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EX-99.1 - EX-99.1 - L3HARRIS TECHNOLOGIES, INC. /DE/exhibit1.htm






Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of Earliest Event Reported):   August 23, 2013

(Exact name of registrant as specified in its charter)

Delaware 1-3863 34-0276860
(State or other jurisdiction
(I.R.S. Employer
of incorporation) File Number) Identification No.)
1025 West NASA Blvd., Melbourne, Florida   32919
(Address of principal executive offices)
(Zip Code)
Registrant’s telephone number, including area code:   (321) 727-9100

Not Applicable
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))

Item 5.02      Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

(d) On the recommendation of the Corporate Governance Committee, on August 23, 2013, the Board of Directors (the “Board”) of Harris Corporation (“Harris” or the “Company”) increased the authorized number of directors constituting the Board from twelve to thirteen and appointed Vyomesh Joshi to serve on the Board, effective September 1, 2013. Mr. Joshi retired in April 2012 as Executive Vice President, Imaging and Printing Group of Hewlett-Packard Company (“HP”), following a 32-year career with HP. Mr. Joshi’s term as director commences September 1, 2013, and his initial term as director will expire at the Company’s 2013 Annual Meeting of Shareholders or upon his prior death, resignation, retirement or removal from office. Mr. Joshi has been nominated for reelection to a one-year term on the Board, which nomination along with all other director nominations will be voted on by the Company’s shareholders at the 2013 Annual Meeting of Shareholders. Mr. Joshi was not appointed to any standing committees of the Board, but is expected to be appointed to one or more standing committees of the Board following the Company’s 2013 Annual Meeting of Shareholders, although which specific standing committee(s) has not been determined at the time of the disclosure in this Current Report on Form 8-K.

As a non-employee director, Mr. Joshi will be compensated for his services as a director in accordance with the Summary of Annual Compensation of Outside Directors, effective January 1, 2013, filed as Exhibit 10.2 to the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on October 31, 2012, and incorporated in this Item 5.02(d) by reference. There are no arrangements or understandings between Mr. Joshi and any other persons pursuant to which Mr. Joshi was selected as a director, and there are no transactions in which the Company was or is to be a participant and in which Mr. Joshi had or will have a direct or indirect material interest that are required to be reported pursuant to Item 404(a) of Regulation S-K. A copy of the press release announcing the appointment of Mr. Joshi to the Board is filed as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated in this Item 5.02(d) by reference.

Item 9.01.     Financial Statements and Exhibits.

(d) Exhibits.

Number   Description                                                                                                                              
Press Release, issued by Harris Corporation on August 27, 2013 


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.

August 28, 2013   By:   /s/ Scott T. Mikuen
        Name: Scott T. Mikuen
        Title: Senior Vice President, General Counsel and Secretary

Exhibit Index

Exhibit No.   Description

  Press Release, issued by Harris Corporation on August 27, 2013