Summary
This 8-K filing from Harris Corporation (now L3Harris Technologies, Inc.) reports on compensatory arrangements approved by the Board of Directors on August 23, 2013, and the Compensation Committee on August 22, 2013. The primary focus is on the payout of fiscal year 2013 cash bonuses under the Annual Incentive Plan and performance share awards under the Equity Incentive Plan for the fiscal years 2011-2013 and 2012-2013. These payouts are tied to the achievement of pre-established financial performance measures, including revenue, operating income, free cash flow, and return on invested capital, with some adjustments based on total shareholder return relative to peers. Investors can find details on the specific cash amounts received by key named executive officers for fiscal year 2013, as well as the number of performance shares awarded for the three-year performance period ending in fiscal year 2013. Notably, payouts for former officers were pro-rated based on their tenure within the performance periods. The filing also details a portion of performance share units granted to CEO William M. Brown that will be paid out in 2014, contingent on continued employment.
Key Highlights
- 1Board and Compensation Committee approved fiscal year 2013 compensation actions on August 22-23, 2013.
- 2Fiscal 2013 cash payouts under the Annual Incentive Plan were based on revenue, operating income, and free cash flow performance.
- 3William M. Brown received a $956,000 cash payout for fiscal year 2013.
- 4Performance share awards for the 2011-2013 period were based on cumulative operating income and average annual ROIC, with potential TSR adjustment.
- 5Significant performance share payouts were made to Gary L. McArthur (4,749 shares) and Dana A. Mehnert (5,941 shares).
- 6Payouts for former officers Daniel R. Pearson and Jeffrey S. Shuman were pro-rated.
- 7CEO William M. Brown will receive a deferred payout of 50% of earned 2012-2013 performance units on July 1, 2014, contingent on employment.