What is a Rule 10b5-1 trading plan and why is the CEO using one?

A Rule 10b5-1 trading plan allows company insiders, like executives, to pre-arrange the purchase or sale of company stock at a future date. It provides an affirmative defense against allegations of insider trading by establishing a predetermined plan when the insider does not possess material non-public information. CEO Christopher E. Kubasik is using this plan to exercise vested stock options and sell shares in a structured and compliant manner, ensuring no discretionary control during the sale period.

How many shares will be sold and when?

The plan covers up to 147,411 shares. The sales are expected to commence in July 2025 and conclude no later than September 9, 2025, subject to meeting specific minimum price thresholds set forth in the plan.

Does this indicate a negative outlook for L3Harris Technologies?

Not necessarily. The establishment of a Rule 10b5-1 plan is a common practice for executives to manage their stock holdings and diversify their personal investments in a regulated way. The plan covers options granted years ago that are nearing expiration, and the sales are subject to price conditions. The company itself has not provided any negative outlook; this is a personal financial planning action by the CEO.

Will these sales be publicly disclosed?

Yes, transactions made under this Rule 10b5-1 plan will be publicly disclosed by L3Harris Technologies, Inc. through Form 4 and Form 144 filings with the U.S. Securities and Exchange Commission, as applicable.

LHX 8-K SEC Disclosure — Apr 30, 2025

Summary

L3Harris Technologies, Inc. (LHX) announced that its CEO, Christopher E. Kubasik, has established a Rule 10b5-1 trading plan for the exercise of employee stock options and the subsequent sale of up to 147,411 shares. This plan is designed to comply with SEC regulations and the company's insider trading policies, ensuring that Mr. Kubasik has no discretionary control over the timing or execution of these transactions once established. The shares are expected to be sold between July 2025 and September 2025, subject to predetermined price thresholds. This proactive measure allows the CEO to diversify his holdings and manage his equity in a structured manner, while also providing transparency to investors. The plan covers vested options granted in 2017 that are set to expire in 2027. The company has also noted that it will not be reporting on other potential 10b5-1 plans from other executives or directors, unless required by its periodic SEC filings.

Key Highlights

1CEO Christopher E. Kubasik has adopted a Rule 10b5-1 pre-arranged trading plan.
2The plan involves exercising vested stock options and selling up to 147,411 shares of common stock.
3Sales are scheduled to occur between July 2025 and September 9, 2025.
4Transactions will be subject to predetermined minimum price thresholds.
5The plan was established during the company's open trading window and complies with SEC Rule 10b5-1 and company policies.
6Mr. Kubasik will have no discretionary control over sales under the plan.
7The company will not report on other executives' or directors' 10b5-1 plans unless legally required.

L3HARRIS TECHNOLOGIES, INC. /DE/ 8-K Report, Corporate Update (Apr 30, 2025)

Summary

Key Highlights

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