, vendors, subcontractors or other third parties, and the possibility of a data breach of our confidential, personal and proprietary information through a cybersecurity incident impacting L3Harris or any third party.

We could be negatively impacted by a security breach, through cyber-attack, cyber intrusion, insider threats, supply chain incidents, or otherwise, or other significant disruption of our IT networks and related systems or of those we operate for certain of our customers.

See “Item 1A - Risk Factors” in this Report for further discussion of specific risks related to cybersecurity threats.

To actively manage cybersecurity risks identified as part of the ERM process or otherwise and to manage emerging cybersecurity threats in real time, management has implemented an ISO 27001 certified Information Security Management System.

Our Cybersecurity Team operates a Security Operations Center that continuously monitors activity, frequently scans applications and systems for vulnerabilities to risk from cybersecurity threats and creates action plans to address and track identified cybersecurity threats until they have been remediated.

Activities and cybersecurity incidents are reported to our CIO, who briefs senior management, including our CEO, as well the Innovation and Cyber Committee of our Board (the “Innovation and Cyber Committee”) and the Audit Committee of our Board (the “Audit Committee”), as appropriate.

Our Cybersecurity Team also routinely engages with third parties, including government agencies focused on cyber resiliency, to manage risks from cybersecurity threats.

For example, we are members of the DoD Defense Industrial Base Collaborative Information Sharing Environment, the National Defense Information Sharing and Analysis Center, and the National Security Agency Enduring Security Framework.

These organizations share real-time cybersecurity threat information and best practices in protecting, detecting and recovering from cybersecurity threats.

We also have a counterintelligence and insider threat program to detect potential external and internal threats, conducted by purposeful or unwitting actors.

As a government contractor, we must comply with extensive cybersecurity regulations, including the Defense Federal Acquisition Regulation Supplement (“DFARS”) related to adequately safeguarding controlled unclassified information (“CUI”) and reporting cybersecurity incidents to the DoD.

The policies and implemented controls reflect our adherence to these requirements and have been assessed by external organizations, including industry partners and the federal government.

To mitigate cybersecurity risk introduced from our supply chain, we have a dedicated Cybersecurity - Supply Chain Risk Management team.

This team assesses new suppliers against best cybersecurity practices, ensures cybersecurity regulations are contractually obligated and coordinates mitigation actions across the company if a supplier is impacted by a cybersecurity incident.

They utilize industry monitoring services to identify potential supply chain incidents and work closely with our Cybersecurity team to understand the latest threats affecting our industry.

_____________________________________________________________________19

Additionally, as part of our processes to manage risks related to a breach in our information systems, management requires employees to take annual cybersecurity training and shares regular awareness updates regarding cybersecurity threats.

Our Cybersecurity Team regularly tests employees throughout the year to assess the effectiveness of the cybersecurity training.

We also periodically conduct penetration testing of our network, hold tabletop exercises of cyber incidents, and undertake cybersecurity assessments led by Internal Audit to improve our risk mitigation and assist in the determination of a potential material impact caused by a cybersecurity incident.

Governance

The Audit Committee provides regular oversight and review of our ERM process and other guidelines and policies governing the processes by which our CEO and senior management assess our exposure to risk, including risk from cybersecurity threats.

The Innovation and Cyber Committee receives regular briefings from our CIO, Chief Information Security Officer and other members of senior management on cybersecurity threats and related matters and assists the Audit Committee in its oversight and review of our ERM process.

The Innovation and Cyber Committee reviews our cybersecurity risk across the enterprise at least annually, including IT, supply chain and products and our cybersecurity strategy framework and operational posture.

The Innovation and Cyber Committee also reviews our IT, data security and other systems, processes, policies, procedures and controls at least annually to (a) identify, assess, monitor and mitigate cybersecurity risks; (b) identify measures to protect and safeguard against cybersecurity threats and breaches of confidential information and data and IT infrastructure and our other assets or assets of our customers or other third parties in our possession or custody; (c) support the response and management of cybersecurity threats and data breach incidents; and (d) aid in compliance with legal and regulatory requirements governing cybersecurity or data security reporting requirements.

The Innovation and Cyber Committee reports its activities to the full Board on a regular basis and makes such recommendations to the Board and management with respect to risks from cybersecurity threats and other matters as it deems necessary or appropriate.

| | | | | | |

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

As of December [removed: 30, 2022,] [added: 29, 2023,] we operated approximately 300 locations in the U.S., Canada, [removed: Europe, Oceania, Asia, the Middle East] [added: EMEA, APAC] and South America, consisting of approximately [removed: 22] [added: 27] million square feet of manufacturing, administrative, R&D, warehousing, engineering and office space, of which we owned approximately [removed: 9] [added: 12] million square feet and leased approximately [removed: 13] [added: 15] million square feet.

As of December [removed: 30, 2022,] [added: 29, 2023,] we had major operations at the following locations:

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

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

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

[removed: Corporate] [added: *Corporate*] — Melbourne, Florida; and Washington, D.C.

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

We [removed: frequently review our anticipated requirements for facilities and] will, from time to time, acquire additional facilities, expand existing facilities and dispose of existing facilities or parts thereof, as management deems necessary.

See *Note [removed: 8:] [added: 5:] Property, Plant and Equipment, Net* and *Note [removed: 18: Lease Commitments*] [added: 11: Leases*] in the Notes for more information on our owned properties and our lease obligations, respectively.

*AR* — Camden, Arkansas; Chatsworth, California; Huntsville, Alabama; West Palm Beach, Florida; Orange, Virginia; Redmond, Washington; Orlando, Florida; Hancock County, Mississippi; and Jonesborough, Tennessee.

Our principal executive offices are located at owned facilities in Melbourne, Florida.

There are no material encumbrances on any of our owned facilities.

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

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

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

| (In millions) | | | Approximate Total Square Feet Owned | | | | | | Approximate Total Square Feet Leased | | | | | | Approximate Total Square Feet | | |

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

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

| Communication Systems | | | 1.7 | | | | | | 1.7 | | | | | | 3.4 | | |

| Corporate | | | 0.3 | | | | | | 0.1 | | | | | | 0.4 | | |

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

Our facilities and other properties are maintained in good operating condition.

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 [removed: 24, 2023] [added: 16, 2024] were as follows:

| Christopher E. Kubasik, [removed: 61] [added: 62] | | | | | | Chair and [removed: Chief Executive Officer] [added: CEO] since June 29, 2022. Vice Chair and [removed: Chief Executive Officer] [added: CEO] from June 29, 2021. Vice Chair, President and Chief Operating Officer from June 29, 2019 to June 29, [removed: 2021 to June 29, 2022.] [added: 2021.] Served with [removed: L3,] [added: L3 Technologies, Inc. (“L3”),] as Chairman, [removed: Chief Executive Officer] [added: CEO] and President from May 2018 to June 2019; as [removed: Chief Executive Officer] [added: CEO] and President from January 2018 to May 2018. | | |

| Samir B. Mehta, [removed: 50] [added: 51] | | | | | | President, [removed: Communication Systems] [added: CS] since January 2023. Before joining [removed: L3Harris in January 2023,] [added: L3Harris,] Mr. Mehta worked at Collins Aerospace, a subsidiary of [removed: Raytheon Technologies Corporation (“Raytheon”), formerly United Technologies Corporation,] [added: RTX,] as President of Advanced Structures from 2018 to 2022 and President, Aftermarket from 2017 to 2018. Prior to [removed: Raytheon,] [added: RTX,] Mr. Mehta spent over 17 years with Sikorsky Aircraft, notably serving as President, Defense Systems and Services. | | |

| Scott T. Mikuen, [removed: 61] [added: 62] | | | | | | Senior Vice President, General Counsel and Secretary since February 2013. General Counsel since 2010 and Secretary since 2004. [added: Mr. Mikuen joined L3Harris as finance counsel in 1996.] | | |

| Corliss J. Montesi, [removed: 58] [added: 59] | | | | | | Vice President and Principal Accounting Officer since August 2021. Vice President, Internal Audit from June 2020 to August 2021. Before joining [removed: L3Harris in June 2020,] [added: L3Harris,] 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. | | |

| Jonathan P. Rambeau, [removed: 50] [added: 51] | | | | | | President, [removed: Integrated Mission Systems] [added: IMS] since October 2022. Before joining L3Harris, Mr. Rambeau worked at Lockheed Martin [removed: 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. | | |

| Sean J. Stackley, [removed: 65] [added: 66] | | | | | | Senior Vice President, Strategy & Growth since October 2022. President, [removed: Integrated Mission Systems since] [added: IMS from] June [removed: 29, 2019.] [added: 2019 to October 2022.] 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. | | |

| Edward J. Zoiss, [removed: 58] [added: 59] | | | | | | President, [removed: Space & Airborne Systems] [added: SAS] since June [removed: 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. | | |

All of our executive officers are elected annually and serve at the pleasure of our [removed: Board of Directors.][added: Board.]

_____________________________________________________________________20

| Kenneth L. Bedingfield, 51 | | | | | | Chief Financial Officer (“CFO”) since December 11, 2023. Before joining L3Harris, Mr. Bedingfield worked at Epirus, Inc. (“Epirus”) as CEO from December 2022 to December 2023, President and Chief Operating Officer from August 2022 to December 2022, and as CFO from June 2020 to December 2022. Prior to Epirus, Mr. Bedingfield worked at Northrop Grumman Corporation (“Northrop Grumman”) most recently as CFO from 2015 to 2020, Aerospace Sector CFO from 2013 to 2015, and Corporate Controller and Chief Accounting Officer from 2011 to 2013. Prior to Northrop Grumman, Mr. Bedingfield spent 17 years at KPMG, serving as the Partner of the Aerospace & Defense Audit Practice. | | |

| Ross S. Niebergall, 60 | | | | | | President, AR since July 2023. Vice President, AR Integration from March 2023 to July 2023. Vice President and Chief Technology Officer from July 2017 to March 2023. Before joining L3Harris, Mr. Niebergall worked at RTX, for over 10 years, notably serving as the Vice President and Deputy for Development Programs, Engineering and Technology from 2016 to 2017 and CEO of Thales Raytheon Systems from 2014 to 2016. | | |

| Melanie Rakita, 46 | | | | | | Vice President and Chief Human Resources Officer since April 2023. Vice President, Human Resources for IMS from February 2023 to March 2023, for SAS from July 2019 to February 2023, and for Electronic Systems from February 2018 to June 2019. Vice President of Talent and Inclusion from February 2017 to February 2018. Vice President, Critical Networks from November 2015 to February 2017. Before joining L3Harris, Ms. Rakita worked for United Technologies Corporation from 2008 to 2015. | | |

_____________________________________________________________________21

_____________________________________________________________________25

| James P. Girard, 46 | | | | | | Vice President and Chief Human Resources Officer since June 29, 2019. Vice President, Human Resources from July 2015 to June 2019. | | |

| Michelle L. Turner, 49 | | | | | | Senior Vice President and Chief Financial Officer since January 2022. Before joining L3Harris, Ms. Turner worked at Johnson & 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. | | |

There are no arrangements or understandings between any of our executive officers or directors and any other person pursuant to which any of them was appointed or elected as an officer or director, other than arrangements or understandings with our directors or officers acting solely in their capacities as such.

_____________________________________________________________________26

Our common stock, par value $1.00 per share, is listed and traded on the [removed: NYSE,] [added: New York Stock Exchange (“NYSE”),] under the ticker symbol “LHX.” According to the records of our transfer agent, as of February [removed: 17, 2023,] [added: 9, 2024,] there were [removed: 10,087] [added: 9,667] holders of record of our common stock.

We paid per share cash dividends on our common stock of [removed: $1.12] [added: $1.14] each quarterly period of fiscal [removed: 2022, $1.02] [added: 2023, $1.12] each quarterly period of fiscal [removed: 2021] [added: 2022] and [removed: $.85] [added: $1.02] each quarterly period of fiscal [removed: 2020.][added: 2021.]

Our annualized per share cash dividend rate was [removed: $4.48] [added: $4.56] in fiscal [removed: 2022, $4.08] [added: 2023, $4.48] in fiscal [removed: 2021] [added: 2022] and [removed: $3.40] [added: $4.08] in fiscal [removed: 2020.][added: 2021.]

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

The [removed: annual] declaration of dividends by our Board [removed: 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 [removed: of Directors] may deem relevant.

*The following performance graph [removed: and table do] [added: is] not [removed: constitute soliciting material and] [added: deemed to be filed with] the [removed: performance graph] [added: SEC or subject to the liabilities of Section 18 of the Exchange Act,] and [removed: table] should not be deemed [removed: filed or] [added: to be] incorporated by reference into any other previous or future filings by us under the Securities Act or the Exchange [removed: Act, except to the extent that we specifically incorporate the performance graph and table by reference therein.*][added: Act.*]

The performance graph and table below compare [removed: each of] the [removed: 2] fiscal [removed: years] [added: year] in the period ended June 28, 2019, the fiscal transition period for the two quarters ended January 3, 2020, fiscal 2020, fiscal [removed: 2021 and] [added: 2021,] fiscal 2022 [added: and fiscal 2023] cumulative total shareholder [removed: return, or TSR,] [added: return (“TSR”)] of our common stock (the common stock of Harris Corporation prior to the L3Harris Merger 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 [removed: and table] below assume an initial investment of $100 at the close of business on June [removed: 30, 2017] [added: 29, 2018] in L3Harris common stock, the S&P 500 and the S&P 500 Aerospace & Defense and the reinvestment of all dividends.

COMPARISON OF [removed: EACH OF] THE [removed: TWO] FISCAL [removed: YEARS IN THE PERIOD] [added: YEAR] ENDED JUNE 28, 2019 (PRIOR TO THE L3HARRIS MERGER), THE FISCAL TRANSITION PERIOD FOR THE TWO QUARTERS ENDED JANUARY 3, 2020, FISCAL 2020, FISCAL [removed: 2021 AND] [added: 2021,] FISCAL 2022 [added: AND FISCAL 2023] CUMULATIVE TOTAL RETURN AMONG L3HARRIS, S&P 500 AND S&P 500 AEROSPACE & DEFENSE

[removed: ][added: ]

During fiscal [removed: 2022,] [added: 2023,] we did not issue or sell any unregistered securities.

[removed: On January 28, 2021,] [added: (1)On October 21, 2022,] we announced that our Board [removed: of Directors] approved a [removed: $6.0] [added: $3] billion share repurchase authorization under our [added: share] repurchase program that was in addition to the remaining unused authorization of [removed: $210 million as of January 1, 2021.][added: 1.5 billion at that time.]

On October 21, 2022, we announced that our Board [removed: of Directors] approved an additional $3.0 billion share repurchase [removed: authorization.][added: authorization that was in addition to the remaining unused authorization of 1.5 billion at that time.]

During fiscal [removed: 2021,] [added: 2023,] we repurchased [removed: 17.1] [added: 2.5] million shares of our common stock under our share repurchase program for [removed: $3.7] [added: $0.5] billion at an average share price of [removed: $215.28,] [added: $204.38,] excluding commissions of $0.02 per share.

The following table sets forth information with respect to repurchases by us of our common stock during the fiscal quarter ended December [removed: 30, 2022:][added: 29, 2023.]

| Period* | | | Total number of shares purchased | | | | | | Average price paid per share | | | | | | Total number [removed: of shares] [added: of shares] purchased as part of [removed: publicly announced] [added: publicly announced] plans or programs(1) | | | | | | [removed: Maximum approximate dollar value of] [added: Maximum approximate dollar value of] shares that [removed: may yet] [added: may yet] be [removed: purchased under] [added: purchased under] the [removed: plans or] [added: plans or] programs(1) ($ in millions) | | |

| (October [removed: 29, 2022] [added: 28, 2023] - November [removed: 25, 2022)] [added: 24, 2023)] | | | | | | | | | | | | | | | | | | | | | | | |

| Repurchase program(1) | | | — | | | | | | $ | — | | | | | — | | | | | | [removed: $4,452] [added: $3,935] | | |

| (November [removed: 26, 2022] [added: 25, 2023] - December [removed: 30, 2022)] [added: 29, 2023)] | | | | | | | | | | | | | | | | | | | | | | | |

As of December [removed: 30, 2022,] [added: 29, 2023,] the remaining unused authorization under our repurchase programs was [removed: $4.5] [added: $3.9] billion (as reflected in the table above).

(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 [removed: units, restricted] units or restricted [removed: shares] [added: units] that vested during the quarter and (b) performance [removed: units, restricted] units or restricted [removed: shares] [added: units] returned to us upon retirement or employment termination of employees.

_____________________________________________________________________22

On January 28, 2021, we announced that our Board approved a $6.0 billion share repurchase authorization under our repurchase program.

As of December 29, 2023, the remaining unused authorization under our repurchase programs was $3.9 billion.

Employee transactions are represented by 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.

_____________________________________________________________________23

| (September 30, 2023 - October 27, 2023) | | | | | | | | | | | | | | | | | | | | | | | |

| Employee transactions(2) | | | 20,761 | | | | | | $ | 171.09 | | | | | — | | | | | | — | | |

| Repurchase program(1) | | | — | | | | | | $ | — | | | | | — | | | | | | $3,935 | | |

| Employee transactions(2) | | | 26,591 | | | | | | $ | 185.30 | | | | | — | | | | | | — | | |

| Repurchase program(1) | | | — | | | | | | $ | — | | | | | — | | | | | | $3,935 | | |

| Employee transactions(2) | | | 9,314 | | | | | | $ | 200.54 | | | | | — | | | | | | — | | |

| Total | | | 56,666 | | | | | | | | | | | | — | | | | | | $3,935 | | |

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.

Our equity incentive plans provide that the value of shares delivered to us to pay the exercise price of options or to cover tax withholding obligations shall be the closing price of our common stock on the date the relevant transaction occurs.

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

_____________________________________________________________________27

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

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

| L3HARRIS PERIOD END | | | June 30, 2017 | | | June 29, 2018 | | | June 28, 2019 | | | January 3, 2020 | | | January 1, 2021 | | | December 31, 2021 | | | December 30, 2022 | | |

| 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 | |

The level and timing of our repurchases depends on a number of factors, including our financial condition, capital requirements, cash flows,

_____________________________________________________________________28

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

The timing, volume and nature of repurchases are subject to market conditions, applicable securities laws and other factors and are at our discretion and may be suspended or discontinued at any time.

Shares repurchased by us are cancelled and retired.

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

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

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

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

| 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.

[removed: | [Management’s Report on Internal Control Over Financial Reporting](#iefe78000fcc84d7eb9dad62280c74976_70) | | | [55](#iefe78000fcc84d7eb9dad62280c74976_70) | | |][added: MANAGEMENT’S REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING]

| [Report of Independent Registered Public Accounting Firm (PCAOB [removed: ID:](#iefe78000fcc84d7eb9dad62280c74976_73)] [added: ID:](#ie4244e02cdab41a9816939ebb663e2bf_82)] 42[) on the Consolidated Financial [removed: Statements](#iefe78000fcc84d7eb9dad62280c74976_73)] [added: Statements](#ie4244e02cdab41a9816939ebb663e2bf_82)] | | | [removed: [56](#iefe78000fcc84d7eb9dad62280c74976_73)] [added: [46](#ie4244e02cdab41a9816939ebb663e2bf_82)] | | |

| [Report of Independent Registered Public Accounting Firm on the Effectiveness of Internal Control Over Financial [removed: Reporting](#iefe78000fcc84d7eb9dad62280c74976_76)] [added: Reporting](#ie4244e02cdab41a9816939ebb663e2bf_85)] | | | [removed: [59](#iefe78000fcc84d7eb9dad62280c74976_76)] [added: [50](#ie4244e02cdab41a9816939ebb663e2bf_85)] | | |

| [removed: [Consolidated](#iefe78000fcc84d7eb9dad62280c74976_79) [Statement] [added: Consolidated Statement] of [removed: Operations](#iefe78000fcc84d7eb9dad62280c74976_79)] [added: Operations] [— Fiscal [removed: Year](#iefe78000fcc84d7eb9dad62280c74976_79) [Ended](#iefe78000fcc84d7eb9dad62280c74976_79)] [added: Year Ended](#ie4244e02cdab41a9816939ebb663e2bf_88)] December [added: 29, 2023, [](#ie4244e02cdab41a9816939ebb663e2bf_88)December] 30, [removed: 2022, [](#iefe78000fcc84d7eb9dad62280c74976_79)December 31, 2021] [added: 2022] and [removed: [](#iefe78000fcc84d7eb9dad62280c74976_79)January 1,] [added: [](#ie4244e02cdab41a9816939ebb663e2bf_88)December 31,] 2021 | | | [removed: [60](#iefe78000fcc84d7eb9dad62280c74976_79)] [added: [52](#ie4244e02cdab41a9816939ebb663e2bf_549755816155)] | | |

| [removed: [Consolidated] [added: Consolidated] Statement of Comprehensive Income [removed: —](#iefe78000fcc84d7eb9dad62280c74976_82)] [added: [—](#ie4244e02cdab41a9816939ebb663e2bf_91)] [Fiscal [removed: Year](#iefe78000fcc84d7eb9dad62280c74976_79) [Ended](#iefe78000fcc84d7eb9dad62280c74976_79)] [added: Year Ended](#ie4244e02cdab41a9816939ebb663e2bf_88)] December [added: 29, 2023, December] 30, [removed: 2022,] [added: 2022 and] December 31, 2021 [removed: and January 1, 2021] | | | [removed: [61](#iefe78000fcc84d7eb9dad62280c74976_82)] [added: [53](#ie4244e02cdab41a9816939ebb663e2bf_91)] | | |

| [removed: [Consolidated] [added: Consolidated] Balance Sheet [removed: —](#iefe78000fcc84d7eb9dad62280c74976_85)] [added: [—](#ie4244e02cdab41a9816939ebb663e2bf_94)] December [removed: 30, 2022] [added: 29, 2023] and December [removed: 31, 2021] [added: 30, 2022] | | | [removed: [62](#iefe78000fcc84d7eb9dad62280c74976_85)] [added: [54](#ie4244e02cdab41a9816939ebb663e2bf_94)] | | |

| [removed: [Consolidated] [added: Consolidated] Statement of Cash Flows [removed: —](#iefe78000fcc84d7eb9dad62280c74976_88)] [added: [—](#ie4244e02cdab41a9816939ebb663e2bf_97)] [Fiscal [removed: Year](#iefe78000fcc84d7eb9dad62280c74976_79) [Ended](#iefe78000fcc84d7eb9dad62280c74976_79)] [added: Year Ended](#ie4244e02cdab41a9816939ebb663e2bf_88)] December [added: 29, 2023, [](#ie4244e02cdab41a9816939ebb663e2bf_88)December] 30, [removed: 2022, [](#iefe78000fcc84d7eb9dad62280c74976_79)December 31, 2021] [added: 2022] and [removed: January 1, 2021[](#iefe78000fcc84d7eb9dad62280c74976_79)] [added: December 31, 2021[](#ie4244e02cdab41a9816939ebb663e2bf_88)] | | | [removed: [63](#iefe78000fcc84d7eb9dad62280c74976_88)] [added: [55](#ie4244e02cdab41a9816939ebb663e2bf_97)] | | |

| [removed: [Consolidated] [added: Consolidated] Statement of Equity [removed: —](#iefe78000fcc84d7eb9dad62280c74976_91)] [added: [—](#ie4244e02cdab41a9816939ebb663e2bf_100)] [Fiscal [removed: Year](#iefe78000fcc84d7eb9dad62280c74976_79) [Ended](#iefe78000fcc84d7eb9dad62280c74976_79)] [added: Year Ended](#ie4244e02cdab41a9816939ebb663e2bf_88)] December [added: 29, 2023, [](#ie4244e02cdab41a9816939ebb663e2bf_88)December] 30, [removed: 2022, [](#iefe78000fcc84d7eb9dad62280c74976_79)December 31, 2021] [added: 2022] and [removed: January 1,] [added: December 31,] 2021 | | | [removed: [64](#iefe78000fcc84d7eb9dad62280c74976_91)] [added: [56](#ie4244e02cdab41a9816939ebb663e2bf_100)] | | |

| [Notes [removed: to] [added: to](#ie4244e02cdab41a9816939ebb663e2bf_103)] Consolidated Financial [removed: Statements](#iefe78000fcc84d7eb9dad62280c74976_94)] [added: Statements] | | | [removed: [65](#iefe78000fcc84d7eb9dad62280c74976_94)] [added: [57](#ie4244e02cdab41a9816939ebb663e2bf_103)] | | |

[removed: MANAGEMENT’S REPORT ON INTERNAL CONTROL][added: | [Management’s Report on Internal Control Over Financial Reporting](#ie4244e02cdab41a9816939ebb663e2bf_79) | | | [45](#ie4244e02cdab41a9816939ebb663e2bf_79) | | |]

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: 30, 2022.][added: 29, 2023.]

Based on management’s assessment and those criteria, management concluded that the Company maintained effective internal control over financial reporting as of December [removed: 30, 2022.][added: 29, 2023.]

This report appears on page [removed: 59] [added: [50](#ie4244e02cdab41a9816939ebb663e2bf_85)] 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: 30, 2022] [added: 29, 2023] and December [removed: 31, 2021,] [added: 30, 2022,] the related consolidated statements of operations, comprehensive income, cash flows and equity for each of the three years in the period ended December [removed: 30, 2022,] [added: 29, 2023,] 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: 30, 2022] [added: 29, 2023] and December [removed: 31, 2021,] [added: 30, 2022,] and the results of its operations and its cash flows for each of the three years in the period ended December [removed: 30, 2022,] [added: 29, 2023,] 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: 30, 2022,] [added: 29, 2023,] 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: 24, 2023] [added: 16, 2024] expressed an unqualified opinion thereon.

| *Description of the Matter* | | | At December [removed: 30, 2022,] [added: 29, 2023,] the Company’s goodwill was [removed: $17] [added: $20.0] billion. As more fully described in 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. The Company estimates the fair value of its reporting units using a combination of a discounted cash flows analysis and market-based valuation methodologies. [removed: 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 in management’s determination of the fair value of the reporting units. The significant estimation is primarily due to the sensitivity of the respective fair values to underlying assumptions, [added: particularly at the Electro Optical and Intelligence, Surveillance, and Reconnaissance reporting units,] including changes in the weighted average cost of capital, projected revenue growth [removed: rates, projected operating margins, terminal growth rate] [added: rates] and [removed: market multiples.] [added: projected EBITDA margins.] 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 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 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: 30, 2022,] [added: 29, 2023,] 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: 30, 2022,] [added: 29, 2023,] 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: 30, 2022] [added: 29, 2023] and December [removed: 31, 2021,] [added: 30, 2022,] the related consolidated statements of operations, comprehensive income, cash flows and equity for each of the three years in the period ended December [removed: 30, 2022,] [added: 29, 2023,] and the related notes and our report dated February [removed: 24, 2023] [added: 16, 2024] expressed an unqualified opinion thereon.

| (In millions, except per share amounts) | | | December [removed: 30, 2022] [added: 29, 2023] | | | | | | December [removed: 31, 2021] [added: 30, 2022] | | | | | | [removed: January 1,] [added: December 31,] 2021 | | |

| [removed: Revenue from services] [added: Services] | | | [removed: 4,965] [added: 5,725] | | | | | | [removed: 4,658] [added: 4,965] | | | | | | [removed: 4,613] [added: 4,658] | | |

| [removed: Revenue from] [added: Cost of] product sales and services | | | [removed: 17,062] [added: $] | [added: 16] | | | | | [removed: 17,814] [added: $] | [added: 19] | | | | | [removed: 18,194] [added: $] | [added: 14] | |

| [removed: Cost of services] [added: Services] | | | [removed: (3,780)] [added: (4,595)] | | | | | | [removed: (3,431)] [added: (3,780)] | | | | | | [removed: (3,422)] [added: (3,431)] | | |

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

| Impairment of goodwill and other assets | | | [removed: (802)] [added: (374)] | | | | | | [removed: (207)] [added: (802)] | | | | | | [removed: (767)] [added: (207)] | | |

| Interest expense, net | | | [removed: (279)] [added: (543)] | | | | | | [removed: (265)] [added: (279)] | | | | | | [removed: (254)] [added: (265)] | | |

| Income from continuing operations before income taxes | | | [removed: 1,273] [added: 1,221] | | | | | | [removed: 2,283] [added: 1,273] | | | | | | [removed: 1,322] [added: 2,283] | | |

| Income taxes | | | [removed: (212)] [added: (23)] | | | | | | [removed: (440)] [added: (212)] | | | | | | [removed: (234)] [added: (440)] | | |

| Income from continuing operations | | | [removed: 1,061] [added: 1,198] | | | | | | [removed: 1,843] [added: 1,061] | | | | | | [removed: 1,088] [added: 1,843] | | |

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

| Net income | | | [removed: 1,061] [added: 1,198] | | | | | | [removed: 1,842] [added: 1,061] | | | | | | [removed: 1,086] [added: 1,842] | | |

| Noncontrolling interests, net of income taxes | | | [removed: 1] [added: 29] | | | | | | [removed: 4] [added: 1] | | | | | | [removed: 33] [added: 4] | | |

| Net income attributable to L3Harris Technologies, Inc. | | | $ | [removed: 1,062] [added: 1,227] | | | | | $ | [removed: 1,846] [added: 1,062] | | | | | $ | [removed: 1,119] [added: 1,846] | |

| Income from continuing operations | | | $ | [removed: 1,062] [added: 1,227] | | | | | $ | [removed: 1,847] [added: 1,062] | | | | | $ | [removed: 1,121] [added: 1,847] | |

| Net income | | | $ | [removed: 1,062] [added: 1,227] | | | | | $ | [removed: 1,846] [added: 1,062] | | | | | $ | [removed: 1,119] [added: 1,846] | |

| [added: Basic] | | | $ | [removed: 5.54] [added: 6.47] | | | | | $ | [removed: 9.17] [added: 5.54] | | | | | $ | [removed: 5.23] [added: 9.17] | |

| Diluted | | | $ | [removed: 5.49] [added: 6.44] | | | | | $ | [removed: 9.09] [added: 5.49] | | | | | $ | [removed: 5.19] [added: 9.09] | |

| (In millions) | | | December [removed: 30, 2022] [added: 29, 2023] | | | | | | December [removed: 31, 2021] [added: 30, 2022] | | | | | | [removed: January 1,] [added: December 31,] 2021 | | |

_____________________________________________________________________44

Management excluded from its assessment of effectiveness of the Company’s internal control over financial reporting the internal controls of Tactical Data Links product line (“TDL”) and Aerojet Rocketdyne Holdings, Inc. (“AJRD”), which the Company acquired on January 3, 2023 and July 28, 2023, respectively.

The financial statements of TDL and AJRD represent 1% and 5%, respectively, of the Company’s total assets, excluding the preliminary value of goodwill and other intangible assets, as of December 29, 2023, and 2% and 5%, respectively, of the Company’s total revenue for the fiscal year then ended.

Management will include the internal controls of TDL and AJRD in its assessment of the effectiveness of the Company’s internal control over financial reporting as of the end of fiscal 2024.

_____________________________________________________________________45

_____________________________________________________________________46

_____________________________________________________________________47

_____________________________________________________________________48

| | | | Valuation of customer relationship intangible assets in the acquisition of Aerojet Rocketdyne | | |

| *Description of the Matter* | | | As described in the consolidated financial statements, the Company completed its acquisition of Aerojet Rocketdyne Holdings, Inc. on July 28, 2023. The acquisition was accounted for using the acquisition method of accounting. The Company’s preliminary accounting for the acquisition included determining the fair value of the customer relationship intangible assets acquired of $2.8 billion. The acquired customer relationship intangible asset is significant, and the valuation is sensitive based on current and projected operating results. Auditing the Company’s accounting for the acquired customer relationship intangible assets involved subjective auditor judgment due to the significant assumptions required in management’s analysis. The significant estimations are primarily due to the sensitivity of the respective fair values to underlying assumptions including changes in the weighted average cost of capital and the projected revenue and EBITDA margins. These assumptions relate to the expected future operating performance of the Company’s reporting unit, are 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 of the process for evaluating the valuation of acquired customer relationship intangible assets by performing a walkthrough of the fair value analysis process, focusing on key controls identified by the company. This included management’s review of the reasonableness of the assumptions used in the analysis. We also tested management’s controls to validate that the data used in the valuation models was complete and accurate. We used an EY valuation specialist to assist with our auditing of the Company’s analysis. In addition, we leveraged our audit team members with experience in complex areas to assist in performing the work, which included engagement executives. Our focus included evaluating the work of the management specialists used for the valuation, reviewing key assumptions included in the valuation with a focus on comparing these assumptions to current industry and economic trends, changes to the Company’s business model, customer base or product mix and other relevant factors. We also performed a sensitivity analysis of significant assumptions to evaluate the changes in the fair value of the acquired intangible assets that would result from changes in the assumptions. | | |

February 16, 2024

_____________________________________________________________________49

As indicated in the accompanying Management’s Report on Internal Control Over Financial Reporting, management’s assessment of and conclusion on the effectiveness of internal control over financial reporting did not include the internal controls of Tactical Data Links product line (“TDL”) and Aerojet Rocketdyne Holdings, Inc. (“AJRD”), which are included in the 2023 consolidated financial statements of the Company as of December 29, 2023 and constituted 1% and 5%, respectively, of total assets, excluding the preliminary value of goodwill and other intangible assets, as of December 29, 2023 and 2% and 5%, respectively, of total revenue for the year then ended.

Our audit of internal control over financial reporting of the Company also did not include an evaluation of the internal control over financial reporting of TDL and AJRD.

_____________________________________________________________________50

February 16, 2024

_____________________________________________________________________51

| Revenue | | | | | | | | | | | | | | | | | |

| Products | | | $ | 13,694 | | | | | $ | 12,097 | | | | | $ | 13,156 | |

| Cost of revenue | | | | | | | | | | | | | | | | | |

| Products | | | (9,711) | | | | | | (8,355) | | | | | | (9,007) | | |

| Total cost of revenue | | | (14,306) | | | | | | (12,135) | | | | | | (12,438) | | |

| General and administrative expenses | | | (3,262) | | | | | | (3,006) | | | | | | (3,280) | | |

| Operating income | | | 1,426 | | | | | | 1,127 | | | | | | 2,109 | | |

| Non-service FAS pension income and other, net | | | 338 | | | | | | 425 | | | | | | 439 | | |

| Discontinued operations, net of income taxes | | | — | | | | | | — | | | | | | (1) | | |

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| Receivables, net of allowances for collection losses of $15 and $40, respectively | | | 1,230 | | | | | | 1,251 | | |

| Other current assets | | | 491 | | | | | | 298 | | |

| Other long-term liabilities | | | 2,879 | | | | | | 2,180 | | |

| Total liabilities | | | 22,858 | | | | | | 14,900 | | |

| Paid-in capital | | | 15,553 | | | | | | 15,677 | | |

| Total liabilities and equity | | | $ | 41,687 | | | | | $ | 33,524 | |

| Net income | | | $ | 1,198 | | | | | $ | 1,061 | | | | | $ | 1,842 | |

| Other operating activities | | | (163) | | | | | | (59) | | | | | | (131) | | |

| Net cash paid for acquired businesses | | | (6,688) | | | | | | — | | | | | | — | | |

| Change in commercial paper, net(1) | | | 1,599 | | | | | | — | | | | | | — | | |

(1) See *Note 8: Debt and Credit Arrangements* in the Notes to the Consolidated Financial Statements.

OVER FINANCIAL REPORTING

February 24, 2023

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

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

| Revenue from product sales | | | $ | 12,097 | | | | | $ | 13,156 | | | | | $ | 13,581 | |

| Cost of product sales | | | (8,355) | | | | | | (9,007) | | | | | | (9,464) | | |

| Cost of product sales and services | | | (12,135) | | | | | | (12,438) | | | | | | (12,886) | | |

| Engineering, selling and administrative expenses | | | (2,998) | | | | | | (3,280) | | | | | | (3,315) | | |

| Non-operating income, net | | | 425 | | | | | | 439 | | | | | | 401 | | |

| Basic | | | | | | | | | | | | | | | | | |

| Continuing operations | | | $ | 5.54 | | | | | $ | 9.17 | | | | | $ | 5.24 | |

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

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

| Defined benefit plans | | | 262 | | | | | | 614 | | |

| Operating lease liabilities | | | 741 | | | | | | 768 | | |

| Total non-current liabilities | | | 9,124 | | | | | | 10,839 | | |

| Other capital | | | 15,677 | | | | | | 16,248 | | |

| Proceeds from sale of asset group, net | | | 18 | | | | | | 10 | | | | | | — | | |

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

| Payments of interest rate derivative obligations | | | — | | | | | | — | | | | | | (113) | | |

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

| Balance at January 3, 2020 | | | $ | 218 | | | | | $ | 20,694 | | | | | $ | 2,183 | | | | | $ | (508) | | | | | $ | 157 | | | | | $ | 22,744 | |

| Tax withholding payments on share-based awards | | | — | | | | | | (4) | | | | | | — | | | | | | — | | | | | | — | | | | | | (4) | | |

As of December 30, 2022, we had approximately 46,000 employees, including approximately 20,000 engineers and scientists.

Organizational Structure and Change in Accounting Policy — We implemented a new organizational structure effective January 1, 2022, resulting in changes to our operating segments, which are also our reportable segments and are referred to as our business segments.

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.

During the quarter ended April 3, 2020, we adjusted our segment reporting to better align our businesses and transferred two businesses between our IMS and SAS segments.

Non-cash investing and financing activities during fiscal 2022 and 2021 included a $123 million and $260 million right-of-use asset we obtained in exchange for a corresponding operating lease liability.

These non-cash investing and financing activities are excluded from the “Other investing” and “Other financing” line items in our Consolidated Statement of Cash Flows.

There were no material non-cash investing or financing activities during fiscal 2020.

Contract assets include unbilled amounts typically resulting from revenue recognized exceeding amounts billed to customers for contracts utilizing the POC cost-to-cost revenue recognition method.

revenue recognized, including deferred revenue.

Contract assets and liabilities are reported on a contract-by-contract basis at the end of each reporting period.

Costs to Obtain or Fulfill a Contract — Costs to obtain a contract are incremental direct costs incurred to obtain a contract with a customer, including sales commissions and dealer fees, and are capitalized if material.

Costs to fulfill a contract include costs directly related to a contract or a specific anticipated contract (for example, mobilization, set-up and certain design costs) that generate or enhance our ability to satisfy our performance obligations under these contracts.

Our disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed in our reports filed or submitted under the Exchange Act is accumulated and communicated to management, including our [removed: Chief Executive Officer] [added: CEO] and [removed: Chief Financial Officer,] [added: CFO] as appropriate to allow timely decisions regarding required disclosures.

As required by Rule 13a-15 under the Exchange Act, as of December [removed: 30, 2022,] [added: 29, 2023,] we carried out an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures.

This evaluation was carried out under the supervision and with the participation of our management, including our [removed: Chief Executive Officer] [added: CEO] and our [removed: Chief Financial Officer.][added: CFO.]

Based on this work and other evaluation procedures, our management, including our [removed: Chief Executive Officer] [added: CEO] and our [removed: Chief Financial Officer,] [added: CFO,] has concluded that as of December [removed: 30, 2022,] [added: 29, 2023,] our disclosure controls and procedures were effective.

(b) *Changes in Internal Control:* We periodically review our internal control over financial reporting [added: (“ICFR”)] as part of our efforts to ensure compliance with the requirements of Section 404 of the Sarbanes-Oxley Act of 2002.

In addition, we routinely review our system of [removed: internal control over financial reporting] [added: ICFR] to identify potential changes to our processes and systems that may improve controls and increase efficiency, while ensuring that we maintain an effective internal control environment.

In addition, when we acquire new businesses, we incorporate our controls and procedures into the acquired business as part of our integration [removed: activities.]

[removed: There] [added: Other than changes related to incorporating our controls and procedures with respect to AJRD operations, there] have been no changes in our [removed: internal control over financial reporting] [added: ICFR] that occurred during the quarter ended December [removed: 30, 2022] [added: 29, 2023] that have materially affected, or are reasonably likely to materially affect, our [removed: internal control over financial reporting.][added: ICFR.]

(c) *Evaluation of [removed: Internal Control over Financial Reporting:*] [added: ICFR:*] Our management is responsible for establishing and maintaining adequate [removed: internal control over financial reporting.][added: ICFR.]

Our management, with the participation of our [removed: Chief Executive Officer] [added: CEO] and our [removed: Chief Financial Officer,] [added: CFO,] assessed the effectiveness of our [removed: internal control over financial reporting] [added: ICFR] as of December [removed: 30, 2022.][added: 29, 2023.]

Based on our management’s assessment and those criteria, our management concluded that our [removed: internal control over financial reporting] [added: ICFR] was effective as of December [removed: 30, 2022.][added: 29, 2023.]

The effectiveness of our [removed: internal control over financial reporting] [added: ICFR] was audited by Ernst & Young LLP, our independent registered public accounting firm, whose unqualified report is included within “Item 8.

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activities.

As part of our acquisition of AJRD, we are in the process of incorporating our controls and procedures with respect to AJRD’s operations, and we will include internal controls with respect to AJRD’s operations in our assessment of the effectiveness of our ICFR as of the end of fiscal 2024.

Our management excluded from its assessment of effectiveness of ICFR the internal controls of AJRD, which we acquired on July 28, 2023, and whose financial statements represent 5% of our total assets, excluding the preliminary value of goodwill and other intangible assets, as of December 29, 2023, and 5% of our total revenue for our fiscal year then ended.

Our management will include the internal controls of AJRD in its assessment of the effectiveness of our ICFR as of the end of fiscal 2024.

Securities Trading Plans of Directors and Executive Officers

We require all executive officers and directors to effect purchase and sale transactions in L3Harris securities pursuant to a trading plan (each, a “10b5-1 Plan”) intended to satisfy the requirements of Rule 10b5-1 under the Exchange Act (“Rule 10b5-1”).

We limit executive officers to a single 10b5-1 Plan in effect at any time, subject to limited exceptions in accordance with Rule 10b5-1.

In addition, our stock ownership guidelines require executive officers to maintain ownership of L3Harris securities (excluding stock options and unearned performance share units) with a value equal to a multiple of their annual salary.

Each executive officer identified in the table below is expected to hold securities considerably in excess of L3Harris’ stock ownership guidelines following the sale of the maximum number of shares contemplated.

The following table includes the material terms (other than with respect to the price) of each 10b5-1 Plan adopted or terminated by our executive officers and directors during the quarter ended December 29, 2023:

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

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

| Name and title | | | | | | Date of adoption of 10b5-1 Plan(1) | | | | | | | | | | | | Scheduled expiration date of 10b5-1 Plan(2) | | | | | | Aggregate number of shares of common stock to be purchased or sold(3) | | |

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

| Christopher E. Kubasik Chair and CEO | | | | | | December 14, 2023 | | | | | | | | | | | | April 8, 2024 | | | | | | Up to 46,528 shares underlying options expiring in 2025 | | |

| Scott T. Mikuen Senior Vice President, General Counsel and Secretary | | | | | | December 14, 2023 | | | | | | | | | | | | March 18, 2024 | | | | | | Up to 6,392 shares | | |

| William H. Swanson Director | | | | | | December 13, 2023 | | | | | | | | | | | | May 1, 2024 | | | | | | 2,500 shares | | |

| Edward J. Zoiss President, SAS | | | | | | November 8, 2023 | | | | | | | | | | | | July 26, 2024 | | | | | | Up to 7,217 shares | | |

_______________

(1) Transactions under each Rule 10b5-1 Plan commence no earlier than 90 days after adoption, or such later date as required by Rule 10b5-1.

(2) Each Rule 10b5-1 Plan may expire on such earlier date as all transactions are completed.

(3) Each Rule 10b5-1 Plan provides for shares to be sold on multiple predetermined dates.

Not applicable.

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Information regarding our directors, executive officers and corporate governance is included in our Proxy Statement for our [removed: 2023] [added: 2024] Annual Meeting of Shareholders scheduled to be held on April [removed: 21, 2023] [added: 19, 2024] (our [removed: “2023] [added: “2024] Proxy Statement”), which is expected to be filed within 120 days after the end of our fiscal [removed: 2022.][added: 2023.]

(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 *Nominee Biographies* in our [removed: 2023] [added: 2024] Proxy Statement.

(c) *Audit Committee Information; Financial Expert:* The information required by this Item with respect to the Audit Committee of our Board [removed: of Directors] and “audit committee financial experts” is incorporated herein by reference to the discussions under the headings *Corporate Governance* and *Board Committees*— *Audit Committee* in our [removed: 2023] [added: 2024] Proxy Statement.