L3Harris Technologies (LHX) 10-K risk factor changes: FY2025 vs FY2024

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

[removed: *portion] [added: *We depend on winning profitable 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 [removed: defense-][added: defense-related programs with the DoW and other government agencies.]

The market for sales to U.S. Government customers is highly competitive and the U.S. Government may choose [added: to use other contractors as part of competitive bidding processes or otherwise.]

[added: The U.S. Government has] increasingly relied on certain types of contracts that are subject to multiple competitive bidding processes, including [added: 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 [added: increased pricing pressure.]

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

[added: 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 [added: challenging contracts awarded to us.]

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

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

[added: Procurement funds are] typically disbursed over the course of one to three years.

Consequently, programs often initially receive only partial [added: 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 changed as [added: part of the annual appropriations process ultimately approved by Congress and the President or in separate supplemental appropriations or continuing resolutions, as applicable.]

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

[added: U.S.] Government spending priorities and levels remain uncertain and difficult to [removed: predict, especially with a new][added: predict.]

[added: 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 [added: basis, could have material adverse consequences on our current or future business.]

[added: 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 Continuing [added: Resolution (“CR”) or shut down, also could have material adverse consequences on our current or future business.]

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

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

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

[added: Fixed-price U.S. Government contracts can expose us to potentially large losses] because the U.S. Government can hold us responsible for completing a project or, in limited circumstances, paying [added: the entire cost of its replacement by another provider.]

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

[added: 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 [added: liquidated damages or suffer losses if the customer exercises its right to terminate.]

provisions relating to cost controls and audit rights, and if we fail to meet the terms specified in those contracts, we [added: may not realize their full benefits.]

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

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

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

[added: 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 [added: and final negotiation of audits.]

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

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

For some contracts, we are a subcontractor and the U.S. Government could [added: terminate the prime contractor for convenience without regard for our performance as a subcontractor.]

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

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

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

These costs might increase in the future, [added: particularly for certain international markets and customers,] thereby reducing our [removed: margins, which][added: margins.]

[added: A significant judgment or arbitration award against us arising out of any of our current or future litigation or arbitration matters] could have [removed: an] [added: a material] adverse effect on our business, financial condition, results of operations, cash flows and equity.

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

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

As a result of that uncertainty, it is difficult to develop accurate estimates of the level of [added: growth in the markets we serve.]

forecasting, our estimates or guidance for future revenue, income and expenditures may be inaccurate, and we may [added: make significant investments and expenditures but never realize the anticipated benefits.]

[added: Uncertainty in financial and insurance markets may significantly] increase the political, economic and social instability in the geographic areas in which we [removed: operate.][added: operate which could further impact demand.]

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.

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The DoW’s current procurement reform initiative, including the increased use of other transaction authority (“OTA”) agreements, could reduce barriers to entry and result in even greater competition and increased pricing pressure.

OTAs are not subject to many traditional procurement laws, including the Federal Acquisition Regulation (“FAR”), and in some instances, an OTA award may require that a significant part of the work be carried out by a non-traditional defense contractor or that a portion of the prototype project's costs be covered by non-governmental sources.

Some of our competitors, including non-traditional new entrants to defense-related programs, have greater financial resources than we do and may have more extensive or more specialized engineering, manufacturing and marketing capabilities than we do in some areas.

We may choose not to bid in certain competitive bidding processes, which would result in the potential loss of opportunities, or we may choose to partner with competitors, which could expose our business to additional factors beyond our control.

*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.

This uncertainty could be exacerbated by procurement reform initiatives that could result in more frequent changes to program funding, scope, or priorities, increasing the risk of contract modifications, terminations, or delays, and making it more difficult to forecast revenue and resource needs.

Fixed-price contracts, particularly for development programs, could subject us to losses from cost overruns or inflation.* In fiscal 2025, 75% 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.

Because many of these contracts involve new technologies and applications and can last for years, unforeseen events, such as technological difficulties, increases 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 less favorable economics or even losses over time (which, especially in the case of sharp and significant sustained inflation, could happen quickly and have long lasting impacts).

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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-type and time-and-material contracts.

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.

However, we may not be successful in accurately accounting for all increased costs, and 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 we are unable to account for and receive cost adjustments in our fixed-price contracts.

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

Our business with government customers is also subject to a variety of procurement regulations and a variety of socioeconomic, environmental and other requirements that increase our operational and compliance costs, including governmental action through Executive Orders.

*We participate in markets that are often subject to uncertain economic conditions, which makes it difficult to estimate growth in our markets and, as a result, future income and expenditures.* We participate in U.S. and international markets that are subject to uncertain economic conditions which could experience increasing price sensitivity due to economic conditions or seek solutions which could adversely affect demand for our products, systems, services or technologies.

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*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 Ukraine and Eastern Europe, the Middle East and Asia, and the potential for other conflicts and future terrorist activities and geo-political events throughout the world 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.

Geo-political events and changes in foreign policy could cause isolationism or increased implementation of local solutions by international customers, which could adversely affect demand for our products, systems, services or technologies.

*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 the International Traffic in Arms Regulations (“ITAR”), the Export Administration Regulations (“EAR”), and U.S. Foreign Corrupt Practices Act (“FCPA”).

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.

A conviction, or an administrative finding against us that satisfies the requisite level of seriousness, could result in civil and/or criminal penalties, including fines, seizure of our products and debarment from contracting with the U.S. Government for a specific term, which could have a material adverse effect on our business, financial condition, results of operations, cash flows and equity.

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

Legislation, regulatory changes or other governmental actions, including product certification or stewardship requirements, sourcing restrictions, tariffs, export controls, embargoes, product authenticity, cybersecurity regulation, and environmental standards may all impact our subcontractors and suppliers.

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

Any supply chain disruption could result in delayed deliveries, increased costs, loss of customers, contractual penalties or damages, claims or litigation, regulatory investigations or actions, loss of future business opportunities, or reputational harm, any of which could materially and adversely affect our business, operational results, financial condition and cash flow.

*Changes in trade policies, including tariffs, could cause adverse impacts to our business.* Beginning in first quarter 2025, we observed a significant shift in U.S. trade policy, with increased tariffs and the imposition of new tariffs that could impact our supply chain and our business.

While certain of such tariffs have been paused, ultimately trade policy decisions are outside of our control and may have consequences for our business.

Changes in trade policies, such as new tariffs or increases in tariffs, or reactionary measures including retaliatory tariffs, legal challenges, or currency manipulation, could adversely impact us.

Even though we primarily sell our products and services to U.S. Government customers and our suppliers are primarily domestic, we still rely on imported materials, components, or finished goods, and if tariffs increase, our supply chain costs may rise, adversely affecting our business, results of operations and cash flows.

We also operate a business in Canada that supports both domestic and international programs.

If we are not granted exemptions from tariffs due to the nature of our business and customers, we could see greater impacts than we currently expect, especially as it relates to tariffs between the U.S. and Canada.

Additionally, retaliatory measures, or prolonged uncertainty in trade relationships could result in supply chain disruptions, delayed shipments, or increased operational complexity, which could also adversely affect our business, results of operations and cash flows.

While we intend to take steps to mitigate any impacts of tariffs or other impacts resulting from changes in trade policy, our ability to do so may be limited by operational and supply chain constraints, especially in the short term.

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*We must attract and retain key employees, and any failure to do so could harm us.* Our future success depends to a significant degree upon the continued contributions of our management and our ability to attract and retain highly-qualified management and technical personnel, including engineers and employees who have, or can obtain, U.S. Government security clearances, particularly clearances of top secret and above.

As a government contractor with access to national security or other sensitive government information, we face a heightened risk of a security breach or disruption from threats to gain unauthorized access to our and our customers’ proprietary information on our IT networks and related systems, our classified networks, and to the IT networks and related systems that we operate, maintain and secure for certain of our customers.

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

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*

related programs with the DoD and other government agencies.

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

The U.S. Government has

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

increased pricing pressure.

Some of our competitors have greater financial resources than we do and may have

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

_____________________________________________________________________

and proposals for contracts and the risk that we may fail to accurately estimate the resources and costs required to

fulfill any contract awarded to us.

We may choose not to bid in certain competitive bidding processes, which would

result in the potential loss of opportunities.

Additionally, bid protests from unsuccessful bidders can result in

challenging contracts awarded to us.

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

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

funding, and additional funds are obligated only as Congress authorizes further appropriations.

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.

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

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.

If Congress does not enact a full-year GFY 2025 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

The following Management’s Discussion and Analysis (“MD&A”) is intended to assist in an understanding of our [added: financial condition and results of operations for fiscal 2025 compared with fiscal 2024.]

[added: A discussion of fiscal 2024] compared to fiscal [removed: 2022] [added: 2023] can be found in *Part II.

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

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

Factors that could cause or contribute to such differences [added: include, but are not limited to, those discussed in *Part I.]

For additional [added: information, see *Part I.]

[removed: Business* *-] [added: Business -] Cautionary Statement Regarding Forward-Looking Statements* of this [added: Report.]

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

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

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

[removed: As of January] [added: | | | | January 2, 2026 | | | | | | | | | | | | January] 3, [removed: 2025,][added: 2025 | | | | | | | | |]

[added: As of January 2, 2026,] we had approximately [removed: 47,000] [added: 45,000] employees, including approximately 18,000 engineers and scientists.

[removed: serve,] [added: We structure our operations primarily around the capabilities we provide] and we report our financial results in four business segments: [added: CS,] SAS, IMS, [removed: CS] and AR.

[removed: *Segments*] [added: See *Note 14: Business Segments*] in the Notes for further information regarding our business segments.

[removed: The percentage] [added: A substantial majority] of our revenue [removed: that was] [added: is] derived from [removed: sales to] [added: contracts with the] U.S. [removed: Government customers,] [added: Government,] including foreign [added: military sales contracts.]

[removed: military] [added: The percentage of our revenue that was derived from] sales [removed: funded through the] [added: to] U.S. [removed: Government,] [added: Government customers,] whether directly or through prime contractors, [added: including foreign military sales funded through the U.S. Government,] was [removed: 76%,] [added: 75%,] 76% [added: and 76%, in fiscal 2025, 2024 and 2023, respectively.]

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

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

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

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

As a proven alternative to traditional primes and new entrants, our flexible business model allows us to operate [added: as either a prime, merchant supplier, or subcontractor, offering both commercial pricing and traditional government acquisition approaches.]

[added: Customer demand for our solutions remains robust,] and we ended fiscal [removed: 2024] [added: 2025] with [added: contractual] backlog of [removed: $34.2] [added: $38.7] billion, a [removed: 5%] [added: 13%] increase over the prior year.

[added: Also in fiscal 2025, we] invested [removed: $515] [added: $536] million (2% of total revenue) in company-funded R&D focused on technologies that expand our [added: capabilities across our domains.]

[added: We are investing] in enterprise tools and optimized, revamped processes to unlock further opportunities for margin expansion and [added: create additional value for our shareholders.]

[added: We plan to continue to invest,] consistent with profitable growth opportunities, and sustain our culture of innovation, while delivering on our [added: 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 [added: below in the “Operations Review” and “Liquidity and Capital Resources” sections of this MD&A:]

We use these measures, along with other performance measures that are not defined by U.S. Generally [added: Accepted Accounting Principles (“GAAP”), to assess the success of our business and our ability to create shareholder value.]

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

We also use [removed: some of] these and other performance metrics for executive compensation purposes.

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

| (Dollars in millions, except per share amounts) | [removed: January 3, 2025] | | [removed: December 29, 2023] [added: 2025] | [added: | | | | | 2024 | | | | | | | | |]

| [removed: Total revenue] [added: Revenue] | [added: | | $ | 21,865 | | | | | $ |] 21,325 | | [removed: 19,419] | [added: | | | | |]

| Cost of revenue | | | [added: (16,240)] | [added: | | | | | (15,801) | | | | | | | | |]

| Gross margin | [added: | | 5,625 | | | | | |] 5,524 | | [removed: 5,113] | [added: | | | | | |]

| General and administrative expenses | [added: | | (3,430) | | | | | |] (3,568) | | [removed: (3,313)] | [added: | | | | | |]

| Impairment of goodwill and other assets | [added: | | (85) | | | | | |] (38) | | [removed: (374)] | [added: | | | | | |]

| Operating income | [added: | | 2,110 | | | | | |] 1,918 | | [removed: 1,426] | [added: | | | | | |]

| Non-service FAS pension income and other, net(1) | [added: | | 419 | | | | | |] 354 | | [removed: 338] | [added: | | | | | |]

| Interest expense, net | [added: | | (597) | | | | | |] (675) | | [removed: (543)] | [added: | | | | | |]

| Income before income taxes | [added: | | 1,932 | | | | | |] 1,597 | | [removed: 1,221] | [added: | | | | | |]

Management's Discussion and Analysis of Financial Condition and Results of Operations* included in our Annual Report on Form 10-K for the fiscal year ended January 3, 2025 (our “Fiscal 2024 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.

Our capabilities have defense

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Revenue is disaggregated at the segment level into categories that the Chief Operating Decision Maker (“CODM”) believes best depict the nature, amount, timing, and uncertainty of revenue and cash flows.

These categories do not distinguish between product and service revenue because management evaluates the business on a combined, consolidated revenue and cost of revenue basis.

The CODM, as well as segment management, are not provided with and do not review revenue or cost of revenue disaggregated between products and services at the segment or sector level; accordingly, this information is not used in resource allocation decisions.

Accordingly, and because we do not believe such disaggregation assists in an understanding of our financial condition and results of operations, product and service revenue and the related cost of revenue are not disaggregated herein.

On March 15, 2025, the President signed into law a full-year CR for GFY 2025, funding the government through September 30, 2025, with $893 billion for defense funding, including $851 billion for the DoW.

This was in line with the 1% increase permitted by the caps under the Fiscal Responsibility Act of 2023 for GFY 2025.

Notably, the CR provided funding at the account level, not the program level, allowing federal agencies more discretion with how they prioritize funding for programs.

On May 2, 2025, the White House released a preliminary GFY 2026 budget that included a flat national defense topline of $893 billion (including $849 billion for DoW) and included an additional $119 billion from reconciliation funding in 2026 for a total of approximately $1 trillion.

The administration requested $557 billion for non-defense funding, down from $721 billion in GFY 2025, resulting in material funding declines for some agencies, including a $6 billion cut to NASA.

On July 4, 2025, the President signed Congress’ reconciliation package which included $155 billion for national defense spending to fund DoW priorities, including priorities closely aligned with L3Harris interests and opportunities, such as Golden Dome, munitions, and shipbuilding, $165 billion for Department of Homeland Security priorities, $12.5 billion for the Federal Aviation Administration (“FAA”) for air traffic control modernization efforts and $10 billion for NASA.

The administration has stated that it expects departments and agencies will be able to access significant amounts of this additional funding in GFY 2026, specifically noting the expectation that the DoW will access $113 billion in GFY 2026.

The reconciliation package also raises the debt ceiling by $5 trillion and enacts key changes to the federal tax code, further discussed under the “U.S. Federal Tax Reform” heading below.

On October 1, 2025, after Congress failed to reach an agreement on a short-term spending deal or full-year appropriation, the federal government experienced its longest shutdown on record, lasting 43 days.

It was resolved with a CR lasting until January 30th for agencies that did not yet have full-year appropriations.

The Commerce-Justice-Science appropriations bill, which provides funding for NASA and National Oceanic and Atmospheric Administration (“NOAA”), was signed into law on January 23, 2026.

The bill provides $6 billion above the Administration’s GFY 2026 budget request for NASA and rejects the proposed termination of the Space Launch System (“SLS”) and Orion following the Artemis III mission and directs the inclusion of an SLS-based option in any competition for future Artemis launch services.

The bill also provides $6 billion for NOAA, an increase of more than $1.5 billion above the Administration’s GFY 2026 request.

The final GFY 2027 National Defense Authorization Act (“NDAA”) was signed into law in December 2025.

The NDAA provides authorization of appropriations for the DoW, nuclear weapons programs of the Department of Energy, and other defense-related activities.

In addition to serving as an authorization of appropriations, the NDAA establishes defense policies and restrictions, and addresses organizational administrative matters related to the DoW.

Congress passed the Defense Appropriations bill on February 3, 2026, providing $859 billion for DoW programs, an increase of 1% or ~$9 billion over the President’s Budget Request.

In addition, Congress provided just over $22 billion for the FAA via the Transportation-Housing and Urban Development bill, more than $1 billion above the GFY 2025 enacted level.

This includes $4 billion in resources for facilities and equipment, nearly $1 billion more than the prior year.

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Internationally, almost all NATO allies have committed to spend 5% of GDP annually over the next decade on defense and security-related expenditures, with 3.5% on core defense articles and another 1.5% on critical infrastructure, cyber and other key areas.

Risk Factors” and *Note 15: Legal Proceedings, Commitments and Contingencies* in the Notes of this Report.

U.S. Federal Tax Reform

In third quarter 2025, the One Big Beautiful Bill Act (“OBBBA”) was enacted, introducing amendments to the U.S. federal income tax code, including permanent reinstatement of immediate expensing for domestic research expenditures, a reduction in the benefit of the R&D credit, restoration of full expensing for qualified machinery, equipment and other short-lived assets, and several modifications to existing international tax provisions.

Certain provisions are effective for 2025, the effects of which have been recognized in third quarter 2025 and are reflected in the Consolidated Financial Statements and the Notes.

Certain other provisions are effective in future fiscal years.

The ongoing uncertainty related to the impacts of inflation, as well as the interest rate environment and ongoing federal deficits could in the future impact U.S. Government spending priorities for our products and services.

We continue to monitor and evaluate the potential impact of current and proposed changes in trade policies and in particular, tariffs.

In response to enacted tariffs, we are seeking exemptions, evaluating alternative sources of materials and subcontracted components, as well as engaging in supplier negotiations to help manage cost impacts and are considering price adjustments and other strategies to support profitability.

Our products are used across many customer platforms and this platform-agnostic approach gives us a unique advantage in rapidly adapting to the changing threat environment while effectively partnering with new entrants and non-traditional contractors.

In fiscal 2025, we continued to make progress with our LHX NeXt initiative, our targeted program designed to enhance organizational agility and performance by leveraging our scale and relationships across segments, driving operational efficiency and competitiveness for the enterprise.

Beginning fiscal 2026, LHX NeXt will be fully integrated within our operations as standard practice, with ongoing cost savings measured as operational improvement, which we refer to as e3 (excellence, everywhere, everyday).

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

A discussion of fiscal 2023

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

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

information, see *Part I.

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

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

See *Note 14: Business*

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

On March 9, 2024, the President signed the first tranche of GFY 2024 appropriations funding bills into law,

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.

On March 11, 2024, the President’s Budget Request for GFY 2025 was released.

The DoD requested

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

On April 24, 2024, the President signed into law a supplemental GFY 2024 appropriations package that included

$67 billion in funding for key DoD programs, bringing the DoD funding for GFY 2024 to $911 billion.

Congress has not yet reached a final agreement on GFY 2025 funding.

A short-term CR was enacted on

December 21, 2024 that will fund the U.S. Government until March 14, 2025.

While operating under a CR,

government agencies are allocated a portion of GFY 2024 enacted funds, and DoD is prohibited from starting new

[removed: Foreign Currency] [added: Foreign Currency] Risk

[added: These risks] include the translation of local currency balances of foreign subsidiaries into U.S. dollars and transactions [added: denominated in currencies other than a subsidiary’s functional currency.]

[added: Assets and liabilities of international] subsidiaries that use local currency as the functional currency, are translated at current rates of exchange and [added: income and expense items are translated at the weighted average exchange rate for the year.]

[added: In fiscal 2025,] approximately 10% of our business was transacted in local currency environments.

[added: As of January 2, 2026, the] cumulative impact of translating the assets and liabilities of these operations to U.S. Dollars was a [removed: $265] [added: $185] million loss, [added: 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 [added: denominated in currencies other than the functional currencies of such businesses.]

[added: To manage our exposure to] currency risk and market fluctuation risk associated with anticipated cash flows that are probable of occurring in the [added: future, we implement foreign currency forward contracts to hedge both balance sheet and off-balance sheet future foreign currency commitments.]

[added: As of January 2, 2026, we had open foreign currency forward contracts with an] aggregate notional amount of [removed: $201] [added: $203] million, hedging certain forecasted transactions denominated in U.S. Dollars, [added: Canadian Dollars and Australian Dollars.]

Notional amounts are used to measure the volume of foreign currency [added: forward contracts and do not represent exposure to foreign currency losses.]

[added: Factors that could impact the] effectiveness of our hedging programs for foreign currency include accuracy of sales estimates, volatility of currency [added: markets and the cost and availability of hedging instruments.]

[added: As of January 2, 2026, 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 [added: flows.]

This quantification of exposure to the market risk associated with foreign currency financial instruments does [added: not take into account the offsetting impact of changes in the fair value of our foreign denominated assets, liabilities and firm commitments.]

We have exposure to interest rate risk associated with our financing activities, primarily our long-term debt [removed: and][added: borrowings.]

[removed: rate] [added: 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 [added: currently have no plans to refinance or repurchase outstanding fixed-rate debt prior to maturity.]

[added: As such, fluctuation] in market interest rates impact the fair value of our long-term debt but do not impact our statement of operations or [added: cash flow.]

[removed: At] [added: As of] January [removed: 3, 2025,] [added: 2, 2026,] a hypothetical 10% change in interest rates on our long-term fixed-rate debt [added: obligations would not have had a material impact on the fair value of these obligations.]

We can give no assurances, however, that interest rates will not change significantly or have a material effect on [added: the fair value of our debt obligations or our results of operations or cash flows over the next twelve months.]

[removed: *8:] [added: See *Note 8:] Debt and Credit Arrangements* in the Notes for information regarding the maturities of our fixed-rate debt [added: obligations.]

As of January 2, 2026, our long-term debt consisted predominately of fixed-rate debt with a carrying value and estimated fair value of $10,876 million and $10,913 million, respectively.

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These risks

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

Assets and liabilities of international

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

In fiscal 2024,

At January 3, 2025, the

which is included as a component of shareholders’ equity.

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

To manage our exposure to

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

Canadian Dollars and Australian Dollars.

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

Factors that could impact the

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

flows.

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

and firm commitments.

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-

currently have no plans to refinance or repurchase outstanding fixed-rate debt prior to maturity.

As such, fluctuation

cash flow.

obligations would not have had a material impact on the fair value of these obligations.

Additionally, at January 3, 2025, we had short-term variable-rate debt outstanding under our CP Program of

$515 million.

Due to its short-term nature, the fair value of our short-term debt approximates the carrying value.

Outstanding notes under our CP Program bear interest that is variable based on certain short-term indices, thus

exposing us to interest-rate risk.

At January 3, 2025, a hypothetical 10% change in interest rates on our short-term

debt obligations would not have had a material impact on our results of operations or cash flows.

the fair value of our debt obligations or our results of operations or cash flows over the next twelve months.

See *Note*

obligations and our CP program.

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| | |

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

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

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

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

The fiscal year ended January [added: 2, 2026 (“fiscal 2025”) included 52 weeks, fiscal year ended January] 3, 2025 (“fiscal 2024”) [added: included 53 weeks, and the fiscal year ended December 29, 2023 (“fiscal 2023”) included 52 weeks.]

Unless the context otherwise requires, the terms “we,” “our,” “us,” “Company” and [added: “L3Harris” as used in this Annual Report on Form 10-K (this “Report”) mean L3Harris Technologies, Inc. and its subsidiaries.]

[removed: serve,] [added: We structure our operations primarily around the capabilities we provide] and we report our financial results in four operating segments, which are also our reportable segments or [added: business segments.]

[added: From time to time, we acquire or divest businesses] and [added: strategically realign businesses within and] across our business segments to optimize existing capabilities and enhance the efficiency with which we [added: develop and deliver on our contracts.]

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

For financial information with respect to our business [added: segments, see *Note 14: Business Segments* in the Notes to Consolidated Financial Statements in this Report (the “Notes”).]

[removed: segments, see] [added: See] *Note [removed: 14: Business Segments*] [added: 16: Subsequent Events*] in the Notes.

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

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

*Space Systems:* [removed: Intelligence, surveillance and reconnaissance (“ISR”);] [added: ISR;] position, navigation and timing; weather [added: and climate monitoring; missile defense and ground-based space surveillance networks.]

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

*Integrated Mission Systems [removed: (“IMS”).*] [added: (“IMS”).*] Delivers differentiated mission capabilities and prime systems integration [added: to support multi-mission ISR, passive sensing and targeting, electronic attack, autonomy, power and communications, networks and sensors.]

[added: IMS specializes in system design, development,] integration, production, modernization and sustainment for national security and international customers in the [added: following business sectors:]

*Maritime:* Power, electrical, imaging, communication and sensor systems for naval platforms; integrated [added: autonomous vessels for surface and undersea operations; fleet management; in-service support; missionization prototyping; and naval integration.]

[added: *Targeting & Sensor Systems* (“TSS”)*:* Multi-domain, multi-spectral electro-optical (“EO”) and infrared (“IR”) sensor systems] supporting ISR and target acquisition missions; manufacturing of specialty laser and filter glass materials, laser [added: range finders, target designators and transmitters; and highly scalable autonomous solutions.]

*Defense [removed: Electronics:*] [added: Electronics(“DE”):*] Space communications and space flight avionics; 360-degree visible/midwave IR passive [added: surveillance; protected GPS communications, navigation and range-testing solutions; and precision electronic components.]

[removed: At January 3, 2025, Commercial] [added: *Commercial] Aviation [removed: Solutions] [added: Solutions*] (“CAS disposal [removed: group”)] [added: group”)*:* On March 28, 2025, the CAS disposal group] was [added: divested.]

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

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

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

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

*Broadband Communications:* Design, manufacture and sustainment of resilient and secure communication [added: solutions that include intelligence, reconnaissance and surveillance (“ISR”) and tactical data links, software and integrated broadband networks.]

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

*Public Safety and Professional [removed: Communications:*] [added: Communications (“PSPC”):*] State-of-the-art communication equipment, systems and [added: applications for federal agencies, state and local government first responders, utilities and transit agencies.]

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

*Space Propulsion and Power [removed: Systems:*] [added: Systems (“SPPS”):*] Premier propulsion and power systems for national security, space and [added: exploration missions.]

For financial information regarding our domestic and international [added: 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 [added: Europe, Middle East and Africa (“EMEA”) and Asia-Pacific (“APAC”) regions and Canada.]

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

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

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

[added: We also collaborate with innovative partners, such as our strategic] partnerships with Palantir [removed: Technologies and] [added: Technologies,] Shield [removed: Capital] [added: Capital, Anduril and Amazon Kuiper] to develop new capabilities to meet the demands of our [added: customers.]

Such collaboration is [removed: required] [added: driven] by modern market dynamics where competing in our markets requires the [added: ability to fuse hardware, software and artificial intelligence (“AI”).]

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

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

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

Beginning fiscal 2026, we streamlined our business segments from four business segments to three business segments, more closely aligning common capabilities and business models.

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

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*Airborne Combat Systems:* Sensors, processors, hardened electronics, unmanned aircraft systems, precision weapons, infrared search and tracking, distributed aperture systems and precision pointing, weapons release systems; antennas for aircraft platforms; and threat warning and countermeasures for airborne, ground and maritime platforms.

*Aerojet Rocketdyne (“AR”).* Provides propulsion, power and armament products and systems to U.S. Government, including the DoW, National Aeronautics and Space Administration ("NASA") and major aerospace and defense prime contractors in the following business sectors:

In fiscal 2025, revenue 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 $4.8 billion (22% of our revenue) and came from over 100 countries with no single foreign country accounting for more than 5% of our total revenue.

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As of the end of fiscal 2025, our contractual backlog was $38.7 billion.

*Government Contracts.* In fiscal 2025, the percentage of our revenue that was derived from sales to U.S. Government customers, whether directly or through prime contractors, including foreign military sales funded through the U.S. Government, was 75% and no other customer accounted for more than 5% of our revenue.

*Cost-type contracts.* Our U.S. Government cost-type 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.

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Acquisition Reform

We are pursuing our Trusted Disruptor strategy against the backdrop of acquisition reform, prioritizing engaging with our customers and delivering the innovation, agility and affordability our customers demand from the defense industrial base.

Recent reforms to the U.S. Government’s acquisition strategy, including the transformation of the Defense Acquisition System into the Warfighting Acquisition System, are fundamentally shifting procurement priorities toward speed, flexibility, and mission outcomes.

Under this new approach, the DoW is streamlining contracting processes, delegating greater authority to empowered portfolio acquisition executives, and increasing the use of commercial solutions and alternative contracting methods to accelerate the delivery of urgently needed capabilities.

These changes are designed to expand competition, incentivize private investment, and enhance supply chain resilience, which may result in new opportunities and requirements for defense contractors, as well as increased emphasis on rapid innovation and responsiveness in fulfilling government contracts.

Of our total employees, 90% were located in the U.S. As of January 2, 2026, approximately 2,600, or 6%, of our U.S. employees were covered by various collective bargaining agreements, which we expect will be renegotiated as they expire, as we historically have done without significant disruption to operating activities.

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The SEC maintains an internet site at *http://www.sec.gov* that contains reports, proxy and information statements and other information regarding issuers, including L3Harris, that file electronically with the SEC.

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 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.

| | | | | | |

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

With customers’ mission-critical

the interest of global security.

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

international allies.

commercial applications.

included 53 weeks and fiscal years ended December 29, 2023 (“fiscal 2023”) and December 30, 2022 (“fiscal

2022”) included 52 weeks.

“L3Harris” as used in this Report mean L3Harris Technologies, Inc. and its subsidiaries.

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

business segments.

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

develop and deliver our products and services.

and services to various customers and are described below.

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

systems; antennas for aircraft platforms; and threat warning and countermeasures for airborne, ground and

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,

following business sectors:

*ISR:* Airborne passive sensing and targeting, mission systems development, integration and life-cycle

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

agile strike, mobility, and classified platforms.

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

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

sector Targeting & Sensor Systems.

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surveillance; fuzing, navigation and range-testing solutions; and precision electronic components.

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

commercial aviation industry.

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

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to our legal proceedings.

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

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

For the fiscal year [removed: ended January 3, 2025][added: ended January 2, 2026]

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

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

[removed: ][added: ]

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

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

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

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

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

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: | | | | | [added: | | | | | | | | | |]

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

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

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 [added: 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 subject to such filing requirements for the past 90 days.]

[removed: Act] [added: Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405] of [removed: 1934] [added: Regulation S-T] during the preceding 12 months (or for such shorter period that the registrant was required to [removed: file] [added: submit] such [removed: reports), and (2) has been][added: files).]

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

[removed: company or an emerging] [added: | | | | | | | | | | | | | Emerging] growth [removed: company.][added: company | | | | | | ☐ | | |]

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

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

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

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying [added: 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 [added: 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 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 [added: included in the filing reflect the correction of an error to previously issued financial statements.☐]

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based [added: compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b).☐]

[added: The aggregate market value of the voting common equity held by non-affiliates of the registrant at June 27, 2025 was $46,020,545,333] (based on the quoted closing sale price per share of the stock on the New York Stock Exchange).

[added: For purposes of this calculation, the registrant] has assumed that its directors and executive officers as of June [removed: 28, 2024] [added: 27, 2025] are affiliates.

The number of shares outstanding of the registrant’s common stock as of February [removed: 7, 2025] [added: 6, 2026] was [removed: 188,313,839.][added: 186,776,263.]

[removed: 2025,] [added: Portions of the registrant’s definitive Proxy Statement for the 2026 Annual Meeting of Shareholders scheduled to be held on May 11, 2026,] which will be filed with the Securities and Exchange Commission within 120 days after the end of the registrant’s fiscal year ended [added: January 2, 2026, 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 JANUARY 3, 2025][added: ENDED JANUARY 2, 2026]

| | | [added: | | | |] Page No. | [added: | |]

| Part I: | | | [added: | | | | | |]

| | [added: | |] [ITEM 1. [removed: Business](#i77f3e240ebac426197b0d9341398ddea_22) .................................................................................................................................] [added: Business](#ia96df7c917f34e90b8143662af84d6f7_25)] | [removed: [1](#i77f3e240ebac426197b0d9341398ddea_22)] | [added: | [1](#ia96df7c917f34e90b8143662af84d6f7_25) | | |]

| | [added: | |] [ITEM 1A. Risk [removed: Factors](#i77f3e240ebac426197b0d9341398ddea_25) ............................................................................................................................] [added: Factors](#ia96df7c917f34e90b8143662af84d6f7_28)] | [removed: [5](#i77f3e240ebac426197b0d9341398ddea_25)] | [added: | [5](#ia96df7c917f34e90b8143662af84d6f7_28) | | |]

| | [added: | |] [ITEM 1B. Unresolved Staff [removed: Comments](#i77f3e240ebac426197b0d9341398ddea_28) ...............................................................................................] [added: Comments](#ia96df7c917f34e90b8143662af84d6f7_31)] | [removed: [15](#i77f3e240ebac426197b0d9341398ddea_28)] | [added: | [16](#ia96df7c917f34e90b8143662af84d6f7_31) | | |]

| | [added: | |] [ITEM 2. [removed: Properties](#i77f3e240ebac426197b0d9341398ddea_34) ...............................................................................................................................] [added: Properties](#ia96df7c917f34e90b8143662af84d6f7_37)] | [removed: [17](#i77f3e240ebac426197b0d9341398ddea_34)] | [added: | [17](#ia96df7c917f34e90b8143662af84d6f7_37) | | |]

| | [added: | |] [ITEM 3. Legal [removed: Proceedings](#i77f3e240ebac426197b0d9341398ddea_37) .................................................................................................................] [added: Proceedings](#ia96df7c917f34e90b8143662af84d6f7_40)] | [removed: [17](#i77f3e240ebac426197b0d9341398ddea_37)] | [added: | [17](#ia96df7c917f34e90b8143662af84d6f7_40) | | |]

| | [added: | |] [ITEM 4. Mine Safety [removed: Disclosures](#i77f3e240ebac426197b0d9341398ddea_40) .......................................................................................................] [added: Disclosures](#ia96df7c917f34e90b8143662af84d6f7_43)] | [removed: [17](#i77f3e240ebac426197b0d9341398ddea_40)] | [added: | [18](#ia96df7c917f34e90b8143662af84d6f7_43) | | |]

| | [added: | |] Information about our [removed: Executive Officers ..............................................................................................] [added: [Executive Officers](#ia96df7c917f34e90b8143662af84d6f7_46)] | [removed: [18](#i77f3e240ebac426197b0d9341398ddea_549755816054)] | [added: | [18](#ia96df7c917f34e90b8143662af84d6f7_46) | | |]

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| | | | [ITEM 1](#ia96df7c917f34e90b8143662af84d6f7_34)[C](#ia96df7c917f34e90b8143662af84d6f7_34)[.](#ia96df7c917f34e90b8143662af84d6f7_34) Cybersecurity | | | [16](#ia96df7c917f34e90b8143662af84d6f7_34) | | |

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| [Signatures](#ia96df7c917f34e90b8143662af84d6f7_223) | | | | | | [92](#ia96df7c917f34e90b8143662af84d6f7_223) | | |

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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

Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such

files).

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

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| | | | | Emerging growth company | | ☐ |

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

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

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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| | [ITEM 1C. Cybersecurity](#i77f3e240ebac426197b0d9341398ddea_31) ......................................................................................................................... | [15](#i77f3e240ebac426197b0d9341398ddea_31) |

| [Signatures](#i77f3e240ebac426197b0d9341398ddea_214) ..................................................................................................................................................................... | | [99](#i77f3e240ebac426197b0d9341398ddea_214) |

_____________________________________________________________________

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

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

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

[added: 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 [added: 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 [added: emerging cybersecurity threats in real time, management has implemented an ISO 27001 certified Information Security Management System.]

[added: 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 [added: creates action plans to address and track identified cybersecurity threats until they have been remediated.]

[added: Activities] and cybersecurity incidents are reported to our CIO, who briefs senior management, including our CEO, as well as [added: our Board, as appropriate.]

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

[added: For] example, we are members of the [removed: DoD] [added: DoW] Defense Industrial Base Collaborative Information Sharing Environment, the [added: National Defense Information Sharing and Analysis Center, and the National Security Agency’s Cybersecurity Collaboration Center.]

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

We are committed to safeguarding against both internal and external security threats through a robust [added: counterintelligence and insider threat program that utilizes cutting-edge data analytics and machine learning.]

[added: As a defense contractor, we must comply with the DoW's cybersecurity regulations, including the Defense] Federal Acquisition Regulation Supplement, [removed: ensuring] [added: relating to] the protection of Controlled Unclassified Information and [added: prompt reporting of cybersecurity incidents.]

[added: Our practices have been rigorously assessed by the Defense Contract] Management Agency to meet the Level 2 Cybersecurity Maturity Model Certification requirements, reflecting our [added: dedication to maintaining stringent security controls.]

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

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

[added: The Supply Chain Risk Management team utilizes industry] monitoring services to identify potential supply chain incidents and works closely with our Cybersecurity Team to [added: understand the latest threats affecting our industry.]

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

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

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

Risk Factors” in this Report for further discussion of specific risks related [added: to cybersecurity threats.]

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

[added: The Audit Committee receives regular briefings from our CIO, Chief] Information Security Officer and other members of senior management on cybersecurity threats and related matters [added: and provides oversight and review of our ERM process.]

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

We assess and identify material risks from cybersecurity threats primarily through the work of our Global Technology and Business Solutions 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.

Our Global Technology and Business Solutions 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.

_____________________________________________________________________16

While we have implemented robust practices to mitigate cybersecurity risks, and prior cybersecurity threats have not materially affected our business strategy, results of operations or financial condition, we could be negatively impacted by a cybersecurity breach, through cyber-attack, cyber intrusion, insider threats, supply chain incidents, or otherwise, or other significant disruption of our IT networks and related systems or of those we operate for certain of our customers.

The Board 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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We assess and identify material risks from cybersecurity threats primarily through the work of our Information

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 identified through the ERM process, and any mitigation plans developed to manage such risks are reported to

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.

emerging cybersecurity threats in real time, management has implemented an ISO 27001 certified Information

Security Management System.

Our Cybersecurity Team operates a Security Operations Center that continuously

creates action plans to address and track identified cybersecurity threats until they have been remediated.

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.

parties, including government agencies focused on cyber resiliency, to manage risks from cybersecurity threats.

For

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

Framework.

detecting and recovering from cybersecurity threats.

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

prompt reporting of cybersecurity incidents.

Our practices have been rigorously assessed by the Defense Contract

dedication to maintaining stringent security controls.

Chain Risk Management team.

cybersecurity regulations are contractually flowed down and coordinates mitigation actions across the company if a

supplier is impacted by a cybersecurity incident.

The Supply Chain Risk Management team utilizes industry

understand the latest threats affecting our industry.

As of January [removed: 3, 2025,] [added: 2, 2026,] we had major operations at the following locations:

*SAS* — Palm Bay, Melbourne and Malabar, Florida; Rochester and Amityville, New York; Clifton, New Jersey; [removed: Van][added: 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; [added: Anaheim, California; Tulsa, Oklahoma; Mason, Ohio; Salt Lake City, Utah; and Philadelphia, Pennsylvania.]

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

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

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

As of January 2, 2026, we operated approximately 230 locations in the U.S., Canada, EMEA, and APAC, consisting of approximately 25 million square feet of manufacturing, administrative, R&D, warehousing, engineering and office space, of which we owned approximately 11 million square feet and leased approximately 14 million square feet.

Our facilities are maintained in good operating condition and we believe have adequate capacity to meet current contractual and operational requirements and those expected in the foreseeable future.

We will add, improve, replace or reduce facilities as appropriate to support our operational needs.

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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.

Anaheim, California; Mason and Cincinnati, Ohio; Tulsa, Oklahoma; Salt Lake City, Utah; Philadelphia, Pennsylvania;

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.

Our facilities are suitable and adequate for their intended purposes, are well-maintained, are generally in regular

use and have capacities adequate for current and projected needs.

We will, from time to time, acquire additional

facilities, expand existing facilities and dispose of existing facilities or parts thereof, as management deems

necessary.

our owned properties and our lease obligations, respectively.

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Our executive officers as of February [removed: 14, 2025,] [added: 12, 2026,] are listed below, along with their ages on that date, position held [added: with us and principal occupation and business experience during at least the past five years.]

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

| Kenneth [removed: L.] Bedingfield | [removed: 52] | [added: | 53 | | | Senior Vice President (“VP”),] Chief Financial Officer (“CFO”) [removed: and] President, [removed: AR(1)] [added: Missile Solutions(1)] | [added: | |] December 2023 [added: January 2026] | [added: | | President, AR (2024-2025);] CEO, Epirus, Inc. (“Epirus”) (2022-2023); President and Chief Operating Officer, Epirus (2022); CFO, Epirus (2020-2022); CFO, Northrop Grumman [removed: Corporation (“Northrop Grumman”)] (2015-2020), Aerospace Sector CFO, Northrop Grumman (2013-2015) | [added: | |]

| John [removed: P.] Cantillon | [removed: 58] | [removed: Vice President (“VP”),] [added: | 59 | | | VP,] Principal Accounting Officer | [added: | |] May 2024 | [added: | |] VP, Assistant Controller (2023-2024); VP of Finance Manufacturing Operations, Pratt & Whitney (2023); VP and Controller, Pratt & Whitney (2020-2023) | [added: | |]

| Christoph [removed: T.] Feddersen | [removed: 53] | [added: | 54 | | | Senior] VP, General Counsel & Secretary | [removed: August 2024] | [added: | December 2025 | | |] VP, General Counsel [added: & Secretary, (2024-2025); VP, General Counsel] of L3Harris SAS (2024); VP and General Counsel, Collins Aerospace Systems (2018-2023) | [added: | |]

| Christopher [removed: E.] Kubasik | [removed: 63] | [removed: Chair] [added: | 64 | | | Chairman] and CEO | [added: | |] June 2022 | [added: | |] Vice Chair and CEO (2021); Vice Chair, President and Chief Operating Officer (2019-2021); Chairman, CEO and President, L3 Technologies, Inc. (“L3”) (2018-2019) | [added: | |]

| Samir [removed: B.] Mehta | [removed: 52] | [added: | 53 | | |] President, [removed: CS] [added: Space & Mission Systems(1)] | [added: | |] January [removed: 2023] [added: 2026] | [added: | | President, CS (2023-2025);] President of Advanced Structures, Collins Aerospace (2018-2022); President, Aftermarket [added: Services for UTL Aerospace Systems] (2017-2018) | [added: | |]

| Melanie Rakita | [removed: 47] | [added: | 48 | | |] VP [removed: and] [added: &] Chief Human Resources Officer | [added: | |] April 2023 | [added: | |] VP, Human Resources for L3Harris IMS (2023), SAS (2019-2023), and Legacy Harris Corporation Electronic Systems (2018-2019) | [added: | |]

| Jonathan [removed: P.] Rambeau | [removed: 52] | [added: | 53 | | |] President, [removed: IMS] [added: Communication & Spectrum Dominance(1)] | [removed: October 2022] | [added: | January 2026 | | | President, IMS (2022-2025);] VP and General Manager, Integrated Warfare Systems and Sensors of the Rotary and Mission Systems business, Lockheed Martin (2020-2022); VP and General Manager, C6ISR, Rotary and Mission Systems, Lockheed Martin (2016-2020) | [added: | |]

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

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(1) Following our fiscal 2026 segment reorganization, see *Note 16: Subsequent Events* in the Notes.

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_____________________________________________________________________

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

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

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

elected annually and serve at the pleasure of our Board.

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Our common stock, par value $1.00 per share, is listed and traded on the New York Stock Exchange (“NYSE”), [added: under the ticker symbol “LHX.” According to the records of our transfer agent, as of February 6, 2026, there were 8,747 holders of record of our common stock.]

During fiscal [removed: 2024, 2023] [added: 2025, 2024] and [removed: 2022,] [added: 2023,] we paid quarterly per share cash dividends on our common stock of [removed: $1.16,][added: $1.20, $1.16 and $1.14, respectively.]

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

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

[removed: FIVE YEAR] [added: FIVE YEAR] COMPARISON OF CUMULATIVE TSR(1)

[removed: ][added: ]

(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 [added: deemed to be incorporated by reference into any other previous or future filings by us under the Securities Act or the Exchange Act.]

During fiscal [removed: 2024,] [added: 2025,] we did not issue or sell any unregistered securities.

The following table sets forth information with respect to repurchases by us of our common stock during the [added: fiscal quarter ended January 2, 2026:]

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

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

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

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

| (November [removed: 30, 2024] [added: 29, 2025] - January [removed: 3, 2025)] [added: 2, 2026)] | | | | | | | | [added: | | | | | | | | | | | | | | | |]

(1)On January 28, 2021 and October 21, 2022, we announced that our Board approved share repurchase authorizations under our repurchase [added: program of $6.0 billion and $3.0 billion, respectively.]

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

(2)Represents shares of our common stock delivered to us in satisfaction of the tax withholding obligation of holders of restricted stock units [added: (“RSUs”) and performance share units (“PSUs”) that vested during the quarter.]

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

_____________________________________________________________________18

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 December 31, 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”):

_____________________________________________________________________19

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| (October 4, 2025 - October 31, 2025) | | | | | | | | | | | | | | | | | | | | | | | |

| Repurchase program(1) | | | 203,853 | | | | | | $ | 294.29 | | | | | 203,853 | | | | | | $ | 2,323 | |

| Employee transactions(2) | | | 736 | | | | | | $ | 291.98 | | | | | — | | | | | | — | | |

| (November 1, 2025 - November 28, 2025) | | | | | | | | | | | | | | | | | | | | | | | |

| Repurchase program(1) | | | 117,121 | | | | | | $ | 281.64 | | | | | 117,121 | | | | | | $ | 2,290 | |

| Employee transactions(2) | | | 5,255 | | | | | | $ | 288.29 | | | | | — | | | | | | — | | |

| Repurchase program(1) | | | 227,189 | | | | | | $ | 280.02 | | | | | 227,189 | | | | | | $ | 2,227 | |

| Employee transactions(2) | | | 423 | | | | | | $ | 281.63 | | | | | — | | | | | | — | | |

| Total | | | 554,577 | | | | | | | | | | | | 548,163 | | | | | | $ | 2,227 | |

The $6.0 billion authorization was fully utilized during first quarter 2025.

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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

capital requirements, cash flows, results of operations, future business prospects and other factors our Board may

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”):

deemed to be incorporated by reference into any other previous or future filings by us under the Securities Act or the Exchange Act.

fiscal quarter ended January 3, 2025:

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

| Repurchase program(1) | — | | $— | | — | | $3,422 |

| 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 | | — | | — |

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

| | |

| --- | --- |

[added: We have audited the accompanying consolidated balance sheets of L3Harris Technologies, Inc. (the Company) as of January 2, 2026 and January 3, 2025, the related consolidated statements of operations, comprehensive] income, cash flows and equity for each of the three years in the period ended January [removed: 3, 2025,] [added: 2, 2026,] and the related notes [added: (collectively referred to as the “consolidated financial statements”).]

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

[added: 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 [added: securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.]

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

[added: 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 [added: respond to those risks.]

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

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

Critical Audit [removed: Matters][added: Matter]

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

[added: The communication of the critical audit matter does not alter in any way our opinion] on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit [added: matter below, providing a separate opinion on the critical audit matter or on the account or disclosure to which it relates.]

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

| *Description of the Matter* | [added: | |] 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 percentage of completion [removed: cost- to-cost] [added: 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. | [added: | |]

| *How We Addressed [removed: the* *Matter] [added: the Matter] in Our Audit* | [added: | |] 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. | [added: | |]

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

| (In millions, except per share amounts) | [removed: January 3, 2025] | | [removed: December 29, 2023] [added: 2025] | | [removed: December 30, 2022] | [added: | | | 2024 | | | | | | 2023 | | |]

| Revenue | | | | | | [added: | | | | | | | | | | | |]

| Services | [added: | | 6,378 | | | | | |] 6,191 | | [added: | | | |] 5,725 | | [removed: 4,965] |

| Total revenue | [added: | | 21,865 | | | | | |] 21,325 | | [added: | | | |] 19,419 | | [removed: 17,062] |

| Cost of revenue | | | | | | [added: | | | | | | | | | | | |]

| Products | [added: | | (11,252) | | | | | |] (11,019) | | [added: | | | |] (9,711) | | [removed: (8,355)] |

| Services | [added: | | (4,988) | | | | | |] (4,782) | | [added: | | | |] (4,595) | | [removed: (3,780)] |

| Total cost of revenue | [added: | | (16,240) | | | | | |] (15,801) | | [added: | | | |] (14,306) | | [removed: (12,135)] |

| General and administrative expenses | [added: | | (3,430) | | | | | |] (3,568) | | [added: | | | |] (3,313) | | [removed: (2,998)] |

| Impairment of goodwill and other assets | [added: | | (85) | | | | | |] (38) | | [added: | | | |] (374) | | [removed: (802)] |

| Operating income | [added: | | 2,110 | | | | | |] 1,918 | | [added: | | | |] 1,426 | | [removed: 1,127] |

| Non-service FAS pension income and other, net | [added: | | 419 | | | | | |] 354 | | [added: | | | |] 338 | | [removed: 425] |

| Interest expense, net | [added: | | (597) | | | | | |] (675) | | [added: | | | |] (543) | | [removed: (279)] |

| Income before income taxes | [added: | | 1,932 | | | | | |] 1,597 | | [added: | | | |] 1,221 | | [removed: 1,273] |

| Income taxes | [added: | | (326) | | | | | |] (85) | | [added: | | | |] (23) | | [removed: (212)] |

| Net income | [added: | | 1,606 | | | | | |] 1,512 | | [added: | | | |] 1,198 | | [removed: 1,061] |

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

| Net income attributable to L3Harris [removed: Technologies, Inc.] | [removed: $1,502] | | [removed: $1,227] [added: $] | [added: 1,606] | [removed: $1,062] | [added: | | | $ | 1,502 | | | | | $ | 1,227 | |]

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

| (In millions) | [removed: January 3, 2025] | | [removed: December 29, 2023] [added: 2025] | | [removed: December 30, 2022] | [added: | | | 2024 | | | | | | 2023 | | |]

| Net income | [removed: $1,512] | | [removed: $1,198] [added: $] | [added: 1,606] | [removed: $1,061] | [added: | | | $ | 1,512 | | | | | $ | 1,198 | |]

| Other comprehensive income [removed: (loss):] [added: (loss)] | | | [added: 97] | | | [added: | | | (5) | | | | | | 92 | | |]

| Foreign currency [removed: translation,] [added: translation and other,] net [removed: of income taxes] | [removed: (60)] | | [removed: 36] [added: 97] | | [removed: (119)] | [added: | | | (65) | | | | | | 50 | | |]

| [removed: Hedging derivatives, net of income taxes] [added: Net income(1)] | [removed: (12)] | | [removed: 10] [added: 35] | | [removed: (8)] | [added: | | | 29 | | | | | | (63) | | |]

| Pension and other postretirement [removed: benefits, net of income taxes] [added: benefits] | [removed: 323] | | [removed: 71] [added: (5)] | | [removed: (26)] | [added: | | | 290 | | | | | | 40 | | |]

| Other comprehensive [removed: income (loss),] [added: income,] net of [removed: income taxes] [added: tax] | [added: | | 92 | | | | | |] 225 | | [added: | | | |] 90 | | [removed: (142)] |

In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company at January 2, 2026 and January 3, 2025, and the results of its operations and its cash flows for each of the three years in the period ended January 2, 2026, in conformity with U.S. generally accepted accounting principles.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company's internal control over financial reporting as of January 2, 2026, 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 12, 2026 expressed an unqualified opinion thereon.

_____________________________________________________________________36

February 12, 2026

_____________________________________________________________________37

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

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

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

| Products | | | $ | 15,487 | | | | | $ | 15,134 | | | | | $ | 13,694 | |

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

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

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

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

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

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

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

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

| Basic | | | $ | 8.57 | | | | | $ | 7.91 | | | | | $ | 6.47 | |

| Diluted | | | $ | 8.53 | | | | | $ | 7.87 | | | | | $ | 6.44 | |

_____________________________________________________________________38

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

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

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

_____________________________________________________________________39

| Common stock | | | 187 | | | | | | 190 | | |

| Total equity | | | 19,635 | | | | | | 19,579 | | |

_____________________________________________________________________40

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

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

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

| Net income | | | $ | 1,606 | | | | | $ | 1,512 | | | | | $ | 1,198 | |

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

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

_____________________________________________________________________41

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

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

| (In millions, except per share amounts) | | | 2025 | | | | | | 2024 | | | | | | 2023 | | |

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

| Beginning balance | | | $ | 190 | | | | | $ | 190 | | | | | $ | 191 | |

| Share-based compensation and other, net | | | 478 | | | | | | 460 | | | | | | 309 | | |

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

December 29, 2023, and the results of its operations and its cash flows for each of the three years in the period

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

States) (PCAOB), the Company'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), and our report dated February 14, 2025 expressed an unqualified opinion

thereon.

Our responsibility is to express an

We are a public accounting firm registered with

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

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.

The communication of critical audit matters does not alter in any way our opinion

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

they relate.

_____________________________________________________________________

| | |

| --- | --- |

| | Valuation of Goodwill |

| *Description of the Matter* | At January 3, 2025, the Company’s goodwill was $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 Aerojet Rocketdyne (AR) reporting unit, including changes in the weighted average cost of capital and projected EBITDA margins. These assumptions relate to the expected future operating performance of the Company’s AR 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, 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 AR reporting 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 AR reporting 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 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. |

February 14, 2025

| | | | | | |

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

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

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

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

| Other comprehensive income (loss) recognized during the period | 251 | | 117 | | (153) |

| | | | | | |

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

| | |

| --- | --- |

Pursuant to Rule 13a-15 under the Exchange Act, management, with the participation of our principal executive [added: officer (CEO) and principal financial officer (CFO), carried out an evaluation of the Company’s disclosure controls and procedures as of January 2, 2026.]

The Company’s management is responsible for establishing and maintaining adequate internal control over [added: 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.]

[removed: The] [added: Our responsibility is to express an opinion on the] Company’s internal control over financial reporting [removed: is designed to provide reasonable][added: based on our audit.]

[added: 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 [added: 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 [added: misstatements.]

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

[added: 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 [added: policies or procedures may deteriorate.]

Our management, with the participation of our CEO and CFO, assessed the effectiveness of the Company’s [added: internal control over financial reporting as of January 2, 2026.]

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

Based on this assessment, management concluded that the [added: Company’s internal control over financial reporting was effective as of January 2, 2026.]

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

[removed: effectiveness] [added: The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment] of the [removed: Company’s] [added: effectiveness of] internal control over financial [removed: reporting.][added: reporting included in the accompanying Management’s Report on Internal Control Over Financial Reporting.]

This report appears on the following page of [added: this Report.]

[added: There] have been no changes in our internal control over financial reporting that occurred during the quarter ended [added: January 2, 2026 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.]

We have audited L3Harris Technologies, Inc.’s internal control over financial reporting as of January [removed: 3, 2025,] [added: 2, 2026,] based [added: on criteria established in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) (the COSO criteria).]

[added: In our opinion, L3Harris] Technologies, Inc. (the Company) maintained, in all material respects, effective internal control over financial [added: reporting as of January 2, 2026, based on the COSO criteria.]

[added: 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 [added: U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.]

[added: Those standards require that we plan and] perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting [added: was maintained in all material respects.]

Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a [added: material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances.]

[added: We] believe that our audit provides a reasonable basis for our opinion.

A company’s internal control over financial reporting is a process designed to provide reasonable assurance [added: regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles.]

Based on this evaluation, the CEO and CFO concluded that as of January 2, 2026, 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.

_____________________________________________________________________83

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of the Company as of January 2, 2026 and January 3, 2025, the related consolidated statements of operations, comprehensive income, cash flows and equity for each of the three years in the period ended January 2, 2026, and the related notes and our report dated February 12, 2026 expressed an unqualified opinion thereon.

A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with 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 (3) 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.

February 12, 2026

_____________________________________________________________________84

| | | | | | |

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

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.

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

misstatements.

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).

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

this Report.

Other than changes related to incorporating our controls and procedures with respect to AJRD operations, there

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

financial reporting.

on criteria established in Internal Control—Integrated Framework issued by the Committee of Sponsoring

Organizations of the Treadway Commission (2013 framework) (the COSO criteria).

In our opinion, L3Harris

reporting as of January 3, 2025, based on the COSO criteria.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United

States) (PCAOB), the consolidated balance sheets of the Company as of January 3, 2025 and December 29, 2023,

the related consolidated statements of operations, comprehensive income, cash flows and equity for each of the

three years in the period ended January 3, 2025, and the related notes and our report dated February 14, 2025

expressed an unqualified opinion thereon.

The Company’s management is responsible for maintaining effective internal control over financial reporting and for

its assessment of the effectiveness of internal control over financial reporting included in the accompanying

Management’s Report on Internal Control Over Financial Reporting.

Our responsibility is to express an opinion on

the Company’s internal control over financial reporting based on our audit.

We are a public accounting firm

U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and

the PCAOB.

Those standards require that we plan and

We require all executive officers and directors to effect purchase and sale transactions in L3Harris securities [added: 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 [added: 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 [added: adopted or terminated by our executive officers and directors during the quarter ended January 2, 2026:]

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

| Jonathan [removed: P.] Rambeau President, IMS | | [removed: December 3, 2024] | | [removed: March 14,] [added: | | November 7,] 2025 | | [added: | | | | | | | | | | March 20, 2026 | | | | | |] Up to [removed: 3,178] [added: 3,680] shares | [added: | |]

| Edward [removed: J.] Zoiss President, SAS | | [removed: December 6, 2024] | | [removed: June 6,] [added: | | November 13,] 2025 | | [added: | | | | | | | | | | August 14, 2026 | | | | | |] Up to [removed: 20,579] shares [added: 14,532] including 9,012 shares of underlying options expiring in 2028 | [added: | |]

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

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

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

| Samir Mehta President, CS | | | | | | November 7, 2025 | | | | | | | | | | | | March 6, 2026 | | | | | | Up to 8,130 shares | | |

| Melanie Rakita VP and Chief Human Resources Officer | | | | | | November 11, 2025 | | | | | | | | | | | | June 1, 2026 | | | | | | Up to 4,709 shares | | |

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

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

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

| | | | | | |

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

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:

| | | | | | | |

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

| Christopher E. Kubasik Chair and CEO | | November 26, 2024 | | March 25, 2025 | | Up to 112,138 shares underlying options expiring in 2027 |

| | |

| --- | --- |

| | | | | | |

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

| | |

| --- | --- |

*Directors.* The information required by this Item with respect to our directors and corporate governance is [added: incorporated herein by reference to the discussion under the headings *Proposal 1: Election of Directors* *and Corporate Governance* in our 2026 Proxy Statement.]

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

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

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

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

The information required by this Item with respect to codes of ethics is [added: incorporated herein by reference to the discussion under the heading *Code of Conduct* in our 2026 Proxy Statement.]

[added: *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.

[added: 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 2026 Annual Meeting of Shareholders scheduled to be held on May 11, 2026 (our “2026 Proxy Statement”), which is expected to be filed within 120 days after the end of our fiscal 2025.

_____________________________________________________________________85

| | | | | | |

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

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.

incorporated herein by reference to the discussion under the headings *Proposal 1: Election of Directors* *and*

*Corporate Governance* in our 2025 Proxy Statement.

this Report under the heading “Information about our Executive Officers” in accordance with General

Instruction G(3) of Form 10-K.

Principal Accounting Officer and other senior accounting and financial officers, are required to abide by our Code of

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

to, or waiver from, our Code of Conduct that is required to be disclosed to shareholders, within four business days

following such amendment or waiver.

incorporated herein by reference to the discussion under the heading *Code of Conduct* in our 2025 Proxy Statement.

*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

_____________________________________________________________________

| | |

| --- | --- |

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 2026 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 2025 Proxy Statement.

| | |

| --- | --- |

The following table provides information about our common stock that may be issued, whether upon the [added: exercise of options, warrants and rights or otherwise, under our existing equity compensation plans, as of January 2, 2026:]

| Plan Category | | [added: | | | |] Number of securities to be issued [removed: upon exercise] [added: 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) | | [added: | | | |] Number of securities remaining available for future issuance under equity [removed: compensation plans] [added: compensation plans] (excluding securities reflected in column (a)) (c) | [added: | |]

| [removed: Equity compensation plans not] [added: Not] approved by shareholders | | [added: | | | |] — | | [added: | | | |] — | | [added: | | | |] — | [added: | |]

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

[added: The 3,008,172 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: 2,536,855] [added: 1,980,123] outstanding stock options and awards [added: of 1,028,049 PSUs and RSUs payable in shares.]

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

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

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

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

| Approved by shareholders(1) | | | | | | 3,008,172 | | | | | | $ | 202.70 | | | | | 19,573,672 | | |

| Total | | | | | | 3,008,172 | | | | | | $ | 202.70 | | | | | 19,573,672 | | |

As of January 2, 2026, there were awards outstanding under those plans with respect to 1,028,049 shares, consisting of awards of (i) 577,185 RSUs and (ii) 450,864 PSUs, for which all 1,028,049 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 2026 Proxy Statement.

| | | | | | |

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

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

2025:

| | | | | | | |

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

| Equity compensation plans approved by shareholders(1) | | 3,544,971 | | $191.09 | | 21,172,833 |

| 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.

granted to employees at no cost, such awards are not included in the weighted-average exercise price calculation in column (b).

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.

| | |

| --- | --- |

The information required by this Item is incorporated herein by reference to the discussions under the headings [added: *Director Independence Standards* and *Related Person Transactions* in our 2026 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 [added: *Proposal 3: Ratification of Appointment of Independent Registered Public Accounting Firm* in our 2026 Proxy Statement.]

_____________________________________________________________________86

| | | | | | |

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

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

Statement.

_____________________________________________________________________

| | |

| --- | --- |

| | [added: | |] Page | [added: | |]

| Financial Statements | | [added: | | | |]

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

| Consolidated Statement of Operations [— Fiscal Years [removed: Ended](#i77f3e240ebac426197b0d9341398ddea_88)] [added: Ended](#ia96df7c917f34e90b8143662af84d6f7_85)] January [added: 2, 2026, [](#ia96df7c917f34e90b8143662af84d6f7_85)January] 3, [removed: 2025, [](#i77f3e240ebac426197b0d9341398ddea_88)December 29, 2023] [added: 2025] and December [removed: 30, 2022 ....................................................................................................................................] [added: 29, 2023] | [removed: [39](#i77f3e240ebac426197b0d9341398ddea_88)] | [added: | [38](#ia96df7c917f34e90b8143662af84d6f7_85) | | |]

| Consolidated Statement of Comprehensive Income [removed: [—](#i77f3e240ebac426197b0d9341398ddea_91)] [added: [—](#ia96df7c917f34e90b8143662af84d6f7_88)] Fiscal Years Ended January [added: 2, 2026, January] 3, [removed: 2025,] [added: 2025 and] December 29, 2023 [removed: and December 30, 2022 ..............................................................................................] | [removed: [40](#i77f3e240ebac426197b0d9341398ddea_91)] | [added: | [39](#ia96df7c917f34e90b8143662af84d6f7_88) | | |]

| Consolidated Balance Sheet [removed: [—](#i77f3e240ebac426197b0d9341398ddea_94)] [added: [—](#ia96df7c917f34e90b8143662af84d6f7_91)] January [added: 2, 2026 and January] 3, 2025 [removed: and December 29, 2023 ...................................................] | [removed: [41](#i77f3e240ebac426197b0d9341398ddea_94)] | [added: | [40](#ia96df7c917f34e90b8143662af84d6f7_91) | | |]

| Consolidated Statement of Cash Flows [removed: [—](#i77f3e240ebac426197b0d9341398ddea_97)] [added: [—](#ia96df7c917f34e90b8143662af84d6f7_94)] Fiscal Years Ended January [added: 2, 2026, January] 3, [removed: 2025,] [added: 2025 and] December 29, 2023 [removed: and December 30, 2022 ...................................................................................................................................] | [removed: [42](#i77f3e240ebac426197b0d9341398ddea_97)] | [added: | [41](#ia96df7c917f34e90b8143662af84d6f7_94) | | |]

| Consolidated Statement of Equity — Fiscal Years Ended January [added: 2, 2026, January] 3, [removed: 2025,] [added: 2025 and] December 29, 2023 [removed: and December 30, 2022 ...........................................................................................................................................] | [removed: [43](#i77f3e240ebac426197b0d9341398ddea_100)] | [added: | [42](#ia96df7c917f34e90b8143662af84d6f7_97) | | |]

| [Notes [removed: to](#i77f3e240ebac426197b0d9341398ddea_103)] [added: to](#ia96df7c917f34e90b8143662af84d6f7_100)] Consolidated Financial Statements [removed: ......................................................................................................] | [removed: [44](#i77f3e240ebac426197b0d9341398ddea_103)] | [added: | [43](#ia96df7c917f34e90b8143662af84d6f7_100) | | |]

| The following report of L3Harris Technologies, Inc.’s independent registered public accounting firm with respect to the above referenced consolidated financial statements and their report on internal controls over financial reporting are included in Item 8 and Item 9A of this Report at the page numbers referenced below: | | [added: | | | |]

| [Report of Independent Registered Public Accounting Firm (PCAOB [removed: ID:](#i77f3e240ebac426197b0d9341398ddea_82)] [added: ID:](#ia96df7c917f34e90b8143662af84d6f7_82)] 42[) on [removed: the](#i77f3e240ebac426197b0d9341398ddea_82)] [added: the](#ia96df7c917f34e90b8143662af84d6f7_82)] Consolidated Financial Statements [removed: ..........................................................................................................................................] | [removed: [36](#i77f3e240ebac426197b0d9341398ddea_82)] | [added: | [36](#ia96df7c917f34e90b8143662af84d6f7_82) | | |]

| [Report of Independent Registered Public Accounting Firm on the Effectiveness of Internal [removed: Control](#i77f3e240ebac426197b0d9341398ddea_85) [Over] [added: Control Over] Financial [removed: Reporting](#i77f3e240ebac426197b0d9341398ddea_85) ....................................................................................................................................] [added: Reporting](#ia96df7c917f34e90b8143662af84d6f7_181)] | [removed: [90](#i77f3e240ebac426197b0d9341398ddea_85)] | [added: | [84](#ia96df7c917f34e90b8143662af84d6f7_181) | | |]

| Financial Statement Schedules | | [added: | | | |]

| 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. | | [added: | | | |]

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

(3)(a) [Restated Certificate of Incorporation of L3Harris Technologies, Inc. (1995), as amended, [removed: incorporated](https://www.sec.gov/Archives/edgar/data/202058/000020205824000105/exhibit4arestatedcertifi.htm)][added: incorporated herein by reference to Exhibit 4(a) to the L3Harris Technologies, Inc.’s Registration Statement on Form S-8, Registration No. 333-279040 filed with the SEC on May 1, 2024](https://www.sec.gov/Archives/edgar/data/202058/000020205824000105/exhibit4arestatedcertifi.htm)]