Scott T Mikuen Form 4 L3HARRIS / SCOTT T MIKUEN ownership change

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

MIKUEN SCOTT T

(Last) (First) (Middle)

C/O L3HARRIS TECHNOLOGIES, INC.

1025 WEST NASA BOULEVARD

(Street)

MELBOURNE FL 32919

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
L3HARRIS TECHNOLOGIES, INC. /DE/ [ LHX ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Sr VP-General Counsel & Secy

3. Date of Earliest Transaction (Month/Day/Year)
02/25/2022

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Performance Stock Units	$0.00	02/25/2022		A		9,668		(1)	(1)	Common Stock, Par Value $1.00	9,668	$0.00	9,668	D
Non-Qualified Stock Option (Right to Buy)	$204.85	02/25/2022		A		26,030		06/29/2022(2)	08/01/2029(2)	Common Stock, Par Value $1.00	26,030	$0.00	26,030	D
Non-Qualified Stock Option (Right to Buy)	$233.51	02/25/2022		A		7,868		02/25/2025(3)	02/25/2032(3)	Common Stock, Par Value $1.00	7,868	$0.00	7,868	D
Performance Stock Units	$0.00	02/25/2022		A	V	3,641		(4)	(4)	Common Stock, Par Value $1.00	3,641	$0.00	3,641	D
Restricted Stock Units	$0.00	02/25/2022		A		1,821		(5)	(5)	Common Stock, Par Value $1.00	1,821	$0.00	1,821	D

Explanation of Responses:

1. On August 1, 2019, the reporting person was granted performance stock units subject to future vesting and future adjustment, in each case, based on an award payout formula that measures achievement by 12/31/2021 of a target level (with a minimum threshold) for full-year run rate gross synergies from the merger that established L3Harris Technologies, Inc. (the "L3Harris Merger"), with an upward or downward modifier for cumulative earnings per share performance relative to a target. Each performance stock unit represents a contingent right to 1 share of Issuer's common stock, with vested units settled in shares of Issuer's common stock. The maximum level was satisfied, resulting in vesting of the performance stock units at 400% of target, subject to the reporting person's continuing employment through 6/29/2022 (with certain exceptions). The reporting person voluntarily reported the grant of these performance stock units, at target, in a Form 4 filed on 8/5/2019.

2. On August 1, 2019, the reporting person was granted an option to purchase 26,030 shares of Issuer's common stock subject to future vesting contingent on achievement by 12/31/2021 of a threshold level for full-year run rate gross synergies from the L3Harris Merger. The performance criteria were met, resulting in vesting of the option, subject to the reporting person's continuing employment through 6/29/2022 (with certain exceptions). The reporting person voluntarily reported the grant of this option in a Form 4 filed on 8/5/2019.

3. Grant of options to purchase shares of Issuer's common stock subject to future vesting and exercisability: 2,622 on first anniversary of grant date, additional 2,623 on second anniversary of grant date and remaining 2,623 on third anniversary of grant date.

4. Award of performance stock units subject to future vesting on 12/27/2024 in respect of 3-fiscal-year performance period that started January 1, 2022 and also subject to future adjustment based on award payout formula. Each performance stock unit represents a contingent right to 1 share of Issuer's common stock, with vested units settled in shares of Issuer's common stock.

5. Award of restricted stock units subject to future vesting on 2/25/2025. (Each restricted stock unit represents a contingent right to 1 share of common stock.)

Remarks:

	By: /s/ Scott T. Mikuen	03/01/2022
	** Signature of Reporting Person	Date
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