8-KLeadership ChangesExhibits & Filings

L3HARRIS TECHNOLOGIES, INC. /DE/ 8-K Report, Executive Changes (Jul 24, 2026)

Filed July 24, 2026For Securities:LHX

Summary

L3Harris Technologies, Inc. (LHX) announced on July 24, 2026, that its Compensation Committee has approved special, one-time equity awards for three key executives: Kenneth Sharp (CFO), Kenneth Bedingfield (President, Missile Solutions), and Samir Mehta (President, Space & Mission Systems and Communications & Spectrum Dominance). These "Sustainment Awards" are designed to retain leadership talent and align executive interests with shareholders by linking a significant portion of the compensation to stringent performance metrics over a three-year period. The awards, to be granted on August 3, 2026, will consist of 50% performance share units (PSUs) and 50% restricted stock units (RSUs). The PSUs are contingent on L3Harris achieving specific compounded organic revenue growth and average segment operating margin targets between fiscal years 2027 and 2029. Executives can earn between 0% and 200% of their target PSUs based on performance. Both PSUs and RSUs will vest at the end of fiscal year 2029, contingent on continued employment.

Key Highlights

  • 1L3Harris approved special one-time equity awards ('Sustainment Awards') for CFO Kenneth Sharp ($5M target), President Kenneth Bedingfield ($10M target), and President Samir Mehta ($10M target).
  • 2The awards are intended to retain key executives and align their interests with shareholders.
  • 3Awards will be granted on August 3, 2026, under the Company's 2024 Equity Incentive Plan.
  • 4Each award is composed of 50% Performance Share Units (PSUs) and 50% Restricted Stock Units (RSUs).
  • 5PSUs are tied to a three-year performance period (FY2027-FY2029) based on compounded organic revenue growth and average segment operating margin.
  • 6Executives can earn between 0% and 200% of their target PSU grant based on performance.
  • 7Both PSUs and RSUs are subject to cliff vesting at the end of fiscal year 2029, conditional on continued employment.

Frequently Asked Questions

The 'Sustainment Awards' are special, one-time equity grants designed to ensure the continued leadership of key executives and to strongly align their financial interests with those of L3Harris shareholders by linking a substantial portion of the compensation to the achievement of specific, rigorous performance goals.

The PSUs are tied to L3Harris's financial performance over a three-year period (fiscal years 2027 through 2029). The performance will be measured by two equally weighted criteria: compounded organic revenue growth and average segment operating margin. The payout for PSUs can range from 0% to 200% of the target number granted, based on the achievement of these metrics.

Both the Performance Share Units (PSUs) and Restricted Stock Units (RSUs) will 'cliff vest' at the end of fiscal year 2029. This means the entire award vests at that single point in time, provided the executive remains employed with the company through that date. There are specific provisions for pro-rata vesting in the event of an involuntary termination without cause.

The aggregate target grant date values for the Sustainment Awards are $5,000,000 for Kenneth Sharp (SVP and CFO), $10,000,000 for Kenneth Bedingfield (President, Missile Solutions), and $10,000,000 for Samir Mehta (President, Space & Mission Systems and Communications & Spectrum Dominance).