hrs-20260723 0000202058 false 0000202058 2026-07-23 2026-07-23 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 23, 2026 L3HARRIS TECHNOLOGIES, INC. (Exact name of registrant as specified in its charter) Delaware 1-3863 34-0276860 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employer Identification No.) 1025 West NASA Boulevard Melbourne, Florida 32919 (Address of principal executive offices) (Zip Code) Registrant’s telephone number, including area code: ( 321 ) 727-9100 No change (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol(s) Name of each exchange on which registered Common Stock, par value $1.00 per share LHX New York Stock Exchange Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934. Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐ Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers . On July 23, 2026, the Compensation Committee of the Board of Directors of L3Harris Technologies, Inc. (the “Company”) approved the grant of special one-time equity awards (the “Sustainment Awards”) to each of Kenneth Sharp, Senior Vice President and Chief Financial Officer, Kenneth Bedingfield, President, Missile Solutions, and Samir Mehta, President, Space & Mission Systems and Communications & Spectrum Dominance (the “Executives”). The Sustainment Awards are intended to help ensure the Executives’ continued leadership of the Company and to further align their interests with those of the Company’s shareholders by tying a significant portion of the awards to the achievement of rigorous performance goals. The Sustainment Awards will be granted on August 3, 2026, pursuant to the Company’s 2024 Equity Incentive Plan, in the form of 50% performance share units (“PSUs”) and 50% restricted stock units (“RSUs”), with aggregate target grant date values as set forth below: • Kenneth Sharp, Senior Vice President and Chief Financial Officer: $5,000,000 • Kenneth Bedingfield, President, Missile Solutions: $10,000,000 • Samir Mehta, President, Space & Mission Systems and Communications & Spectrum Dominance: $10,000,000 The number of PSUs and RSUs subject to each Executive’s Sustainment Award will be determined by dividing the applicable target dollar value by the closing market price of one share of the Company’s common stock on the grant date (rounded up to the nearest whole share). The PSUs are subject to a three-year performance period (fiscal year 2027 through fiscal year 2029). The number of PSUs that ultimately vest will be dependent upon the Company’s achievement of specified financial performance criteria, consisting of compounded organic revenue growth (weighted 50%) and average segment operating margin (weighted 50%), over the three-year performance period. Based on the level of achievement of the performance criteria, each Executive may earn between 0% and 200% of the target number of PSUs. Both the PSUs and RSUs will cliff-vest at the end of fiscal year 2029, subject to the Executive’s continued employment through such date. In the event of an Executive’s involuntary termination without cause, the Executive will be eligible for pro-rata vesting based on continued employment through each fiscal year end during the performance period, as follows: one-third upon the end of fiscal year 2027, two-thirds upon the end of fiscal year 2028, and full vesting upon the end of fiscal year 2029. In such event, the PSUs will pay out based on actual performance for the applicable performance period. The Sustainment Awards do not provide for any vesting upon voluntary termination or retirement. The foregoing description of the terms and conditions of the Sustainment Awards is not complete and is qualified in its entirety by, and should be read in conjunction with, the Company’s 2024 Equity Incentive Plan and the complete text of the applicable forms of award agreements, copies of which will be filed with the Company’s Quarterly Report on Form 10-Q for the quarter ending October 2, 2026. Item 9.01       Financial Statements and Exhibits. (d) Exhibits. The following exhibits are provided herewith: Exhibit Number Description 104 Cover Page Interactive Data File formatted in Inline XBRL 1 SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. L3HARRIS TECHNOLOGIES, INC. By: /s/ Christoph Feddersen Name: Christoph Feddersen Date: July 24, 2026 Title: Senior Vice President, General Counsel and Secretary 2

L3Harris Technologies granted special one-time equity awards to three key executives on July 23, 2026, designed to retain top talent and align leadership interests with shareholder value through performance-based incentives.

On July 23, 2026, L3Harris Technologies, Inc. granted special one-time equity awards known as Sustainment Awards to three key executives: Kenneth Sharp (Senior VP and CFO), Kenneth Bedingfield (President, Missile Solutions), and Samir Mehta (President, Space & Mission Systems and Communications & Spectrum Dominance). These awards are designed to reinforce their leadership roles and align their interests with shareholders by tying a significant portion of the awards to challenging performance targets. The grants, pursuant to the 2024 Equity Incentive Plan, will be finalized on August 3, 2026. This strategic move hints at the company's focus on retaining top management during potentially challenging times.

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