L3Harris Technologies (LHX) 10-K risk factor changes: FY2024 vs FY2023

Management’s Discussion and Analysis of Financial Condition and Results of [removed: Operations” of this Report.]

Some of our competitors have greater financial resources than we do and may have [removed: more extensive or more specialized engineering, manufacturing and marketing capabilities than we do in some areas.]

We may not be able to continue to win competitively awarded contracts or to obtain task orders under [removed: multi-award contracts.][added: multi-]

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

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

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

[removed: Procurement funds are] typically [removed: made available for obligation] [added: disbursed] over the course of one to three years.

[removed: Consequently, programs often initially receive only partial] funding, and additional funds are obligated only as Congress authorizes further appropriations.

We cannot predict the extent to which total funding and/or funding for individual programs will be [removed: included, 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,] [added: changed] as [removed: applicable.]

[removed: Budget and appropriations decisions made by] the U.S. Government are outside of our control and [added: may] have long-term consequences for our business.

[removed: U.S. Government] [added: government] spending priorities and levels remain uncertain and difficult to predict and are [added: affected by numerous]

[added: administration, and are] affected by numerous factors, including the U.S. Government’s budget deficit and the [removed: national debt.]

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

[removed: Any inability of the U.S. Government to complete its budget process] for any GFY and resulting operation on funding levels equivalent to its prior fiscal year pursuant to a [removed: CR or shut down, also could have material adverse consequences on our current or future business.][added: Continuing]

[removed: Management’s Discussion and Analysis of Financial Condition and Results of] Operations - U.S. and International Budget Environment” of this Report.

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

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

If our initial estimates are incorrect, we can lose money (or make more or less money than [removed: estimated) on these contracts.]

[removed: 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] [added: price] basis or include cost-type contracting for the development phase with fixed-price production options.

[removed: Furthermore, if we do not meet contract deadlines or] specifications, we may need to renegotiate contracts on less favorable terms, be forced to pay penalties or [removed: liquidated damages or suffer major losses if the customer exercises its right to terminate.]

[removed: In addition, some of our contracts have] provisions relating to cost controls and audit rights, and if we fail to meet the terms specified in those contracts, we [removed: may not realize their full benefits.]

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

Any or all of the foregoing could have a negative impact on our business, financial condition, results of [removed: operations, cash flows and equity.]

[removed: Any costs found to be improperly allocated to a] specific contract will not be reimbursed, and such costs already reimbursed must be refunded.

[removed: We have recorded] contract revenue based on costs we expect to realize upon final audit.

[removed: However, we do not know the outcome of any] future audits and adjustments, and we may be required to materially reduce our revenue or profits upon completion [removed: and final negotiation of audits.]

Negative audit findings could also result in termination of a contract, forfeiture of [removed: profits, suspension of payments, fines or suspension or debarment from U.S. Government contracting or subcontracting for a period of time.]

[removed: In addition, U.S. Government contracts generally contain provisions permitting termination, in whole or in part,] without prior notice at the U.S. Government’s convenience upon payment only for work done and commitments [removed: made at the time of termination.]

[removed: For some contracts, we are a subcontractor and not the prime contractor, and in those arrangements, the U.S. Government could] terminate the prime contractor for convenience without regard for our performance as a subcontractor.

[removed: We may be] unable to [removed: procure] [added: secure] new contracts to offset revenue or backlog lost as a result of any termination of our [removed: U.S. Government contracts.]

[removed: Because a significant portion of our revenue is dependent on our performance and] payment under our U.S. Government contracts, the loss of one or more large contracts could have an adverse impact [removed: on our business, financial condition, results of operations, cash flows and equity.]

[removed: 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 [removed: finally] agreed to between the parties.

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

[removed: These uncertainties or loss of negotiating leverage] associated with long delays could have a material adverse impact on our business, financial condition, results of [removed: operations, cash flows and equity.]

[removed: Our U.S. Government business also is subject to specific procurement regulations and a variety of] socioeconomic and other requirements that, although customary in U.S. Government contracts, increase our [removed: performance and compliance costs.]

[removed: These costs might increase in the future, thereby reducing our margins, which] could have an adverse effect on our business, financial condition, results of operations, cash flows and equity.

[removed: In] addition, the U.S. Government has and may continue to implement initiatives focused on efficiencies, affordability [removed: and cost growth and other changes to its procurement practices.]

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

[removed: The termination of a U.S. Government contract or relationship as a result of any of these acts] would have an adverse impact on our operations and could have an adverse effect on our standing and eligibility for [removed: future U.S. Government contracts.]

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

Our business, financial condition, results of operations, cash flows and equity are subject to, and could be

materially adversely affected by, various risks and uncertainties, including, without limitation, those set forth below,

any one of which could cause our actual results to vary materially from recent results or our anticipated future

results.

*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 revenue from U.S. Government customers, primarily defense-

related programs with the DoD and other government agencies.

The market for sales to U.S. Government customers is highly competitive and the U.S. Government may choose

to use other contractors as part of competitive bidding processes or otherwise.

The U.S. Government has

increasingly relied on certain types of contracts that are subject to multiple competitive bidding processes, including

multi-vendor indefinite-delivery, indefinite-quantity (“IDIQ”), government-wide acquisition contracts, General

Services Administration Schedules and other multi-award contracts, which has resulted in greater competition and

increased pricing pressure.

more extensive or more specialized engineering, manufacturing and marketing capabilities than we do in some

areas.

award contracts.

Further, competitive bidding processes involve significant cost and managerial time to prepare bids

_____________________________________________________________________

fulfill any contract awarded to us.

result in the potential loss of opportunities.

Additionally, bid protests from unsuccessful bidders can result in

significant expense or delay, contract modification or contract rescission as a result of our competitors protesting or

challenging contracts awarded to us.

*A reduction in U.S. Government funding or a change in U.S. Government spending priorities could have an*

*adverse impact on our business, financial condition, results of operations, cash flows and equity.* We expect

changes in policy positions and spending priorities from the new Administration.

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.

Congress generally appropriates funds on a U.S. Government fiscal year (“GFY”) basis.

Procurement funds are

Consequently, programs often initially receive only partial

part of the annual appropriations process ultimately approved by Congress and the President or in separate

supplemental appropriations or continuing resolutions, as applicable.

Budget and appropriations decisions made by

U.S.

national debt.

A change in U.S. Government spending priorities or an increase in non-procurement spending at the

basis, could have material adverse consequences on our current or future business.

We have described many of the trends and other factors that we believe could impact our business and future results in “Item 7.

In addition, our business, financial condition, results of operations, cash flows and equity are subject to, and could be materially adversely affected by, various risks and uncertainties, including, without limitation, those set forth below, any one of which could cause our actual results to vary materially from recent results or our anticipated future results.

*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 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 76% in fiscal 2023.

The market for sales to U.S. Government customers is highly competitive, and the U.S. Government often chooses to use contractors other than us, for 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 indefinite delivery, indefinite quantity (“IDIQ”), government-wide acquisition contracts (“GWACs”), General Services Administration Schedules and other multi-award contracts, which has resulted in greater competition and increased pricing pressure.

Additionally, bid protests from unsuccessful bidders can extend the time until work on a contract can begin and may result in significant expense or delay, contract modification or contract rescission as a result of our competitors protesting or challenging contracts awarded to us.

*A reduction in U.S. Government funding or a change in U.S. Government spending priorities could have an adverse impact on our business, financial condition, results of operations, cash flows and equity.* 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.

_____________________________________________________________________7

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

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

For a general description of our U.S. Government contracts and subcontracts, including a discussion of revenue generated thereunder and of cost-reimbursable versus fixed-price contracts, see “Item 1.

Business - Government Contracts” of this Report.

For a description of our revenue recognition policies, see “Item 7.

In fiscal 2023, 73% of our revenue was derived from fixed-price contracts 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 delays because we assume all of the cost burden.

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.

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.

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 over-time (which, especially in the case of sharp and significant sustained inflation, could happen quickly and have long lasting 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 contracts, as opposed to cost-plus and time-and-material contracts.

_____________________________________________________________________8

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

*We depend significantly on U.S. Government contracts, which generally are subject to immediate termination and heavily regulated and audited.

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

These initiatives and changes to procurement practices may change the way U.S. Government contracts are solicited, negotiated and managed, which may affect whether and how we pursue opportunities to provide our products and services to the U.S. Government, including the terms and conditions under which we do so, which may have an adverse impact on our business, financial condition, results of operations, cash flows and equity.

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

Among the causes for debarment are violations of various laws and regulations, including those related to procurement integrity, export control (including 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.

_____________________________________________________________________9

In addition, certain of our non-U.S. customers, including in the Middle East and other oil or natural gas-producing countries, could be adversely affected by weakness or volatility in oil or natural gas prices, or negative expectations about future prices or volatility or impacts of the war between Israel and Hamas, which could adversely affect demand for our products, systems, services or technologies.

*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, Israel, the 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 economic and trade 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.

*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 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.

We may cooperate with the U.S. Government in those investigations.

Under U.S. Government regulations, an indictment of L3Harris by a federal grand jury, or an administrative finding against us as to our present responsibility to be a U.S. Government contractor or subcontractor, could result in us being suspended for a period of time from eligibility for awards of new government contracts or task orders or in a loss of export privileges, which could have a material adverse effect on our business, financial condition, results of operations, cash flows and equity.

The following Management’s Discussion and Analysis (“MD&A”) is intended to assist in an understanding of our [removed: financial condition and results of operations for fiscal 2023 compared with fiscal 2022.]

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

[removed: Except for the historical information contained herein, the] discussions in this MD&A contain forward-looking statements that involve risks and uncertainties.

[removed: Our future results] could differ materially from those discussed herein.

[removed: With customers’ mission-critical needs in mind, we deliver] end-to-end technology solutions connecting the space, air, land, sea and cyber [removed: domains.][added: domains in the interest of global]

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

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

[removed: As of December 29, 2023,] we had approximately [removed: 50,000] [added: 47,000] employees, including approximately [removed: 20,000] [added: 18,000] engineers and scientists.

We structure our operations primarily around the products, systems and services we sell and the markets we [removed: serve, and we report the financial results of our continuing operations in the four segments: SAS, IMS, CS and AR.]

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

[removed: Our largest customers are various departments and agencies of the U.S. Government — the] [added: The] percentage of our revenue that was derived from sales to U.S. Government customers, including foreign [removed: military sales funded through the U.S. Government, whether directly or through prime contractors, was 76%, 74% and 75%, in fiscal 2023, 2022 and 2021, respectively.]

On March [removed: 13, 2023,] [added: 11, 2024,] the President’s Budget Request for GFY [removed: 2024 (“2024 PBR”)] [added: 2025] was released.

On [removed: January 19,] [added: March 9,] 2024, the President signed [removed: a third CR into law extending government] [added: the first tranche of GFY 2024 appropriations] funding [removed: through March 1 and March 8, respectively.][added: bills into law,]

[removed: While operating under a CR,] government agencies are allocated a portion of GFY [removed: 2023] [added: 2024] enacted funds, and DoD is prohibited from starting new [removed: programs.]

The overall defense spending environment, both in the U.S. and internationally, reflects the continued impacts of [removed: the conflicts in Ukraine and geopolitical tensions across Asia and the Middle East, and changes to U.S. Government or international spending priorities have and could in the future impact our business.]

[removed: Business -] International Business,” “Item 1A.

The macroeconomic environment continues to present challenges, which have impacted [added: our business] and may [removed: continue to impact our future results.]

For a discussion of inflation-related risks, see [removed: “Item 1A.]

[removed: See] [added: (2)See] *Note 13: [removed: Acquisitions, Divestitures] [added: Acquisitions] and [removed: Asset Sales*] [added: Divestitures*] in the Notes for further information.

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

[removed: In fiscal 2023, we received several key strategic contract awards across each of our domains,] and we ended [removed: the year] [added: fiscal 2024] with backlog of [removed: $32.7] [added: $34.2] billion, a [removed: 47%] [added: 5%] increase over the prior year.

[removed: Also in fiscal 2023, we] invested [removed: $480] [added: $515] million (2% of total revenue) in company-funded R&D focused on technologies that expand our [removed: capabilities across our domains.]

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

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

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

We use the following key financial performance measures to manage our business, which are discussed in detail [removed: below in the “Operations Review” and “Liquidity and Capital Resources” sections of this MD&A:]

We believe these measures are balanced among long-term and short-term performance, growth [removed: and innovation.]

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

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

| (Dollars in millions, except per share amounts) | [added: January 3, 2025] | | December 29, 2023 | [removed: | | | | | December 30, 2022 | | | | | | | | |]

| [removed: Revenue |] [added: Total revenue] | [added: 21,325] | [removed: $] | 19,419 | [removed: | | | | $ | 17,062 | | | | | | | |]

| Cost of revenue | [added: (15,801)] | | (14,306) | [removed: | | | | | (12,135) | | | | | | | | |]

| [removed: *% of total revenue* | | | *74* | | *%* | | | | *71* | | *%* | | |] [added: Revenue] | | | |

| Gross margin | [added: 5,524] | | 5,113 | [removed: | | | | | 4,927 | | | | | | | | |]

| [removed: *% of total revenue* | | | *26* | | *%* | | | | *29* | | *%* | | |] [added: Total services revenue] | [added: $6,191] | | [added: $5,725] |

[removed: | General] [added: *General] and [removed: administrative expenses | | | (3,262) | | | | | | (3,006) | | | | | | | | |][added: Administrative (“G&A”) Expenses*.]

| [removed: Asset group and business] [added: Business] divestiture-related [removed: (losses) gains, net] [added: losses, net(2)] | [added: (19)] | | (51) | [removed: | | | | | 8 | | | | | | | | |]

| Impairment of goodwill and other assets | [added: (38)] | | (374) | [removed: | | | | | (802) | | | | | | | | |]

| Operating income | [added: 1,918] | | 1,426 | [removed: | | | | | 1,127 | | | | | | | | |]

| Non-service FAS pension income and other, [removed: net1] [added: net(1)] | [added: 354] | | 338 | [removed: | | | | | 425 | | | | | | | | |]

financial condition and results of operations for fiscal 2024 compared with fiscal 2023.

A discussion of fiscal 2023

Item 7.

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 29, 2023 (our “Fiscal 2023 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.

Except for the historical information contained herein, the

Our future results

Factors that could cause or contribute to such differences

include, but are not limited to, those discussed in *Part I.

Item 1A.

Risk Factors* of this Report.

For additional

information, see *Part I.

Item 1.

Business* *- Cautionary Statement Regarding Forward-Looking Statements* of this

Report.

With customers’ mission-critical needs in mind, we deliver

security.

departments and agencies of the U.S. Government, their prime contractors and international allies.

Our products and

_____________________________________________________________________

As of January 3, 2025,

serve, and we report our financial results in four business segments: SAS, IMS, CS and AR.

See *Note 14: Business*

military sales funded through the U.S. Government, whether directly or through prime contractors, was 76%, 76%

and 74%, in fiscal 2024, 2023 and 2022, respectively.

which funded six government agencies, including the National Aeronautics and Space Administration, the National

Oceanic and Atmospheric Administration, and the Federal Aviation Administration, through the remainder of GFY

2024 which ended on September 30, 2024.

A second funding bill, signed into law on March 23, 2024, funded all

remaining agencies, including the DoD, through the remainder of GFY 2024.

The bill provided approximately

$844 billion in funding for DoD.

This was in line with our expectations for 3% growth for defense over GFY 2023

levels and in line with the first year of the Fiscal Responsibility Act of 2023 (“FRA”) caps.

The DoD requested

$850 billion, a 1% topline increase consistent with the FRA caps.

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.

Factors that could cause or contribute to such differences include, but are not limited to, those discussed below in this MD&A under “Forward-Looking Statements and Factors that May Affect Future Results.”

_____________________________________________________________________24

applications, as well as commercial applications.

We generally sell directly to our customers, and we utilize agents and intermediaries to sell and market some products and services, especially in international markets.

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.

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

Many of our offerings funded in the enacted GFY 2023 DoD budget are also supported by the 2024 PBR, including responsive satellites, ISR aircraft, tactical communications and maritime solutions.

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.

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

Business -Government Contracts,” “Item 1.

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

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.

TDL is reported within our CS segment.

*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.

Many of our offerings are supported in the 2024 GFY DoD budget, including responsive satellites, ISR aircraft, tactical communications, networked maritime systems and classified cyber solutions.

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

The TDL acquisition provides us access to the Link 16 network and positions us to make the installed base of terminals more resilient and relevant, consistent with joint all-domain command and control (“JADC2”) modernization efforts.

The AJRD acquisition provides access to new markets in missiles and missile defense as well as space exploration.

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.

- Relentlessly focusing on program execution and continuous improvement;

- Strengthening the risk management culture that has developed over the highly volatile past three years;

- Seamlessly integrating TDL and AJRD; and

- Attracting, developing and retaining the skilled workforce key to our role as a Trusted Disruptor.

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 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, free cash flow (defined as net cash provided by operating activities less additions of property, plant and 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 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 use these measures, along with our key financial performance measures above, to assess the success of our business and our ability to create shareholder value.

_____________________________________________________________________26

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

Foreign Currency Risk

We are exposed to foreign currency risks that arise in normal course of our business operations.

These risks

include the translation of local currency balances of foreign subsidiaries into U.S. dollars and transactions

denominated in currencies other than a subsidiary’s functional currency.

Assets and liabilities of international

subsidiaries that use local currency as the functional currency, are translated at current rates of exchange and

income and expense items are translated at the weighted average exchange rate for the year.

In fiscal 2024,

approximately 10% of our business was transacted in local currency environments.

At January 3, 2025, the

cumulative impact of translating the assets and liabilities of these operations to U.S. Dollars was a $265 million loss,

which is included as a component of shareholders’ equity.

Our U.S. and foreign businesses enter into contracts with customers, subcontractors or vendors that are

denominated in currencies other than the functional currencies of such businesses.

To manage our exposure to

currency risk and market fluctuation risk associated with anticipated cash flows that are probable of occurring in the

future, we implement foreign currency forward contracts to hedge both balance sheet and off-balance sheet future

foreign currency commitments.

At January 3, 2025, we had open foreign currency forward contracts with an

aggregate notional amount of $201 million, hedging certain forecasted transactions denominated in U.S. Dollars,

Canadian Dollars and Australian Dollars.

Notional amounts are used to measure the volume of foreign currency

forward contracts and do not represent exposure to foreign currency losses.

Factors that could impact the

effectiveness of our hedging programs for foreign currency include accuracy of sales estimates, volatility of currency

markets and the cost and availability of hedging instruments.

At January 3, 2025, a hypothetical 10% change in currency exchange rates for our foreign currency derivatives

held would not have had a material impact on the fair value of such instruments or our results of operations or cash

flows.

This quantification of exposure to the market risk associated with foreign currency financial instruments does

not take into account the offsetting impact of changes in the fair value of our foreign denominated assets, liabilities

and firm commitments.

Interest Rate Risk

We have exposure to interest rate risk associated with our financing activities, primarily our long-term debt and

short-term debt borrowings.

At January 3, 2025, our long-term debt consisted exclusively of fixed-rate debt with a

carrying value and estimated fair value of $11,530 million and $11,179 million, respectively.

The terms of our fixed-

rate debt obligations are not puttable to us (i.e., not required to be redeemed by us prior to maturity) and we

In the normal course of business, we are exposed to the risks associated with foreign currency exchange rates and changes in interest rates.

We employ established policies and procedures governing the use of financial instruments to manage our exposure to such risks.

For a discussion of such policies and procedures and the related risks, see “Financial Risk Management” in “Item 7.

Management’s Discussion and Analysis of Financial Condition and Results of Operations” of this Report, which is incorporated by reference into this Item 7A.

In addition, we are exposed to market return fluctuations on our defined benefit plans.

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

To protect against declines in the discount rate (i.e., interest rates), we will continue to monitor the performance of these assets and market conditions as we evaluate the amount of future contributions.

For further information, see *Note 9: Retirement Benefits* in the Notes, which information is incorporated by reference into this Item 7A.

| | | | | | |

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

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

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

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

[removed: Each of our] [added: included 53 weeks and] fiscal years ended December 29, 2023 (“fiscal [removed: 2023”),] [added: 2023”) and] December 30, 2022 (“fiscal [removed: 2022”) and December 31, 2021 (“fiscal 2021”) included 52 weeks.]

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

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

[removed: Management’s] Discussion and Analysis of Financial Condition and Results of Operations” of this Report.

[removed: Business - Government Contracts,”] [added: government regulations, see] “Item 1A.

Legal Proceedings” of this [removed: Report.][added: Report and]

[removed: SAS is a leading provider of] [added: *Space & Airborne Systems (“SAS”).* Supplies] full mission solutions as a prime and subsystem integrator in the [removed: space, airborne and cyber domains.]

[removed: We provide top-tier capabilities in the design, development, integration,] production and sustainment of [removed: major] weapons systems for [removed: defense primes and] national security, civil [removed: government,] [added: government] and international customers [removed: in the following business sectors:]

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

*Intel & Cyber:* Situational awareness, [removed: intelligence systems] [added: optical networks] and advanced wireless solutions for classified intelligence [removed: and defense customers.]

[removed: *ACS:* Threat] [added: systems; antennas for aircraft platforms; and threat] warning and countermeasures for airborne, ground and [removed: maritime platforms.]

[removed: IMS is a leading provider of] [added: *Integrated Mission Systems (“IMS”).* Delivers] differentiated mission capabilities and prime systems integration [removed: for the air, land and sea domains.]

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

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

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

[removed: CS enables] [added: *Communication Systems (“CS”).* Enables] warfighters across all domains with solutions critical to mission [removed: success even in the most contested environments.]

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

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

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

[removed: *Integrated Vision Solutions (“IVS”)*: Design, manufacture and sustainment of a full suite of helmet-mounted integrated] night vision goggles with leading-edge image intensifier tubes and weapon-mounted sights, aiming lasers, and range [removed: finders.]

[removed: *Public Safety:* State-of-art communication equipment, systems and] applications for federal agencies, state and local government first responders, utilities and transit agencies.

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

*Missile Solutions:* Propulsion technologies and armament systems for strategic defense, missile defense, [removed: hypersonic and tactical systems.]

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

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

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

[removed: We also have established] international marketing organizations and several regional sales offices.

[removed: Some of our competitors] in each of our markets are larger than we are and can maintain higher levels of expenditures for research and [removed: development (“R&D”).]

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

[removed: Principal competitive factors are product and] system quality and reliability; technological capabilities; service; past performance; ability to develop and [removed: implement complex, integrated solutions; ability to meet delivery schedules; and cost-effectiveness.]

[removed: We frequently] “partner” or are involved in subcontracting and teaming relationships with companies that are, from time to time, [removed: competitors on other programs.]

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

Company-wide total backlog was [added: $34.2 billion and] $32.7 billion at [added: January 3, 2025 and] December 29, 2023, [removed: inclusive of backlog from the acquisitions of TDL and AJRD, compared with $22.3 billion at December 30, 2022.]

We expect to recognize approximately [removed: 40%] [added: 45%] of the revenue associated with Company-wide total [removed: backlog by the end of 2024 and approximately 65% of the]

[removed: revenue associated with Company-wide total] backlog by the end of [removed: 2025, with] [added: fiscal 2025 and approximately 75% of] the [removed: remainder to be recognized thereafter.][added: revenue associated with Company-wide total]

[removed: See *Note 1: Significant Accounting Policies*] [added: *Policies*] in the Notes for additional information regarding Company-wide total backlog.

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

With customers’ mission-critical

the interest of global security.

We support government customers in more than 100 countries, with our largest

international allies.

commercial applications.

The fiscal year ended January 3, 2025 (“fiscal 2024”)

2022”) included 52 weeks.

Unless the context otherwise requires, the terms “we,” “our,” “us,” “Company” and

We structure our operations primarily around the products, systems and services we sell and the markets we

serve, and we report our financial results in four operating segments, which are also our reportable segments or

business segments.

From time to time, we acquire or divest businesses and strategically realign businesses within

and across our business segments to optimize existing capabilities and enhance the efficiency with which we

develop and deliver our products and services.

and services to various customers and are described below.

For financial information with respect to our business

segments, see *Note 14: Business Segments* in the Notes.

space, airborne and cyber domains.

We provide top-tier capabilities in the design, development, integration,

in the following business sectors:

and climate monitoring; missile defense and ground-based space surveillance networks.

and defense customers.

*Airborne Combat* *Systems:* Sensors, processors, hardened electronics, unmanned aircraft systems, precision

weapons, infrared search and tracking, distributed aperture systems and precision pointing, weapons release

maritime platforms.

to support intelligence, reconnaissance and surveillance (ISR), passive sensing and targeting, electronic attack,

autonomy, power and communications, networks and sensors.

IMS specializes in system design, development,

integration, production, modernization and sustainment for national security and international customers in the

following business sectors:

management for strategic reconnaissance, national command and control, tactical surveillance, electronic attack,

agile strike, mobility, and classified platforms.

*Maritime:* Power, electrical, imaging, communication and sensor systems for naval platforms; integrated

autonomous vessels for surface and undersea operations; fleet management; in-service support; missionization

prototyping; and naval integration.

*Global Optical Systems:* Multi-domain, multi-spectral electro-optical and infrared (EO/IR) sensor systems

supporting ISR and target acquisition missions; manufacturing of specialty laser and filter glass materials, laser

range finders, target designators and transmitters; and highly scalable autonomous solutions.

On January 4, 2025,

we realigned our software solutions business from the ISR sector into Global Optical Solutions and renamed the

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 four operating segments, which are also our reportable segments: Space & Airborne Systems (“SAS”); Integrated Mission Systems (“IMS”); Communication Systems (“CS”); and Aerojet Rocketdyne (“AR”), established in connection with the fiscal 2023 acquisition of Aerojet Rocketdyne Holdings, Inc. (“AJRD”), discussed further below.

Throughout this form 10-K, we also refer to our operating segments as our business segments.

See *Note 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.

*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

_____________________________________________________________________1

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.

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 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.

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

Risk Factors” and “Item 3.

*SAS*

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

Also includes ADG, an innovation accelerator and collaboration initiative established to rapidly address near-peer, national security threats.

*IMS*

We deliver top-tier capabilities in the design, development, integration, production, modernization and sustainment of ISR, passive sensing and targeting, electronic attack, autonomy, power and communications, networks and sensors for national security and international customers in the following business sectors:

*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.

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

_____________________________________________________________________2

*CS*

Includes the operations of Tactical Data Links product line (“TDL”), acquired from Viasat, Inc. (“Viasat”) on January 3, 2023.

*AR*

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

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 $4.2 billion (21% of our revenue) and came from a large number of countries with no single foreign country accounting for more than 5% of our total revenue.

For further information regarding our international subsidiaries, see Exhibit 21 of this Report.

_____________________________________________________________________3

Research and Development

Regulations include, but are not limited to, those related to import and export controls, corruption, bribery, the protection of the environment, government procurement, wireless communications, competition, product safety, workplace health and safety, employment, labor and data privacy.

*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.

_____________________________________________________________________4

We have previously announced our environmental sustainability goals: to reduce greenhouse gas (“GHG”) emissions by 30% and water usage by 20% from 2019 levels and achieve a 75% solid waste diversion rate (away from landfills) by 2026.

We invested in renewable energy and other solutions to achieve our GHG emission reduction target and our other environmental sustainability goals.

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

In 2023, we measured our performance against these goals and exceeded our GHG emissions and water use reduction targets and are progressing towards our solid waste diversion rate from landfill goal.

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.

For further discussion of risks relating to subcontractors and suppliers, see “Item 1A.

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

to our legal proceedings.

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[removed: FORM 10-K][added: FORM 10-K]

| ☑ | [removed: | |] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 | [removed: | |]

For the fiscal year [removed: ended December 29, 2023][added: ended January 3, 2025]

| ☐ | [removed: | |] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 | [removed: | |]

| | [removed: | |] For the transition period from _______________ to ______________ | [removed: | |]

[removed: ][added: ]

| Delaware | | | [removed: | | | | | |] 34-0276860 | [removed: | |]

| (State or other jurisdiction of incorporation or organization) | | | [removed: | | | | | |] (I.R.S. Employer Identification No.) | [removed: | |]

| 1025 West NASA Boulevard | | | | | [removed: | | | | | | | | | |]

| Melbourne, | [removed: | |] Florida | | | [removed: | | | | | |] 32919 | [removed: | |]

| (Address of principal executive offices) | | | | [removed: | | | | | | | |] (Zip Code) | [removed: | |]

Registrant’s telephone number, including area code: [removed: (321) 727-9100][added: (321) 727-9100]

| Securities registered pursuant to Section 12(b) of the Act: | | | | | [removed: | | | | | | | | | |]

| Title of each class | | [removed: | | | |] Trading Symbol(s) | | [removed: | | | |] Name of each exchange on which registered | [removed: | |]

| Common Stock, par value $1.00 per share | | [removed: | | | |] LHX | | [removed: | | | |] New York Stock Exchange | [removed: | |]

[removed: Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange] Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been [removed: subject to such filing requirements for the past 90 days.]

[removed: Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to] Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such [removed: files).]

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting [removed: company or an emerging growth company.]

See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and [removed: “emerging growth company” in Rule 12b-2 of the Exchange Act.]

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

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

| | | | | [removed: | | | | | | | |] Emerging growth company | | [removed: | | | |] ☐ | [removed: | |]

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying [removed: with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.]

[removed: Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its] internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting [removed: firm that prepared or issued its audit report.]

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

[removed: The aggregate market value of the voting common equity held by non-affiliates of the registrant at June 30, 2023 was $37,362,290,944] (based on the quoted closing sale price per share of the stock on the New York Stock Exchange).

[removed: For purposes of this calculation, the registrant] has assumed that its directors and executive officers as of June [removed: 30, 2023] [added: 28, 2024] are affiliates.

The number of shares outstanding of the registrant’s common stock as of February [removed: 9, 2024] [added: 7, 2025] was [removed: 190,107,856.][added: 188,313,839.]

[removed: Portions of the registrant’s definitive Proxy Statement for the 2024 Annual Meeting of Shareholders scheduled to be held on April 19, 2024,] [added: 2025,] which will be filed with the Securities and Exchange Commission within 120 days after the end of the registrant’s fiscal year ended [removed: December 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 [removed: ENDED DECEMBER 29, 2023][added: ENDED JANUARY 3, 2025]

| | | [removed: | | | |] Page No. | [removed: | |]

| Part I: | | | [removed: | | | | | |]

| | [removed: | |] [ITEM 1. [removed: Business](#ie4244e02cdab41a9816939ebb663e2bf_22) | | | [1](#ie4244e02cdab41a9816939ebb663e2bf_22) |] [added: Business](#i77f3e240ebac426197b0d9341398ddea_22) .................................................................................................................................] | [added: [1](#i77f3e240ebac426197b0d9341398ddea_22)] |

| | [removed: | |] [ITEM 1A. Risk [removed: Factors](#ie4244e02cdab41a9816939ebb663e2bf_25) | | | [7](#ie4244e02cdab41a9816939ebb663e2bf_25) |] [added: Factors](#i77f3e240ebac426197b0d9341398ddea_25) ............................................................................................................................] | [added: [5](#i77f3e240ebac426197b0d9341398ddea_25)] |

| | [removed: | |] [ITEM 1B. Unresolved Staff [removed: Comments](#ie4244e02cdab41a9816939ebb663e2bf_28) | | | [19](#ie4244e02cdab41a9816939ebb663e2bf_28) |] [added: Comments](#i77f3e240ebac426197b0d9341398ddea_28) ...............................................................................................] | [added: [15](#i77f3e240ebac426197b0d9341398ddea_28)] |

| | [removed: | |] [ITEM 1C. [removed: Cybersecurity](#ie4244e02cdab41a9816939ebb663e2bf_31) | | | [19](#ie4244e02cdab41a9816939ebb663e2bf_31) |] [added: Cybersecurity](#i77f3e240ebac426197b0d9341398ddea_31) .........................................................................................................................] | [added: [15](#i77f3e240ebac426197b0d9341398ddea_31)] |

| | [removed: | |] [ITEM 2. [removed: Properties](#ie4244e02cdab41a9816939ebb663e2bf_34) | | | [20](#ie4244e02cdab41a9816939ebb663e2bf_34) |] [added: Properties](#i77f3e240ebac426197b0d9341398ddea_34) ...............................................................................................................................] | [added: [17](#i77f3e240ebac426197b0d9341398ddea_34)] |

| | [removed: | |] [ITEM 3. Legal [removed: Proceedings](#ie4244e02cdab41a9816939ebb663e2bf_37) | | | [20](#ie4244e02cdab41a9816939ebb663e2bf_37) |] [added: Proceedings](#i77f3e240ebac426197b0d9341398ddea_37) .................................................................................................................] | [added: [17](#i77f3e240ebac426197b0d9341398ddea_37)] |

| | [removed: | |] [ITEM 4. Mine Safety [removed: Disclosures](#ie4244e02cdab41a9816939ebb663e2bf_40) | | | [20](#ie4244e02cdab41a9816939ebb663e2bf_40) |] [added: Disclosures](#i77f3e240ebac426197b0d9341398ddea_40) .......................................................................................................] | [added: [17](#i77f3e240ebac426197b0d9341398ddea_40)] |

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Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange

subject to such filing requirements for the past 90 days.

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to

files).

company or an emerging growth company.

“emerging growth company” in Rule 12b-2 of the Exchange Act.

| | | | | | | |

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

with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its

firm that prepared or issued its audit report.

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).☐

The aggregate market value of the voting common equity held by non-affiliates of the registrant at June 28, 2024 was $42,471,412,123

For purposes of this calculation, the registrant

Portions of the registrant’s definitive Proxy Statement for the 2025 Annual Meeting of Shareholders scheduled to be held on April 18,

January 3, 2025, are incorporated by reference into Part III of this Annual Report on Form 10-K to the extent described therein.

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Exhibits

This Annual Report on Form 10-K contains trademarks, service marks and registered marks of L3Harris Technologies, Inc. and its subsidiaries.

All other trademarks are the property of their respective owners.

Cautionary Statement Regarding Forward-Looking Statements

This Annual Report on Form 10-K (this “Report”), including “Item 7.

Management’s Discussion and Analysis of Financial Condition and Results of Operations,” contains forward-looking statements that involve risks and uncertainties, as well as assumptions that may not materialize or prove correct, which could cause our results to differ materially from those expressed in or implied by such forward-looking statements.

All statements other than statements of historical fact are statements that could be deemed forward-looking statements, including, but not limited to, statements concerning: our plans, strategies and objectives for future operations; new products, systems, technologies, services or developments; future economic conditions, performance or outlook; future political conditions; the outcome of contingencies or litigation; environmental remediation cost estimates; the potential level of share repurchases, dividends or pension contributions; potential acquisitions or divestitures; the integration of our acquisitions; the value of contract awards and programs; expected revenue; expected cash flows or capital expenditures; our beliefs or expectations; activities, events or developments that we intend, expect, project, believe or anticipate will or may occur in the future; and assumptions underlying any of the foregoing.

Forward-looking statements may be identified by their use of forward-looking terminology, such as “believes,” “expects,” “may,” “could,” “should,” “would,” “will,” “intends,” “plans,” “estimates,” “anticipates,” “projects” and similar words or expressions.

You should not place undue reliance on these forward-looking statements, which reflect our management’s opinions only as of the date of filing of this Report and are not guarantees of future performance or actual results.

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 7.

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

Risk Factors” of this Report.

All forward-looking statements are qualified by, and should be read in conjunction with, those risk factors.

Forward-looking statements are made in reliance on the safe harbor provisions of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and are made as of the date of filing of this Report, and we disclaim any intention or obligation, other than imposed by law, to update or revise any forward-looking statements, whether as a result of new information, future events or developments or otherwise, after the date of filing of this Report or, in the case of any document incorporated by reference, the date of that document.

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

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

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

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

[removed: 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 [removed: our Board.]

[removed: 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 [removed: confidential, personal and proprietary information through a cybersecurity incident impacting L3Harris or any third party.]

[removed: 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 [removed: for certain of our customers.]

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

[removed: 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 [removed: Security Management System.]

[removed: 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.

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

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

[removed: For] example, we are members of the DoD Defense Industrial Base Collaborative Information Sharing Environment, the [removed: 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, [removed: detecting and recovering from cybersecurity threats.]

To mitigate cybersecurity [removed: risk] [added: risks] introduced from our supply chain, we have a dedicated Cybersecurity - Supply [removed: Chain Risk Management team.]

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

[removed: They utilize industry] monitoring services to identify potential supply chain incidents and [removed: work] [added: works] closely with our Cybersecurity [removed: team] [added: Team] to [removed: understand the latest threats affecting our industry.]

[removed: 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 [removed: regarding cybersecurity threats.]

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

[removed: 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 [removed: risk mitigation and assist in the determination of a potential material impact caused by a cybersecurity incident.]

[removed: 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 [removed: risk from cybersecurity threats.]

The Innovation and Cyber Committee receives regular briefings from our CIO, Chief [removed: 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, [removed: including IT, supply chain and products and our cybersecurity strategy framework and operational posture.]

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

Security organization, which is fully integrated in our enterprise risk management (“ERM”) process in close

partnership with other functions such as Engineering, Industrial Security, Internal Audit, and Legal.

The ERM

material risks facing L3Harris, including cybersecurity threats.

Our Information Security organization, is led by our

Chief Information Officer (“CIO”), who has extensive experience leading information technology for global

_____________________________________________________________________

organizations across aerospace, defense and industrials, and works directly with our Chief Executive Officer (“CEO”)

and other members of senior management to assess cybersecurity threats as part of the ERM process.

The CIO

Information Security Officer (our “Cybersecurity Team”).

Risks related to cybersecurity threats are reflected in an enterprise risk “heat map,” along with other material

our Board of Directors (“Board”).

The “heat map” includes risks related to cybersecurity threats to L3Harris and our

confidential, personal and proprietary information through a cybersecurity incident impacting L3Harris or any third

party.

To actively manage cybersecurity risks identified as part of the ERM process or otherwise and to manage

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

Activities

the Innovation and Cyber Committee and the Audit Committee of our Board (respectively, the “Innovation and Cyber

Committee” and the “Audit Committee”), as appropriate.

Our Cybersecurity Team also routinely engages with third

For

National Defense Information Sharing and Analysis Center, and the National Security Agency Enduring Security

Framework.

detecting and recovering from cybersecurity threats.

We are committed to safeguarding against both internal and external security threats through a robust

counterintelligence and insider threat program that utilizes cutting-edge data analytics and machine learning.

As a

defense contractor, we are subject to the Department of Defense's cybersecurity regulations, including the Defense

Federal Acquisition Regulation Supplement, ensuring the protection of Controlled Unclassified Information and

prompt reporting of cybersecurity incidents.

Our practices have been rigorously assessed by the Defense Contract

Management Agency to meet the Level 2 Cybersecurity Maturity Model Certification requirements, reflecting our

dedication to maintaining stringent security controls.

Chain Risk Management team.

This team assesses new suppliers against best cybersecurity practices, ensures

supplier is impacted by a cybersecurity incident.

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.

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.

_____________________________________________________________________19

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.

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As of [removed: December 29, 2023,] [added: January 3, 2025,] we had major operations at the following locations:

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

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

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

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

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

Our facilities are suitable and adequate for their intended purposes, are well-maintained, are generally in regular [removed: use and have capacities adequate for current and projected needs.]

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

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

As of January 3, 2025, we operated approximately 250 locations in the U.S., Canada, EMEA, and APAC,

consisting of approximately 27 million square feet of manufacturing, administrative, R&D, warehousing, engineering

and office space, of which we owned approximately 12 million square feet and leased approximately 15 million

square feet.

Nuys and San Diego California; Colorado Springs, Colorado; Fort Wayne, Indiana; Herndon, Virginia; Wilmington,

Massachusetts; and Alpharetta, Georgia.

*IMS* — Greenville, Waco, Rockwall and Plano, Texas; Mirabel and Waterdown, Canada; Camden, New Jersey;

Crawley, United Kingdom; and Grand Rapids, Michigan.

Arizona; Carlsbad, California; Farnborough, United Kingdom; Brisbane, Australia; Melbourne, Sunrise, Florida; and

Abu Dhabi, United Arab Emirates.

Virginia; Redmond, Washington; Orlando, Florida; and Hancock County, Mississippi.

use and have capacities adequate for current and projected needs.

We will, from time to time, acquire additional

necessary.

our owned properties and our lease obligations, respectively.

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As of December 29, 2023, we operated approximately 300 locations in the U.S., Canada, EMEA, APAC and South America, consisting of approximately 27 million square feet of manufacturing, administrative, R&D, warehousing, engineering and office space, of which we owned approximately 12 million square feet and leased approximately 15 million square feet.

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| [removed: Name and Age | |] [added: Name] | [added: Age] | [added: Position] | [added: Held Since] | [removed: Position Currently Held and Past] [added: Recent] Business Experience | [removed: | |]

| Kenneth L. [removed: Bedingfield, 51 | | | |] [added: Bedingfield] | [added: 52] | Chief Financial Officer (“CFO”) [removed: since] [added: and President, AR(1) |] December [removed: 11, 2023. Before joining L3Harris, Mr. Bedingfield worked at] [added: 2023 | CEO,] Epirus, Inc. (“Epirus”) [removed: as CEO from December 2022 to December 2023,] [added: (2022-2023);] President and Chief Operating [removed: Officer from August 2022 to December 2022, and as CFO from June 2020 to December 2022. Prior to Epirus, Mr. Bedingfield worked at] [added: Officer, Epirus (2022); CFO, Epirus (2020-2022); CFO,] Northrop Grumman Corporation (“Northrop Grumman”) [removed: most recently as CFO from 2015 to 2020,] [added: (2015-2020),] Aerospace Sector [removed: CFO from 2013 to 2015, and Corporate Controller and Chief Accounting Officer from 2011 to 2013. Prior to] [added: CFO,] Northrop [removed: Grumman, Mr. Bedingfield spent 17 years at KPMG, serving as the Partner of the Aerospace & Defense Audit Practice. | |] [added: Grumman (2013-2015)] |

| Christopher E. [removed: Kubasik, 62 | | | |] [added: Kubasik] | [added: 63] | Chair and CEO [removed: since] [added: |] June [removed: 29, 2022.] [added: 2022 |] Vice Chair and CEO [removed: from June 29, 2021.] [added: (2021);] Vice Chair, President and Chief Operating Officer [removed: from June 29, 2019 to June 29, 2021. Served with L3 Technologies, Inc. (“L3”), as] [added: (2019-2021);] Chairman, CEO and [removed: President from May 2018 to June 2019; as CEO and President from January 2018 to May 2018. | |] [added: President, L3 Technologies, Inc. (“L3”) (2018-2019)] |

| Jonathan P. [removed: Rambeau, 51 | | | |] [added: Rambeau] | [added: 52] | President, IMS [removed: since] [added: |] October [removed: 2022. Before joining L3Harris, Mr. Rambeau worked at Lockheed Martin for 26 years, notably serving as Vice President] [added: 2022 | VP] and General Manager, Integrated Warfare Systems and Sensors of the Rotary and Mission Systems [removed: business from 2020 to 2022 and Vice President] [added: business, Lockheed Martin (2020-2022); VP] and General Manager, C6ISR, Rotary and Mission [removed: Systems from 2016 to 2020. | |] [added: Systems, Lockheed Martin (2016-2020)] |

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

_____________________________________________________________________

Our executive officers as of February 14, 2025, are listed below, along with their ages on that date, position held

with us and principal occupation and business experience during at least the past five years.

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| John P. Cantillon | 58 | Vice President (“VP”), Principal Accounting Officer | May 2024 | VP, Assistant Controller (2023-2024); VP of Finance Manufacturing Operations, Pratt & Whitney (2023); VP and Controller, Pratt & Whitney (2020-2023) |

| Christoph T. Feddersen | 53 | VP, General Counsel & Secretary | August 2024 | VP, General Counsel of L3Harris SAS (2024); VP and General Counsel, Collins Aerospace Systems (2018-2023) |

| Samir B. Mehta | 52 | President, CS | January 2023 | President of Advanced Structures, Collins Aerospace (2018-2022); President, Aftermarket (2017-2018) |

| Melanie Rakita | 47 | VP and Chief Human Resources Officer | April 2023 | VP, Human Resources for L3Harris IMS (2023), SAS (2019-2023), and Legacy Harris Corporation Electronic Systems (2018-2019) |

| Edward J. Zoiss | 60 | President, SAS | June 2019 | President, Legacy Harris Corporation Electronic Systems (2015-2019) |

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(1) Following the retirement of Ross Niebergall on February 3, 2025, Kenneth Bedingfield assumed the additional role of President, AR.

All of our executive officers are

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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 16, 2024 were as follows:

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| Samir B. Mehta, 51 | | | | | | President, CS since January 2023. Before joining L3Harris, Mr. Mehta worked at Collins Aerospace, a subsidiary of RTX, as President of Advanced Structures from 2018 to 2022 and President, Aftermarket from 2017 to 2018. Prior to RTX, Mr. Mehta spent over 17 years with Sikorsky Aircraft, notably serving as President, Defense Systems and Services. | | |

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

| Corliss J. Montesi, 59 | | | | | | Vice President and Principal Accounting Officer since August 2021. Vice President, Internal Audit from June 2020 to August 2021. Before joining 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. | | |

| 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. | | |

| Sean J. Stackley, 66 | | | | | | Senior Vice President, Strategy & Growth since October 2022. President, IMS from June 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, 59 | | | | | | President, SAS since June 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. | | |

_____________________________________________________________________21

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

[removed: We] [added: During fiscal 2024, 2023 and 2022, we] paid [added: quarterly] per share cash dividends on our common stock of [removed: $1.14 each quarterly period of fiscal 2023, $1.12 each quarterly period of fiscal 2022 and $1.02 each quarterly period of fiscal 2021.][added: $1.16,]

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

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

[removed: L3Harris Stock] [added: Stock] Performance Graph

[removed: *The following performance graph is not] deemed to be [removed: filed with the SEC or subject to the liabilities of Section 18 of the Exchange Act, and should not be deemed to be] incorporated by reference into any other previous or future filings by us under the Securities Act or the Exchange [removed: Act.*][added: Act.]

[removed: ][added: ]

During fiscal [removed: 2023,] [added: 2024,] we did not issue or sell any unregistered securities.

[removed: On] [added: (1)On] January 28, [removed: 2021,] [added: 2021 and October 21, 2022,] we announced that our Board approved [removed: a $6.0 billion] share repurchase [removed: authorization] [added: authorizations] under our repurchase [removed: program.]

[removed: Our] repurchase [removed: 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 [removed: banking institutions or any combination thereof.]

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

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

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

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

| Month No. 1 | | | | | | | | [removed: | | | | | | | | | | | | | | | |]

| Repurchase program(1) | [removed: | |] — | | [removed: | | | | $ | — | | |] [added: $—] | | — | | [removed: | | | | $3,935 | |] [added: $3,422] |

| Month No. 2 | | | | | | | | [removed: | | | | | | | | | | | | | | | |]

| Month No. 3 | | | | | | | | [removed: | | | | | | | | | | | | | | | |]

under the ticker symbol “LHX.” According to the records of our transfer agent, as of February 7, 2025, there were

9,165 holders of record of our common stock.

_____________________________________________________________________

$1.14 and $1.12, respectively.

give no assurances concerning payment of future dividends or future dividend increases.

The declaration of

dividends by our Board and the amount thereof will depend on a number of factors, including our financial condition,

deem relevant.

The following graph provides a five year comparison of cumulative total shareholder return (“TSR”), assuming

reinvestment of all dividends and an initial investment of $100 at the close of business on January 3, 2020, in

L3Harris common stock, 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”):

FIVE YEAR COMPARISON OF CUMULATIVE TSR(1)

(1) This performance graph is not deemed to be filed with the SEC or subject to the liabilities of Section 18 of the Exchange Act, and should not be

_____________________________________________________________________

fiscal quarter ended January 3, 2025:

| | | | | | | | |

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

| (September 28, 2024 - November 1, 2024) | | | | | | | |

| Employee transactions(2) | 2,042 | | $243.33 | | — | | — |

| (November 2, 2024 - November 29, 2024) | | | | | | | |

| Repurchase program(1) | 60,000 | | $227.72 | | 60,000 | | $3,407 |

| Employee transactions(2) | 5,294 | | $245.69 | | — | | — |

| (November 30, 2024 - January 3, 2025) | | | | | | | |

| Repurchase program(1) | 115,000 | | $225.10 | | 115,000 | | $3,381 |

| Employee transactions(2) | 1,412 | | $239.47 | | — | | — |

| Total | 183,748 | | | | 175,000 | | $3,381 |

_______________

program of $6.0 billion and $3.0 billion, respectively.

Our repurchase program does not have an expiration date and authorizes us to

banking institutions or any combination thereof.

(“RSUs”) and performance share units (“PSUs”) that vested during the quarter.

Our equity incentive plans provide that the value of shares

stock on the date the relevant transaction occurs.

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| --- | --- |

Our annualized per share cash dividend rate was $4.56 in fiscal 2023, $4.48 in fiscal 2022 and $4.08 in fiscal 2021.

Quarterly cash dividends are typically paid in March, June, September and December.

The performance graph and table below compare the fiscal year in the period ended June 28, 2019, the fiscal transition period for the two quarters ended January 3, 2020, fiscal 2020, fiscal 2021, fiscal 2022 and fiscal 2023 cumulative total shareholder 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 below assume an initial investment of $100 at the close of business on June 29, 2018 in L3Harris common stock, the S&P 500 and the S&P 500 Aerospace & Defense and the reinvestment of all dividends.

_____________________________________________________________________22

COMPARISON OF THE FISCAL 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 2021, FISCAL 2022 AND FISCAL 2023 CUMULATIVE TOTAL RETURN AMONG L3HARRIS, S&P 500 AND S&P 500 AEROSPACE & DEFENSE

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

During fiscal 2023, we repurchased 2.5 million shares of our common stock under our share repurchase program for $0.5 billion at an average share price of $204.38, excluding commissions of $0.02 per share.

During fiscal 2022, we repurchased 4.7 million shares of our common stock under our share repurchase program for $1.1 billion at an average share price of $231.44, excluding commissions of $0.02 per share.

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

_____________________________________________________________________23

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

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

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

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

| (October 28, 2023 - November 24, 2023) | | | | | | | | | | | | | | | | | | | | | | | |

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

| (November 25, 2023 - December 29, 2023) | | | | | | | | | | | | | | | | | | | | | | | |

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

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

(1)On October 21, 2022, we announced that our Board approved a $3 billion share repurchase authorization under our share repurchase program that was in addition to the remaining unused authorization of 1.5 billion at that time.

As of December 29, 2023, the remaining unused authorization under our repurchase programs was $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 units or restricted units that vested during the quarter and (b) performance units or restricted units returned to us upon retirement or employment termination of employees.

| | | | | | |

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

| | |

| | |

| --- | --- |

| | | | | | |

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

[removed: Report of Independent Registered Public Accounting Firm][added: We are a public accounting firm registered with]

[removed: We have audited the accompanying consolidated balance sheets of L3Harris Technologies, Inc. (the Company) as of December 29, 2023 and December 30, 2022, the related consolidated statements of operations, comprehensive] income, cash flows and equity for each of the three years in the period ended [removed: December 29, 2023,] [added: January 3, 2025,] and the related notes [removed: (collectively referred to as the “consolidated financial statements”).]

[removed: In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company at] December 29, [removed: 2023 and December 30, 2022,] [added: 2023,] and the results of its operations and its cash flows for each of the three years in the period [removed: ended December 29, 2023, in conformity with U.S. generally accepted accounting principles.]

[removed: Our responsibility is to express an] opinion on the Company’s financial statements based on our audits.

[removed: We are a public accounting firm registered with] the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal [removed: securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.]

[removed: Those standards require that we plan and] perform the audit to obtain reasonable assurance about whether the financial statements are free of material [removed: misstatement, whether due to error or fraud.]

[removed: Our audits included performing procedures to assess the risks of] material misstatement of the financial statements, whether due to error or fraud, and performing procedures that [removed: respond to those risks.]

Such procedures included examining, on a test basis, evidence regarding the amounts and [removed: disclosures in the financial statements.]

Our audits also included evaluating the accounting principles used and [removed: significant estimates made by management, as well as evaluating the overall presentation of the financial statements.]

[removed: The critical audit matters communicated below are matters arising from the current period audit of the financial statements that were communicated or required to be communicated to the audit committee and that: (1) relate to] accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, [removed: subjective or complex judgments.]

The communication of critical audit matters does not alter in any way our opinion [removed: on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate.]

| | [removed: | |] Cost estimation for revenue recognition on development and production contracts | [removed: | |]

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

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

| | [removed: | |] Valuation of Goodwill | [removed: | |]

| *Description of the Matter* | [removed: | |] At [removed: December 29, 2023,] [added: January 3, 2025,] the Company’s goodwill was [removed: $20.0] [added: $20.3] 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. 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, particularly at the [removed: Electro Optical and Intelligence, Surveillance, and Reconnaissance] [added: Aerojet Rocketdyne (AR)] reporting [removed: units,] [added: unit,] including changes in the weighted average cost of [removed: capital, projected revenue growth rates] [added: capital] and projected EBITDA margins. These assumptions relate to the expected future operating performance of the Company’s [added: AR] reporting [removed: units,] [added: unit,] are forward-looking, and are sensitive to and affected by economic, industry and company-specific qualitative factors. | [removed: | |]

| *How We Addressed [removed: the Matter] [added: the* *Matter] in Our Audit* | [removed: | |] 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 [added: AR] reporting [removed: units,] [added: unit,] 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 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 [added: AR] reporting [removed: units] [added: unit] 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 [added: AR] 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. | [removed: | |]

[removed: Our responsibility is to express an opinion on] [added: States) (PCAOB),] the [removed: Company’s] [added: Company's] internal control over financial reporting [added: as of January 3, 2025,] based on [removed: our audit.][added: criteria]

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

| (In millions, except per share amounts) | [added: January 3, 2025] | | December 29, 2023 | | [removed: | | | |] December 30, 2022 | [removed: | | | | | December 31, 2021 | | |]

| Revenue | | | | | | [removed: | | | | | | | | | | | |]

| Services | [added: 6,191] | | 5,725 | | [removed: | | | |] 4,965 | [removed: | | | | | 4,658 | | |]

| Total revenue | [added: 21,325] | | 19,419 | | [removed: | | | |] 17,062 | [removed: | | | | | 17,814 | | |]

| Cost of revenue | | | | | | [removed: | | | | | | | | | | | |]

| Products | [added: (11,019)] | | (9,711) | | [removed: | | | |] (8,355) | [removed: | | | | | (9,007) | | |]

| Services | [added: (4,782)] | | (4,595) | | [removed: | | | |] (3,780) | [removed: | | | | | (3,431) | | |]

| Total cost of revenue | [added: (15,801)] | | (14,306) | | [removed: | | | |] (12,135) | [removed: | | | | | (12,438) | | |]

| General and administrative expenses | [removed: | | (3,262) | | | | | | (3,006) | | | |] [added: 83] | | [removed: (3,280)] [added: 73] | | [added: 90] |

[removed: | Asset] [added: inventory sold; merger, acquisition, and divestiture-related expenses; asset] group and business divestiture-related [removed: (losses) gains, net | | | (51) | | | | | | 8 | | | | | | 220 | | |]

| Impairment of goodwill and other assets | [added: (38)] | | (374) | | [removed: | | | |] (802) | [removed: | | | | | (207) | | |]

| Operating income | [added: 1,918] | | 1,426 | | [removed: | | | |] 1,127 | [removed: | | | | | 2,109 | | |]

| Non-service FAS pension income and other, net | [added: 354] | | 338 | | [removed: | | | |] 425 | [removed: | | | | | 439 | | |]

| Interest expense, net | [added: (675)] | | (543) | | [removed: | | | |] (279) | [removed: | | | | | (265) | | |]

| Income [removed: from continuing operations] before income taxes | [added: 1,597] | | 1,221 | | [removed: | | | |] 1,273 | [removed: | | | | | 2,283 | | |]

| Income taxes | [added: (85)] | | (23) | | [removed: | | | |] (212) | [removed: | | | | | (440) | | |]

| [removed: Discontinued operations,] [added: Noncontrolling interests,] net of income taxes | [removed: | | — | | | | | | — | | | |] [added: (10)] | | [removed: (1)] [added: 29] | | [added: 1] |

| Net income | [added: 1,512] | | 1,198 | | [removed: | | | |] 1,061 | [removed: | | | | | 1,842 | | |]

| [removed: Noncontrolling interests, net of] [added: Net] income [removed: taxes | | | 29 | | | | | | 1 | | |] [added: (loss) attributable to noncontrolling interests] | [added: 10] | | [removed: 4] [added: (29)] | | [added: (1)] |

| Net income attributable to L3Harris Technologies, Inc. | [removed: | | $ | 1,227 | | | | | $ | 1,062 | | |] [added: $1,502] | | [removed: $] [added: $1,227] | [removed: 1,846] | [added: $1,062] |

| [removed: Amount] [added: Net income per common share] attributable to L3Harris Technologies, Inc. common shareholders | | | | | | [removed: | | | | | | | | | | | |]

We have audited the accompanying consolidated balance sheets of L3Harris Technologies, Inc. (the Company) as of

January 3, 2025 and December 29, 2023, the related consolidated statements of operations, comprehensive

(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 January 3, 2025 and

ended January 3, 2025, 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

established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the

Treadway Commission (2013 framework), and our report dated February 14, 2025 expressed an unqualified opinion

thereon.

Our responsibility is to express an

securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

Those standards require that we plan and

misstatement, whether due to error or fraud.

Our audits included performing procedures to assess the risks of

respond to those risks.

disclosures in the financial statements.

significant estimates made by management, as well as evaluating the overall presentation of the financial

statements.

The critical audit matters communicated below are matters arising from the current period audit of the financial

statements that were communicated or required to be communicated to the audit committee and that: (1) relate to

subjective or complex judgments.

on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit

matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which

they relate.

_____________________________________________________________________

| | |

| --- | --- |

_____________________________________________________________________

| | |

| --- | --- |

February 14, 2025

_____________________________________________________________________

| Products | $15,134 | | $13,694 | | $12,097 |

| Basic | $7.91 | | $6.47 | | $5.54 |

| Diluted | $7.87 | | $6.44 | | $5.49 |

_____________________________________________________________________

| Pension and other postretirement benefits, net of income taxes | 323 | | 71 | | (26) |

_____________________________________________________________________

| | | | |

INDEX TO FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

| | | | Page | | |

| [Management’s Report on Internal Control Over Financial Reporting](#ie4244e02cdab41a9816939ebb663e2bf_79) | | | [45](#ie4244e02cdab41a9816939ebb663e2bf_79) | | |

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

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

| Consolidated Statement of Operations [— Fiscal Year Ended](#ie4244e02cdab41a9816939ebb663e2bf_88) December 29, 2023, [](#ie4244e02cdab41a9816939ebb663e2bf_88)December 30, 2022 and [](#ie4244e02cdab41a9816939ebb663e2bf_88)December 31, 2021 | | | [52](#ie4244e02cdab41a9816939ebb663e2bf_549755816155) | | |

| Consolidated Statement of Comprehensive Income [—](#ie4244e02cdab41a9816939ebb663e2bf_91) [Fiscal Year Ended](#ie4244e02cdab41a9816939ebb663e2bf_88) December 29, 2023, December 30, 2022 and December 31, 2021 | | | [53](#ie4244e02cdab41a9816939ebb663e2bf_91) | | |

| Consolidated Balance Sheet [—](#ie4244e02cdab41a9816939ebb663e2bf_94) December 29, 2023 and December 30, 2022 | | | [54](#ie4244e02cdab41a9816939ebb663e2bf_94) | | |

| Consolidated Statement of Cash Flows [—](#ie4244e02cdab41a9816939ebb663e2bf_97) [Fiscal Year Ended](#ie4244e02cdab41a9816939ebb663e2bf_88) December 29, 2023, [](#ie4244e02cdab41a9816939ebb663e2bf_88)December 30, 2022 and December 31, 2021[](#ie4244e02cdab41a9816939ebb663e2bf_88) | | | [55](#ie4244e02cdab41a9816939ebb663e2bf_97) | | |

| Consolidated Statement of Equity [—](#ie4244e02cdab41a9816939ebb663e2bf_100) [Fiscal Year Ended](#ie4244e02cdab41a9816939ebb663e2bf_88) December 29, 2023, [](#ie4244e02cdab41a9816939ebb663e2bf_88)December 30, 2022 and December 31, 2021 | | | [56](#ie4244e02cdab41a9816939ebb663e2bf_100) | | |

| [Notes to](#ie4244e02cdab41a9816939ebb663e2bf_103) Consolidated Financial Statements | | | [57](#ie4244e02cdab41a9816939ebb663e2bf_103) | | |

_____________________________________________________________________44

MANAGEMENT’S REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING

The management of L3Harris Technologies, Inc. (the “Company”) is responsible for establishing and maintaining adequate internal control over financial reporting as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Securities Exchange Act of 1934, as amended.

The Company’s internal control over financial reporting is designed to provide reasonable assurance, based on an appropriate cost-benefit analysis, regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with U.S. generally accepted accounting principles.

The Company’s internal control over financial reporting includes those policies and procedures that: (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the Company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with U.S. generally accepted accounting principles, and that receipts and expenditures of the Company are being made only in accordance with authorizations of management and directors of the Company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the Company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements.

Therefore, even those systems determined to be effective can provide only reasonable assurance with respect to financial statement preparation and presentation.

Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

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 29, 2023.

In making this assessment, management used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in *Internal Control-Integrated Framework* (2013 framework).

Based on management’s assessment and those criteria, management concluded that the Company maintained effective internal control over financial reporting as of December 29, 2023.

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.

The Company’s independent registered public accounting firm, Ernst & Young LLP, has issued a report on the effectiveness of the Company’s internal control over financial reporting.

This report appears on page [50](#ie4244e02cdab41a9816939ebb663e2bf_85) of this Annual Report on Form 10-K.

_____________________________________________________________________45

To the Shareholders and the Board of Directors of L3Harris Technologies, Inc.

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 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 16, 2024 expressed an unqualified opinion thereon.

Basis for Opinion

_____________________________________________________________________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. | | |

/s/ Ernst & Young LLP

Orlando, Florida

February 16, 2024

| | |

| --- | --- |

| | | | | | |

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

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

[removed: (c) *Evaluation of ICFR:* Our] [added: The Company’s] management is responsible for establishing and maintaining adequate [removed: ICFR.][added: internal control over]

Our management, with the participation of our CEO and [removed: our] CFO, assessed the effectiveness of [removed: our ICFR as of December 29, 2023.][added: the Company’s]

[removed: In making this assessment, our management used the] criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in [removed: *Internal Control-Integrated Framework* (2013 framework).][added: *Internal*]

[removed: “Management’s] [added: Management’s] Report on Internal Control Over Financial [removed: Reporting” is included within “Item 8.][added: Reporting]

The [removed: effectiveness of our ICFR was audited by Ernst & Young LLP, our] [added: Company’s] independent registered public accounting firm, [removed: whose unqualified] [added: Ernst & Young LLP, has issued a] report [removed: is included within “Item 8.][added: on the]

Evaluation of Disclosure Controls and Procedures

Pursuant to Rule 13a-15 under the Exchange Act, management, with the participation of our principal executive

officer (CEO) and principal financial officer (CFO), carried out an evaluation of the Company’s disclosure controls and

procedures as of January 3, 2025.

Based on this evaluation, the CEO and CFO concluded that as of January 3, 2025,

our disclosure controls and procedures were designed at a reasonable assurance level and were effective to provide

reasonable assurance that information required to be disclosed in our reports filed or submitted under the Exchange

Act is recorded, processed, summarized and reported within the time periods specified in SEC rules and forms, and

that such information is accumulated and communicated to management, including our CEO and CFO, as

appropriate, to allow timely decisions regarding required disclosures.

financial reporting as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Securities Exchange Act of

1934, as amended.

The Company’s internal control over financial reporting is designed to provide reasonable

assurance regarding the reliability of financial reporting and the preparation of financial statements for external

purposes in accordance with U.S. generally accepted accounting principles.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect

misstatements.

Also, projections of any evaluation of effectiveness to future periods are subject to the risk that

controls may become inadequate because of changes in conditions, or that the degree of compliance with the

policies or procedures may deteriorate.

_____________________________________________________________________

internal control over financial reporting as of January 3, 2025.

In making this assessment, management used the

*Control-Integrated Framework* (2013 framework).

Based on this assessment, management concluded that the

Company’s internal control over financial reporting was effective as of January 3, 2025.

effectiveness of the Company’s internal control over financial reporting.

This report appears on the following page of

this Report.

Changes in Internal Control Over Financial Reporting

have been no changes in our internal control over financial reporting that occurred during the quarter ended

January 3, 2025 that have materially affected, or are reasonably likely to materially affect, our internal control over

financial reporting.

_____________________________________________________________________

Report of Independent Registered Public Accounting Firm

To the Shareholders and the Board of Directors of L3Harris Technologies, Inc.

Opinion on Internal Control Over Financial Reporting

We have audited L3Harris Technologies, Inc.’s internal control over financial reporting as of January 3, 2025, 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).

(a) *Evaluation of Disclosure Controls and Procedures:* We maintain disclosure controls and procedures that are designed to ensure that information required to be disclosed in our reports filed or submitted under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in SEC rules and forms.

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 CEO and CFO as appropriate to allow timely decisions regarding required disclosures.

There are inherent limitations to the effectiveness of any system of disclosure controls and procedures, including the possibility of human error and the circumvention or overriding of the controls and procedures.

Accordingly, even effective disclosure controls and procedures can provide only reasonable assurance of achieving their control objectives, and management necessarily is required to use its judgment in evaluating the cost-benefit relationship of possible controls and procedures.

As required by Rule 13a-15 under the Exchange Act, as of December 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 CEO and our CFO.

Based on this work and other evaluation procedures, our management, including our CEO and our CFO, has concluded that as of December 29, 2023, our disclosure controls and procedures were effective.

(b) *Changes in Internal Control:* We periodically review our internal control over financial reporting (“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 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.

Changes may include such activities as implementing new, more efficient systems, consolidating the activities of business units, migrating certain processes to our shared services organizations, formalizing policies and procedures, improving segregation of duties and increasing monitoring controls.

In addition, when we acquire new businesses, we incorporate our controls and procedures into the acquired business as part of our integration

_____________________________________________________________________108

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.

Based on our management’s assessment and those criteria, our management concluded that our ICFR was effective as of December 29, 2023.

Financial Statements and Supplementary Data” of this Report.

| | | | | | |

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

We require all executive officers and directors to effect purchase and sale transactions in L3Harris securities [removed: 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 [removed: limited exceptions in accordance with Rule 10b5-1.]

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

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

| Christopher E. Kubasik Chair and CEO | | [removed: | | | | December 14, 2023 | | | | | | | | | | | | April 8,] [added: November 26,] 2024 | | [removed: | |] [added: March 25, 2025] | | Up to [removed: 46,528] [added: 112,138] shares underlying options expiring in [removed: 2025 | |] [added: 2027] |

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”).

limited exceptions in accordance with Rule 10b5-1.

adopted or terminated by our executive officers and directors during the quarter ended January 3, 2025:

| | | | | | | |

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

| | | | | | | |

| Jonathan P. Rambeau President, IMS | | December 3, 2024 | | March 14, 2025 | | Up to 3,178 shares |

| Edward J. Zoiss President, SAS | | December 6, 2024 | | June 6, 2025 | | Up to 20,579 shares including 9,012 shares of underlying options expiring in 2028 |

| | |

| --- | --- |

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.

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

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

| 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 | | |

| | | | | | |

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

| | |

| --- | --- |

_____________________________________________________________________109

| | | | | | |

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

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

[removed: (b) *Identification of Executive Officers:* Certain information regarding our executive officers is included in Part I of] this Report under the heading “Information about our Executive Officers” in accordance with General [removed: Instruction G(3) of Form 10-K.]

[removed: (d) *Delinquent Section 16(a) Reports:* Information related to compliance with Section 16(a) of the Exchange Act is] incorporated herein by reference to the discussion under the heading [removed: *Delinquent Section 16(a) Reports*] [added: *Code of Conduct*] in our [removed: 2024] [added: 2025] Proxy Statement.

[removed: (e) *Code of Ethics:* All of our directors and employees, including our Chief Executive Officer, Chief Financial Officer,] Principal Accounting Officer and other senior accounting and financial officers, are required to abide by our Code of [removed: Conduct.]

[removed: Our Code of Conduct is posted on our website at *https://www.l3harris.com/resources/other/l3harris-code-conduct*] [added: *conduct*] and is also available free of charge by written request to our Director of Ethics and Compliance, L3Harris [removed: Technologies, Inc., 1025 West NASA Boulevard, Melbourne, Florida 32919.]

[removed: We intend to disclose on the Code of Conduct section of our website at *https://www.l3harris.com/resources/other/l3harris-code-conduct* any amendment] to, or waiver from, our Code of Conduct that is required to be disclosed to shareholders, within four business days [removed: following such amendment or waiver.]

The information required by this Item with respect to codes of ethics is [removed: incorporated herein by reference to the discussion under the heading *Code of Conduct* in our 2024 Proxy Statement.]

[removed: (g) *Insider Trading* *Policies:* We have adopted an Insider Trading Policy, which governs the purchase, sale, and/or other dispositions of our securities by directors, officers and employees and other covered persons and is designed] to promote compliance with insider trading laws, rules and regulations, and listing standards applicable to us.

[removed: A] copy of our Insider Trading Policy is filed as Exhibit 19 to this Report.

Information regarding our directors, executive officers and corporate governance is included in our Proxy

Statement for our 2025 Annual Meeting of Shareholders scheduled to be held on April 18, 2025 (our “2025 Proxy

Statement”), which is expected to be filed within 120 days after the end of our fiscal 2024.

*Directors.* The information required by this Item with respect to our directors and corporate governance is

*Corporate Governance* in our 2025 Proxy Statement.

*Identification of Executive Officers.* Certain information regarding our executive officers is included in Part I of

Instruction G(3) of Form 10-K.

*Code of Ethics.* All of our directors and employees, including our Chief Executive Officer, Chief Financial Officer,

Conduct.

Our Code of Conduct is posted on our website at *https://www.l3harris.com/resources/other/l3harris-code-*

Technologies, Inc., 1025 West NASA Boulevard, Melbourne, Florida 32919.

We intend to disclose on the Code of

Conduct section of our website at *https://www.l3harris.com/resources/other/l3harris-code-conduct* any amendment

following such amendment or waiver.

*Insider Trading* *Policies.* We have adopted an Insider Trading Policy, which governs the purchase, sale, and/or

other dispositions of our securities by directors, officers and employees and other covered persons and is designed

_____________________________________________________________________

| | |

| --- | --- |

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

(c) *Audit Committee Information; Financial Expert:* The information required by this Item with respect to the Audit Committee of our Board 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 2024 Proxy Statement.

(f) *Policy for Nominees:* The information required under Item 407(c)(3) of Regulation S-K is incorporated herein by reference to the discussion under the headings *Director Nomination Process* and *Shareholder Nominations and Proposals* in our 2024 Proxy Statement concerning procedures by which shareholders may recommend nominees to our Board, submit nominees for inclusion in our proxy materials pursuant to our “proxy access” provision of our By-Laws or directly propose nominees for consideration pursuant to our By-Laws but not pursuant to the proxy access provision.

No material changes to those procedures have occurred since the disclosure regarding those procedures in our Proxy Statement for our 2023 Annual Meeting of Shareholders.

Additional information concerning requirements and procedures for shareholders directly nominating directors is contained under the heading *Shareholder Nominations and Proposals* in our 2024 Proxy Statement.

_____________________________________________________________________110

| | | | | | |

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

The information required by this Item with respect to compensation of our directors and executive officers is

incorporated herein by reference to the discussions under the headings *Director Compensation and Benefits*,

*Compensation Discussion and Analysis, Compensation Committee Report, Compensation Tables, CEO Pay Ratio* and

*Pay Versus Performance* in our 2025 Proxy Statement.

| | |

| --- | --- |

The information required by this Item with respect to compensation of our directors and executive officers is incorporated herein by reference to the discussions under the headings *Director Compensation and Benefits*, *Compensation Discussion and Analysis, Compensation Committee Report, Compensation Tables, CEO Pay Ratio* and *Pay Versus Performance* in our 2024 Proxy Statement.

| | | | | | |

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

The following table provides information [removed: as of December 29, 2023] about our common stock that may be issued, whether upon the [removed: exercise of options, warrants and rights or otherwise, under our existing equity compensation plans.]

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

| Equity compensation plans [added: not] approved by [removed: shareholders(1) | | | 4,459,103 | |] [added: shareholders] | [removed: $169.53] | [added: —] | | [removed: 12,244,466] [added: —] | | [added: —] |

| Equity compensation plans [removed: not] approved by [removed: shareholders | | | — | |] [added: shareholders(1)] | [removed: —] | [added: 3,544,971] | | [removed: —] [added: $191.09] | | [added: 21,172,833] |

(2) Under the L3Harris SIPs, in addition to [added: stock] options, we have granted share-based compensation awards in the form of [removed: performance share units, restricted stock units] [added: PSUs, RSUs] and [removed: other similar types of share-based awards.]

[removed: The 4,459,103 shares to be issued upon exercise of outstanding options, warrants and] rights as listed in column (a) consisted of shares to be issued in respect of the exercise of [removed: 3,250,710] [added: 2,536,855] outstanding [added: stock] options and [removed: in respect of] awards [removed: of 1,208,393 performance share units and restricted stock units payable in shares.]

[removed: Because there is no exercise price associated with awards of performance share units or restricted stock units, all of which are] granted to employees at no cost, such awards are not included in the weighted-average exercise price calculation in column (b).

See *Note 10: [removed: Stock Options and Other] Share-Based Compensation* in the Notes for a general description of our share-based incentive [removed: plans.]

exercise of options, warrants and rights or otherwise, under our existing equity compensation plans, as of January 3,

2025:

| | | | | | | |

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

| Total | | 3,544,971 | | 191.09 | | 21,172,833 |

other similar types of share-based awards.

As of January 3, 2025, there were awards outstanding under those plans with respect to

1,008,116 shares, consisting of awards of (i) 582,326 RSUs and (ii) 425,790 PSUs, for which all 1,008,116 were payable in shares but for

which no shares were yet issued and outstanding.

The 3,544,971 shares to be issued upon exercise of outstanding options, warrants and

of 1,008,116 PSUs and RSUs payable in shares.

Because there is no exercise price associated with awards of PSUs or RSUs, all of which are

plans.

The other information required by this Item with respect to security ownership of certain of our beneficial

owners and management is incorporated herein by reference to the discussions under the headings *Principal*

*Shareholders* and *Shares Owned By Directors, Nominees and Executive Officers* in our 2025 Proxy Statement.

| | |

| --- | --- |

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

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

| Total | | | 4,459,103 | | | 169.53 | | | 12,244,466 | | |

As of December 29, 2023, there were awards outstanding under those plans with respect to 1,208,393 shares, consisting of awards of (i) 728,052 restricted stock units and (ii) 480,341 performance share units, for which all 1,208,393 were payable in shares but for which no shares were yet issued and outstanding.

The other information required by this Item with respect to security ownership of certain of our beneficial owners and management is incorporated herein by reference to the discussions under the headings *Principal Shareholders* and *Shares Owned By Directors, Nominees and Executive Officers* in our 2024 Proxy Statement.

| | | | | | |

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

The information required by this Item is incorporated herein by reference to the discussions under the headings [removed: *Director Independence Standards* and *Related Person Transactions* in our 2024 Proxy Statement.]

*Director Independence Standards* and *Related Person Transactions* in our 2025 Proxy Statement.

| | |

| --- | --- |

| | | | | | |

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

The information required by this Item is incorporated herein by reference to the discussion under the heading [removed: *Proposal 4: Ratification of Appointment of Independent Registered Public Accounting Firm* in our 2024 Proxy Statement.]

*Proposal 4: Ratification of Appointment of Independent Registered Public Accounting Firm* in our 2025 Proxy

Statement.

_____________________________________________________________________

| | |

| --- | --- |

_____________________________________________________________________111

| | | | | | |

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

[removed: The] [added: The] following documents are filed as a part of this [removed: Report:][added: Report:]

| | [removed: | |] Page | [removed: | |]

| The following [added: consolidated] financial statements [removed: and reports] of L3Harris Technologies, Inc. [removed: and its consolidated subsidiaries] are included in Item 8 of this Report at the page numbers referenced below: | | [removed: | | | |]

| [Report of Independent Registered Public Accounting Firm (PCAOB [removed: ID:](#ie4244e02cdab41a9816939ebb663e2bf_82)] [added: ID:](#i77f3e240ebac426197b0d9341398ddea_82)] 42[) on [removed: the](#ie4244e02cdab41a9816939ebb663e2bf_82)] [added: the](#i77f3e240ebac426197b0d9341398ddea_82)] Consolidated Financial Statements [removed: | | | [46](#ie4244e02cdab41a9816939ebb663e2bf_82) |] [added: ..........................................................................................................................................] | [added: [36](#i77f3e240ebac426197b0d9341398ddea_82)] |

| [Report of Independent Registered Public Accounting Firm on the Effectiveness of Internal [removed: Control Over] [added: Control](#i77f3e240ebac426197b0d9341398ddea_85) [Over] Financial [removed: Reporting](#ie4244e02cdab41a9816939ebb663e2bf_85) | | | [50](#ie4244e02cdab41a9816939ebb663e2bf_85) |] [added: Reporting](#i77f3e240ebac426197b0d9341398ddea_85) ....................................................................................................................................] | [added: [90](#i77f3e240ebac426197b0d9341398ddea_85)] |

| Consolidated Statement of Operations [— Fiscal Years [removed: Ended](#ie4244e02cdab41a9816939ebb663e2bf_549755816155) December] [added: Ended](#i77f3e240ebac426197b0d9341398ddea_88) January 3, 2025, [](#i77f3e240ebac426197b0d9341398ddea_88)December] 29, [removed: 2023, [](#ie4244e02cdab41a9816939ebb663e2bf_549755816155)December] [added: 2023 and December] 30, 2022 [removed: and [](#ie4244e02cdab41a9816939ebb663e2bf_88)December 31, 2021 | | | [52](#ie4244e02cdab41a9816939ebb663e2bf_549755816155) |] [added: ....................................................................................................................................] | [added: [39](#i77f3e240ebac426197b0d9341398ddea_88)] |

| Consolidated Statement of Comprehensive Income [removed: [—](#ie4244e02cdab41a9816939ebb663e2bf_91) [Fiscal] [added: [—](#i77f3e240ebac426197b0d9341398ddea_91) Fiscal] Years [removed: Ended](#ie4244e02cdab41a9816939ebb663e2bf_88)] [added: Ended January 3, 2025,] December 29, [removed: 2023, [](#ie4244e02cdab41a9816939ebb663e2bf_88)December 30, 2022] [added: 2023] and December [removed: 31, 2021 | | | [53](#ie4244e02cdab41a9816939ebb663e2bf_91) |] [added: 30, 2022 ..............................................................................................] | [added: [40](#i77f3e240ebac426197b0d9341398ddea_91)] |

| Consolidated Balance Sheet [removed: [—](#ie4244e02cdab41a9816939ebb663e2bf_94)] [added: [—](#i77f3e240ebac426197b0d9341398ddea_94) January 3, 2025 and] December 29, 2023 [removed: and December 30, 2022 | | | [54](#ie4244e02cdab41a9816939ebb663e2bf_94) |] [added: ...................................................] | [added: [41](#i77f3e240ebac426197b0d9341398ddea_94)] |

| Consolidated Statement of Cash Flows [removed: [—](#ie4244e02cdab41a9816939ebb663e2bf_97) [Fiscal] [added: [—](#i77f3e240ebac426197b0d9341398ddea_97) Fiscal] Years [removed: Ended](#ie4244e02cdab41a9816939ebb663e2bf_88)] [added: Ended January 3, 2025,] December 29, [removed: 2023,] [added: 2023 and] December 30, 2022 [removed: and December 31, 2021[](#ie4244e02cdab41a9816939ebb663e2bf_88) | | | [55](#ie4244e02cdab41a9816939ebb663e2bf_97) |] [added: ...................................................................................................................................] | [added: [42](#i77f3e240ebac426197b0d9341398ddea_97)] |

| Consolidated Statement of Equity [removed: [—](#ie4244e02cdab41a9816939ebb663e2bf_100) [Fiscal] [added: — Fiscal] Years [removed: Ended](#ie4244e02cdab41a9816939ebb663e2bf_88)] [added: Ended January 3, 2025,] December 29, [removed: 2023, [](#ie4244e02cdab41a9816939ebb663e2bf_88)December 30, 2022] [added: 2023] and December [removed: 31, 2021 | | | [56](#ie4244e02cdab41a9816939ebb663e2bf_100) |] [added: 30, 2022 ...........................................................................................................................................] | [added: [43](#i77f3e240ebac426197b0d9341398ddea_100)] |

| [Notes [removed: to](#ie4244e02cdab41a9816939ebb663e2bf_103)] [added: to](#i77f3e240ebac426197b0d9341398ddea_103)] Consolidated Financial Statements [removed: | | | [57](#ie4244e02cdab41a9816939ebb663e2bf_103) |] [added: ......................................................................................................] | [added: [44](#i77f3e240ebac426197b0d9341398ddea_103)] |

| [removed: (2) Financial] [added: Financial] Statement [removed: Schedules: | | | |] [added: Schedules] | |

| All schedules are omitted because they are not applicable, the amounts are not significant or the required information is shown in the Consolidated Financial Statements or the Notes thereto. | | [removed: | | | |]

[removed: *(3)* *Exhibits:*][added: Exhibits]

The following exhibits are filed herewith or are incorporated herein by reference to exhibits previously filed with [removed: the SEC:]

[removed: [*(2) Agreement and Plan of Merger, dated as of December 17, 2022, by and among L3Harris Technologies, Inc., Aquila Merger Sub Inc. and Aerojet Rocketdyne Holdings, Inc., incorporated herein by reference] [added: [reference] to [removed: exhibit 2.1] [added: Exhibit 10.2] to L3Harris Technologies, Inc.’s Current Report on Form 8-K filed with the [removed: SEC on December 19, 2022 (Commission File Number 1-3863)](https://www.sec.gov/Archives/edgar/data/202058/000110465922128031/tm2232961d1_ex2-1.htm)][added: SEC](https://www.sec.gov/Archives/edgar/data/202058/000020205820000017/exhibit2020l3harrissever.htm)]

[removed: [(3)(a)](https://www.sec.gov/Archives/edgar/data/202058/000020205822000029/exhibit3arestatedcertifi.htm) [](https://www.sec.gov/Archives/edgar/data/202058/000020205822000029/exhibit3arestatedcertifi.htm)[Restated] [added: (3)(a) [Restated] Certificate of Incorporation of L3Harris Technologies, Inc. (1995), as amended, [removed: incorporated herein by reference to Exhibit 3(a) to the L3Harris Technologies, Inc.’s Quarterly Report on Form 10-Q filed with the SEC on July 29, 2022.][added: incorporated](https://www.sec.gov/Archives/edgar/data/202058/000020205824000105/exhibit4arestatedcertifi.htm)]

(Commission File Number [removed: 1-3863)](https://www.sec.gov/Archives/edgar/data/202058/000020205822000029/exhibit3arestatedcertifi.htm)][added: 1-3863)](https://www.sec.gov/Archives/edgar/data/202058/000020205823000028/exhibit101q1cy23.htm)]

[removed: (Commission] [added: [(Commission] File Number [removed: 1-3863)](https://www.sec.gov/Archives/edgar/data/202058/000114036119012159/ex4.htm)][added: 1-3863)](https://www.sec.gov/Archives/edgar/data/202058/000095015204000536/l05216bexv10wd.txt)]