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Sec Form 4 Filing - DUFFY ROBERT L @ L3HARRIS TECHNOLOGIES Inc - 2019-06-29

  1. About Form 4 Filing: Every director, officer or owner of more than ten percent of a class of equity securities registered under Section 12 of the '34 Act must file with the U.S. Securities and Exchange Commission (SEC) a statement of ownership regarding such security. The initial filing is on Form 3 and changes are reported on Form 4. The Annual Statement of beneficial ownership of securities is on Form 5. The forms contain information on the reporting person's relationship to the company and on purchases and sales of such equity securities.
  2. Form 4 is stored in SEC's EDGAR database. EDGAR is Electronic Data Gathering, Analysis and Retrieval System. It is a registered trademark of the SEC.

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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person *
DUFFY ROBERT L
2. Issuer Name and Ticker or Trading Symbol
L3HARRIS TECHNOLOGIES, INC. /DE/ [ LHX]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
SVP-Human Resources
(Last)
(First)
(Middle)
L3HARRIS TECHNOLOGIES, INC., 1025 W. NASA BOULEVARD
3. Date of Earliest Transaction (MM/DD/YY)
06/29/2019
(Street)
MELBOURNE, FL32919
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock, Par Value $1.00 06/29/2019 M 6,135 ( 1 ) A $ 0 30,117.94 D
Common Stock, Par Value $1.00 06/29/2019 A 3,540 ( 2 ) A $ 0 33,657.94 D
Common Stock, Par Value $1.00 06/29/2019 F 3,808 ( 3 ) D $ 189.13 29,849.94 D
Common Stock, Par Value $1.00 06/29/2019 M 4,941 ( 4 ) A $ 0 34,790.94 D
Common Stock, Par Value $1.00 06/29/2019 A 3,518 ( 5 ) A $ 0 38,308.94 D
Common Stock, Par Value $1.00 06/29/2019 F 3,329 ( 3 ) D $ 189.13 34,979.94 D
Common Stock, Par Value $1.00 06/29/2019 M 3,980 ( 6 ) A $ 0 38,959.94 D
Common Stock, Par Value $1.00 06/29/2019 A 2,770 ( 7 ) A $ 0 41,729.94 D
Common Stock, Par Value $1.00 06/29/2019 F 2,657 ( 3 ) D $ 189.13 39,072.94 D
Common Stock, Par Value $1.00 06/29/2019 M 2,471 ( 8 ) A $ 0 41,543.94 D
Common Stock, Par Value $1.00 06/29/2019 F 973 ( 9 ) D $ 189.13 40,570.94 D
Common Stock, Par Value $1.00 06/29/2019 M 1,990 ( 10 ) A $ 0 42,560.94 D
Common Stock, Par Value $1.00 06/29/2019 F 784 ( 9 ) D $ 189.13 41,776.94 ( 11 ) D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Performance Stock Units $ 0 06/29/2019 M 6,135 ( 1 ) ( 1 ) Common Stock, Par Value $1.00 6,135 $ 0 0 D
Performance Stock Units $ 0 06/29/2019 M 4,941 ( 4 ) ( 4 ) Common Stock, Par Value $1.00 4,941 $ 0 0 D
Performance Stock Units $ 0 06/29/2019 M 3,980 ( 6 ) ( 6 ) Common Stock, Par Value $1.00 3,980 $ 0 0 D
Restricted Stock Units $ 0 06/29/2019 M 2,471 ( 8 ) ( 8 ) Common Stock, Par Value $1.00 2,471 $ 0 0 D
Restricted Stock Units $ 0 06/29/2019 M 1,990 ( 10 ) ( 10 ) Common Stock, Par Value $1.00 1,990 $ 0 0 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
DUFFY ROBERT L
L3HARRIS TECHNOLOGIES, INC.
1025 W. NASA BOULEVARD
MELBOURNE, FL32919
SVP-Human Resources
Signatures
By: /s/ Scott T. Mikuen, Attorney-in-Fact,For: Robert L. Duffy 07/02/2019
** Signature of Reporting Person Date
Explanation of Responses:
( 1 )The 6,135 performance stock units were awarded on August 26, 2016 (previously reported) and vested at the end of the three-year fiscal performance period on June 28, 2019.
( 2 )Settlement in shares of common stock of additional performance stock units from award described in footnote 1 that vested based on the performance determination.
( 3 )Shares withheld by Issuer to pay tax liability on vesting of performance stock units.
( 4 )The 4,941 performance stock units were awarded on August 25, 2017 (previously reported) and were initially scheduled to vest at the end of the three-year fiscal performance period on July 3, 2020. On June 29, 2019, the merger (the "Merger") of Leopard Merger Sub Inc., a subsidiary of the Issuer, with and into L3 Technologies, Inc. pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated as of October 12, 2018, was completed. On completion of the Merger, any vesting conditions applicable to performance stock units, automatically were deemed satisfied and accelerated in full with respect to a number of shares of the Issuer's common stock based on the greater of target and the actual level of performance through the effective time of the Merger (as determined by the compensation committee of the Board of the Issuer), with each earned performance stock unit settled in one share of the Issuer's common stock.
( 5 )Settlement in shares of common stock of additional performance stock units from award described in footnote 4 that vested based on the performance determination.
( 6 )The 3,980 performance stock units were awarded on August 24, 2018 (previously reported) and were initially scheduled to vest at the end of the three-year fiscal performance period ending July 2, 2021. On completion of the Merger, any vesting conditions applicable to performance stock units, automatically were deemed satisfied and accelerated in full with respect to a number of shares of the Issuer's common stock based on the greater of target and the actual level of performance through the effective time of the Merger (as determined by the compensation committee of the Board of the Issuer), with each earned performance stock unit settled in one share of the Issuer's common stock.
( 7 )Settlement in shares of common stock of additional performance stock units from award described in footnote 6 that vested based on the performance determination.
( 8 )The restricted stock units were awarded on August 25, 2017 (previously reported). Pursuant to the Merger Agreement, upon completion of the Merger, any vesting conditions applicable to each outstanding restricted stock unit, automatically and without any action on the part of the Reporting Person, were deemed satisfied and accelerated in full with each restricted stock unit settled in one share of the Issuer's common stock upon successful completion of the Merger.
( 9 )Shares withheld by Issuer to pay tax liability on vesting of restricted stock units.
( 10 )The restricted stock units were awarded on August 24, 2018 (previously reported). Pursuant to the Merger Agreement, on completion of the Merger, any vesting conditions applicable to each outstanding restricted stock unit, automatically were deemed satisfied and accelerated in full with each restricted stock unit settled in one share of the Issuer's common stock.
( 11 )Includes 15.80 shares acquired through the Harris Corporation 401(k) Retirement Plan from 9/6/18 through 5/16/19.

Remarks:
Exhibit List:Exhibit 24 - Power of Attorney

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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