What is a Rule 10b5-1 trading plan?

A Rule 10b5-1 trading plan is a written document established by an insider (like a CEO) that pre-arranges the purchase or sale of company stock at a future date. It allows insiders to trade stock even if they are in possession of material non-public information, provided the plan is established during a period when they do not have such information and the plan itself has no subsequent insider discretion over the trades.

Why is CEO Christopher Kubasik selling shares?

The filing states that Mr. Kubasik established this plan to exercise and sell shares underlying vested stock options. The stated reason is to diversify his holdings, and the plan is structured to comply with SEC regulations and company policies, ensuring no insider trading occurs. His ownership is reported to be well in excess of company guidelines.

When will these sales happen and at what price?

Sales under the plan will begin in March 2024 and will be completed no later than April 5, 2024. The specific price will be determined by minimum price thresholds set within the plan, meaning sales will only occur if the stock price meets or exceeds these predetermined levels.

Will L3Harris be reporting on other executives' trading plans?

L3Harris has stated that it does not undertake to report on Rule 10b5-1 plans adopted by any other officers or directors, or any modifications or terminations of such plans, unless required by periodic filings like Form 10-Q or 10-K.

LHX 8-K SEC Disclosure — Dec 15, 2023

Summary

L3Harris Technologies (LHX) announced that its CEO, Christopher E. Kubasik, has established a pre-arranged trading plan for employee stock options. This plan, designed to comply with Rule 10b5-1, allows for the exercise of vested options and the subsequent sale of shares. The purpose is to diversify Mr. Kubasik's holdings while adhering to company policies and securities regulations. The plan specifically covers 46,258 stock options granted in 2015 that are set to expire in 2025. Sales under this plan will commence in March 2024 and conclude by early April 2024, subject to predetermined minimum price thresholds. This action by the CEO is being taken during an open trading window and with no discretion over the timing or pricing of the sales once the plan is in place, ensuring compliance with insider trading rules. The company clarified that it will not routinely report on similar plans established by other executives.

Key Highlights

1CEO Christopher E. Kubasik has established a Rule 10b5-1 trading plan for his stock options.
2The plan involves exercising vested options and selling the underlying shares.
3A total of 46,258 stock options granted in 2015 are covered by the plan.
4These options are set to expire in 2025.
5Sales under the plan are scheduled to begin in March 2024 and conclude by April 5, 2024.
6Sales are subject to minimum price thresholds and will be executed without CEO discretion.
7The plan was established during an open trading window and complies with company policies.

L3HARRIS TECHNOLOGIES, INC. /DE/ 8-K Report, Corporate Update (Dec 15, 2023)

Summary

Key Highlights

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