L3HARRIS Technologies, Inc.: Form 10-K for the period ended Jan 3, 2025

General

L3Harris Technologies, Inc. is the Trusted Disruptor for the defense industry. With customers’ mission-critical

needs in mind, we deliver end-to-end technology solutions connecting the space, air, land, sea and cyber domains in

the interest of global security. We support government customers in more than 100 countries, with our largest

customers being various departments and agencies of the U.S. Government, their prime contractors and

international allies. Our products and services have defense and civil government applications, as well as

commercial applications.

Our fiscal year ends on the Friday nearest December 31. The fiscal year ended January 3, 2025 (“fiscal 2024”)

included 53 weeks and fiscal years ended December 29, 2023 (“fiscal 2023”) and December 30, 2022 (“fiscal

2022”) included 52 weeks. Unless the context otherwise requires, the terms “we,” “our,” “us,” “Company” and

“L3Harris” as used in this Report mean L3Harris Technologies, Inc. and its subsidiaries.

Description of Business Segments

We structure our operations primarily around the products, systems and services we sell and the markets we

serve, and we report our financial results in four operating segments, which are also our reportable segments or

business segments. From time to time, we acquire or divest businesses and strategically realign businesses within

and across our business segments to optimize existing capabilities and enhance the efficiency with which we

develop and deliver our products and services. Our business segments provide a wide-range of products, systems

and services to various customers and are described below. For financial information with respect to our business

segments, see Note 14: Business Segments in the Notes.

Space & Airborne Systems (“SAS”). Supplies full mission solutions as a prime and subsystem integrator in the

space, airborne and cyber domains. We provide top-tier capabilities in the design, development, integration,

production and sustainment of weapons systems for national security, civil government and international customers

in the following business sectors:

Space Systems: Intelligence, surveillance and reconnaissance (“ISR”); position, navigation and timing; weather

and climate monitoring; missile defense and ground-based space surveillance networks.

Intel & Cyber: Situational awareness, optical networks and advanced wireless solutions for classified intelligence

and defense customers.

Mission Networks: Communications and networking solutions for air traffic management.

Airborne Combat Systems: Sensors, processors, hardened electronics, unmanned aircraft systems, precision

weapons, infrared search and tracking, distributed aperture systems and precision pointing, weapons release

systems; antennas for aircraft platforms; and threat warning and countermeasures for airborne, ground and

maritime platforms.

Integrated Mission Systems (“IMS”). Delivers differentiated mission capabilities and prime systems integration

to support intelligence, reconnaissance and surveillance (ISR), passive sensing and targeting, electronic attack,

autonomy, power and communications, networks and sensors. IMS specializes in system design, development,

integration, production, modernization and sustainment for national security and international customers in the

following business sectors:

ISR: Airborne passive sensing and targeting, mission systems development, integration and life-cycle

management for strategic reconnaissance, national command and control, tactical surveillance, electronic attack,

agile strike, mobility, and classified platforms.

Maritime: Power, electrical, imaging, communication and sensor systems for naval platforms; integrated

autonomous vessels for surface and undersea operations; fleet management; in-service support; missionization

prototyping; and naval integration.

Global Optical Systems: Multi-domain, multi-spectral electro-optical and infrared (EO/IR) sensor systems

supporting ISR and target acquisition missions; manufacturing of specialty laser and filter glass materials, laser

range finders, target designators and transmitters; and highly scalable autonomous solutions. On January 4, 2025,

we realigned our software solutions business from the ISR sector into Global Optical Solutions and renamed the

sector Targeting & Sensor Systems.

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Defense Electronics: Space communications and space flight avionics; 360-degree visible/midwave IR passive

surveillance; fuzing, navigation and range-testing solutions; and precision electronic components.

Commercial Aviation Solutions: Integrated aircraft avionics, pilot training and data analytics services for the

commercial aviation industry. At January 3, 2025, Commercial Aviation Solutions (“CAS disposal group”) was

classified as held for sale in our Consolidated Balance Sheet. See Note 13: Acquisitions and Divestitures in the Notes

for further information.

Communication Systems (“CS”). Enables warfighters across all domains with solutions critical to mission

success even in the most contested environments. We are a leading provider of resilient communication solutions

for the U.S. Department of Defense (“DoD”), international, federal, and state agency customers in the following

business sectors:

Tactical Communications: Design, manufacture and sustainment of resilient and interoperable secure

communication solutions that include tactical radios, software, waveforms, satellite terminals and end-to-end

battlefield systems.

Broadband Communications: Design, manufacture and sustainment of resilient and secure communication

solutions that include ISR and tactical data links, software and integrated broadband networks.

Integrated Vision Solutions: Design, manufacture and sustainment of a full suite of helmet-mounted integrated

night vision goggles with leading-edge image intensifier tubes and weapon-mounted sights, aiming lasers, and range

finders.

Public Safety and Professional Communications: State-of-the-art communication equipment, systems and

applications for federal agencies, state and local government first responders, utilities and transit agencies.

Aerojet Rocketdyne (“AR”). Provides propulsion, power and armament products and systems to U.S.

Government, including the DoD, National Aeronautics and Space Administration ("NASA") and major aerospace and

defense prime contractors in the following business sectors:

Missile Solutions: Propulsion technologies and armament systems for strategic defense, missile defense,

hypersonic and tactical systems.

Space Propulsion and Power Systems: Premier propulsion and power systems for national security, space and

exploration missions.

International Business

In fiscal 2024, revenue from products and services where the end consumer is located outside the U.S.,

including foreign military sales funded through the U.S. Government, whether directly or through prime contractors,

was $4.4 billion (21% of our revenue) and came from a large number of countries with no single foreign country

accounting for more than 5% of our total revenue. For financial information regarding our domestic and international

operations, including long-lived assets, see Note 14: Business Segments in the Notes.

The majority of our international marketing activities are conducted through subsidiaries that operate in the

Europe, Middle East and Africa (“EMEA”) and Asia-Pacific (“APAC”) regions and Canada. We also have established

international marketing organizations and several regional sales offices.

Competitive Conditions and Trends in Market Demand

We operate in highly-competitive markets that are sensitive to technological advances. Some of our competitors

in each of our markets are larger than we are and can maintain higher levels of expenditures for research and

development (“R&D”). We concentrate on the opportunities that we believe are compatible with our resources,

overall technological capabilities and objectives. We also collaborate with innovative partners, such as our strategic

partnerships with Palantir Technologies and Shield Capital to develop new capabilities to meet the demands of our

customers. Such collaboration is required by modern market dynamics where competing in our markets requires the

ability to fuse hardware, software and artificial intelligence (“AI”). Principal competitive factors are product and

system quality and reliability; technological capabilities; service; past performance; ability to develop and

implement complex, integrated solutions; ability to meet delivery schedules; and cost-effectiveness. We frequently

“partner” or are involved in subcontracting and teaming relationships with companies that are, from time to time,

competitors on other programs. We compete domestically and internationally against large defense companies;

principally BAE Systems, Boeing, General Dynamics, Lockheed Martin, Northrop Grumman, RTX, Thales and non-

traditional defense contractors. For further discussion of trends in market demand, see “Item 7. Management’s

Discussion and Analysis of Financial Condition and Results of Operations” of this Report.

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Backlog

Company-wide total backlog was $34.2 billion and $32.7 billion at January 3, 2025 and December 29, 2023,

respectively. We expect to recognize approximately 45% of the revenue associated with Company-wide total

backlog by the end of fiscal 2025 and approximately 75% of the revenue associated with Company-wide total

backlog by the end of fiscal 2026, with the remainder to be recognized thereafter. See Note 1: Significant Accounting

Policies in the Notes for additional information regarding Company-wide total backlog.

R&D

We conduct R&D activities using our own funds (company-funded R&D) and under contractual arrangements

(customer-funded R&D). See Note 1: Significant Accounting Policies in the Notes for further information on company-

funded R&D.

Intellectual Property

We own a large portfolio of patents, trade secrets, know-how, confidential information, trademarks, copyrights

and other intellectual property and we routinely apply for new patents, trademarks and copyrights. We also license

intellectual property to and from third parties. With regard to certain patents, the U.S. Government has an

irrevocable, non-exclusive, royalty-free license, pursuant to which the U.S. Government may use or authorize others

to use the inventions covered by such patents. Pursuant to similar arrangements, the U.S. Government may consent

to our use of inventions covered by patents owned by other persons. Numerous trademarks used on or in connection

with our products are also considered to be valuable assets.

Government Regulations

Our company is subject to various federal, state, local and international laws and regulations relating to the

development, manufacture, sale and distribution of our products and services, and it is our policy to comply with the

applicable laws in each jurisdiction in which we conduct business. Regulations include, but are not limited to, those

related to import and export controls, corruption, bribery, the protection of the environment, government

procurement, competition, product safety, workplace health and safety, employment, labor and data privacy. The

following describes significant regulations that may impact our businesses. For further discussion of risks relating to

government regulations, see “Item 1A. Risk Factors” of this Report.

Government Contracts. In fiscal 2024, the percentage of our revenue that was derived from sales to

U.S. Government customers, including foreign military sales funded through the U.S. Government, whether directly

or through prime contractors, was 76% and no other customer accounted for more than 5% of our revenue.

Additional information regarding customers for each of our segments is provided under “Item 1. Business —

Description of Business Segments” of this Report.

Cost-type contracts. Our U.S. Government cost-reimbursable contracts provide for the reimbursement of

allowable costs plus payment of a fee and fall into three basic types: (i) cost-plus fixed-fee contracts, which provide

for payment of a fixed fee irrespective of the final cost of performance; (ii) cost-plus incentive-fee contracts, which

provide for payment of a fee that may increase or decrease, within specified limits, based on actual results

compared with contractual targets relating to factors such as cost, performance and delivery schedule; and (iii) cost-

plus award-fee contracts, which provide for payment of an award fee determined at the customer’s discretion based

on our performance against pre-established performance criteria. Under our U.S. Government cost-reimbursable

contracts, we are reimbursed periodically for allowable costs and are paid a portion of the fee based on contract

progress. Some costs are partially or wholly unallowable for reimbursement by statute or regulation. Examples

include certain merger and acquisition costs, lobbying costs, charitable contributions, interest expense, financing

costs and certain litigation defense costs.

Fixed-price contracts. Our U.S. Government fixed-price contracts are either firm fixed-price contracts or fixed-

price incentive contracts. Under our U.S. Government firm fixed-price contracts, we agree to perform a specific

scope of work or sell a specific product for a fixed price and, as a result, benefit from cost savings or carry the

burden of cost overruns. Under our U.S. Government fixed-price incentive contracts, we share with the

U.S. Government both savings accrued for performance at less than target cost as well as costs incurred in excess of

target cost up to a negotiated ceiling price, which is higher than the target cost, but carry the entire burden of costs

exceeding the negotiated ceiling price. Under such incentive contracts, profit may also be adjusted up or down

depending on whether specified performance objectives are met. Under our U.S. Government firm fixed-price and

fixed-price incentive contracts, we generally receive either milestone payments totaling 100% of the contract price

or monthly progress payments in amounts equaling 80% of costs incurred under the contract. The remaining

amounts, including profits or incentive fees, are billed upon delivery and final acceptance of end items and

deliverables under the contract.

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Our production contracts are mainly fixed-price contracts and development contracts are generally cost-

reimbursable contracts, although we have some fixed-price development contracts. Time-and-material contracts

are considered fixed-price contracts as they specify a fixed hourly rate for each labor hour charged.

For further discussion of risks relating to U.S. Government contracts, see “Item 1A. Risk Factors,” “Item 3.

Legal Proceedings” and “Item 7. Management’s Discussion and Analysis of Financial Condition and Results of

Operations” of this Report.

Environmental. Our operations are subject to and affected by U.S. federal, state, local and foreign laws and

regulations relating to the protection of the environment. We have incurred and, based on currently available

information, we expect to continue to incur capital and operating costs to comply with existing and pending

environmental laws and regulations. See “Item 1A. Risk Factors” and “Item 3. Legal Proceedings” of this Report and

Note 1: Significant Accounting Policies and Note 15: Legal Proceedings, Commitments and Contingencies in the Notes.

Materials, Suppliers and Seasonality

Because of the diversity of our products and services, as well as the wide geographic dispersion of our facilities,

we use numerous sources for the wide array of materials, such as electronic components, printed circuit boards,

metals and plastics needed for our operations and products. We depend on suppliers and subcontractors for a large

number of components and subsystems. We also rely on a limited number of certified microelectronics component

suppliers for our products. We have experienced component shortages from vendors as a result of the global

pandemic, natural disasters, or the shifting regulatory landscape. These events or regulations may cause a spike in

demand for certain electronic components resulting in industry-wide supply chain disruptions. For further

discussion of risks relating to subcontractors and suppliers, see “Item 1A. Risk Factors” of this Report.

We do not consider any material portion of our business to be seasonal. Various factors can affect the

distribution of our revenue between accounting periods, including the timing of contract awards and the timing and

availability of U.S. Government funding, as well as the timing of product deliveries and customer acceptance.

Human Capital and Sustainability

Our success depends on our skilled workforce. Attracting, developing, motivating and retaining highly-skilled

people, particularly those with technical, engineering and science backgrounds, and in many cases, security

clearances, is critical to our ability to execute our strategic priorities. We use human capital measures to set goals

and monitor performance in several areas, including health and safety and talent.

Additional information regarding our human capital strategy and sustainability goals are available in our 2024

Sustainability Report which we expect to be published in fiscal 2025 on our company website. Information on our

website, including our 2024 Sustainability Report, is not incorporated by reference into this Report.

Workforce Demographics. We had approximately 47,000 employees at January 3, 2025, including

approximately 18,000 engineers and scientists. Of our total employees, 89% were located in the U.S. As of

January 3, 2025, approximately 2,600, or 6%, of our U.S. employees were covered by various collective bargaining

agreements, which we expect will be renegotiated as they expire, as we historically have done without significant

disruption to operating activities.

Health and Safety. We prioritize the safety of our employees through maintaining a proactive safety culture and

implementing programs designed to eliminate workplace incidents, risks and hazards. Throughout the year, we

review and monitor our performance closely to reduce Occupational Safety and Health Administration reportable

incidents.

Talent Strategy. We are focused on ensuring we maintain a balanced talent portfolio. Attracting new

perspectives, ideas and capabilities, recognizing and rewarding performance, offering professional development and

career growth opportunities, and providing an engaging employee experience that retains talent are strategic

priorities. We strive to attract employees in all stages of their careers.

We hired approximately 4,500 new employees in fiscal 2024. We offer competitive salaries and comprehensive

benefit packages, including health care, retirement planning and employer retirement contributions, educational

assistance, child and elder back-up care, paid parental leave, and a discretionary paid time off program.

Sustainability. During fiscal 2024, we updated our environmental sustainability goals: by 2030 we plan to

reduce our Scope 1 and Scope 2 greenhouse gas (“GHG”) emissions by 60%, water usage by 20%, solid waste by

10% from 2021 levels and source 40% of our electricity from renewable sources.

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Available Information

Our principal executive offices are located at 1025 West NASA Boulevard, Melbourne, Florida 32919. Our

website address is https://www.l3harris.com.

Our annual reports on Form 10-K, quarterly reports on Form 10-Q, proxy statements, current reports on Form 8-

K and amendments to such reports are available free of charge on our website https://www.l3harris.com/investors,

as soon as reasonably practicable after these reports are electronically filed with or furnished to the U.S. Securities

and Exchange Commission (“SEC”). We also will provide the reports in electronic or paper form, free of charge, upon

written request. Our website and the information posted thereon are not incorporated into this Report or any current

or other periodic report that we file with or furnish to the SEC.

Cautionary Statement Regarding Forward-Looking Statements

This Report, including “Item 7. Management’s Discussion and Analysis of Financial Condition and Results of

Operations,” contains forward-looking statements that involve risks and uncertainties, as well as assumptions that

may not materialize or prove correct, which could cause our results to differ materially from those expressed in or

implied by such forward-looking statements. All statements other than statements of historical fact are statements

that could be deemed forward-looking statements, including, but not limited to, statements concerning: our plans,

strategies and objectives for future operations; new products, systems, technologies, services or developments;

future economic conditions, performance or outlook; future political conditions; the outcome of contingencies or

litigation; environmental remediation cost estimates; the potential level of share repurchases, dividends or pension

contributions; potential acquisitions or divestitures; the integration of our acquisitions; the value of contract awards

and programs; expected revenue; expected cash flows or capital expenditures; our beliefs or expectations;

activities, events or developments that we intend, expect, project, believe or anticipate will or may occur in the

future; and assumptions underlying any of the foregoing. Forward-looking statements may be identified by their use

of forward-looking terminology, such as “believes,” “expects,” “may,” “could,” “should,” “would,” “will,” “intends,”

“plans,” “estimates,” “anticipates,” “projects” and similar words or expressions. You should not place undue

reliance on these forward-looking statements, which reflect our management’s opinions only as of the date of filing

of this Report and are not guarantees of future performance or actual results. Factors that might cause our results to

differ materially from those expressed in or implied by these forward-looking statements, from our current

expectations or projections or from our historical results include, but are not limited to, those discussed in “Item 7.

Management’s Discussion and Analysis of Financial Condition and Results of Operations,” most notably those listed

in the following section of this Report. All forward-looking statements are qualified by, and should be read in

conjunction with, those risk factors. Forward-looking statements are made in reliance on the safe harbor provisions

of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities

Exchange Act of 1934, as amended (the “Exchange Act”), and are made as of the date of filing of this Report, and we

disclaim any intention or obligation, other than imposed by law, to update or revise any forward-looking statements,

whether as a result of new information, future events or developments or otherwise, after the date of filing of this

Report or, in the case of any document incorporated by reference, the date of that document.

Our business, financial condition, results of operations, cash flows and equity are subject to, and could be

materially adversely affected by, various risks and uncertainties, including, without limitation, those set forth below,

any one of which could cause our actual results to vary materially from recent results or our anticipated future

results.

Macroeconomic, Industry and Governmental Risks

We depend on winning business in competitive markets from U.S. Government customers for a significant

portion of our revenue. We are highly dependent on revenue from U.S. Government customers, primarily defense-

related programs with the DoD and other government agencies.

The market for sales to U.S. Government customers is highly competitive and the U.S. Government may choose

to use other contractors as part of competitive bidding processes or otherwise. The U.S. Government has

increasingly relied on certain types of contracts that are subject to multiple competitive bidding processes, including

multi-vendor indefinite-delivery, indefinite-quantity (“IDIQ”), government-wide acquisition contracts, General

Services Administration Schedules and other multi-award contracts, which has resulted in greater competition and

increased pricing pressure. Some of our competitors have greater financial resources than we do and may have

more extensive or more specialized engineering, manufacturing and marketing capabilities than we do in some

areas. We may not be able to continue to win competitively awarded contracts or to obtain task orders under multi-

award contracts. Further, competitive bidding processes involve significant cost and managerial time to prepare bids

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and proposals for contracts and the risk that we may fail to accurately estimate the resources and costs required to

fulfill any contract awarded to us. We may choose not to bid in certain competitive bidding processes, which would

result in the potential loss of opportunities. Additionally, bid protests from unsuccessful bidders can result in

significant expense or delay, contract modification or contract rescission as a result of our competitors protesting or

challenging contracts awarded to us.

A reduction in U.S. Government funding or a change in U.S. Government spending priorities could have an

adverse impact on our business, financial condition, results of operations, cash flows and equity. We expect

changes in policy positions and spending priorities from the new Administration. Our U.S. Government programs

must compete with programs managed by other government contractors and with other policy imperatives for

consideration for limited resources and for uncertain levels of funding during the budget and appropriations process.

Although multi-year contracts may be authorized and appropriated in connection with major procurements,

Congress generally appropriates funds on a U.S. Government fiscal year (“GFY”) basis. Procurement funds are

typically disbursed over the course of one to three years. Consequently, programs often initially receive only partial

funding, and additional funds are obligated only as Congress authorizes further appropriations.

We cannot predict the extent to which total funding and/or funding for individual programs will be changed as

part of the annual appropriations process ultimately approved by Congress and the President or in separate

supplemental appropriations or continuing resolutions, as applicable. Budget and appropriations decisions made by

the U.S. Government are outside of our control and may have long-term consequences for our business. U.S.

Government spending priorities and levels remain uncertain and difficult to predict, especially with a new

administration, and are affected by numerous factors, including the U.S. Government’s budget deficit and the

national debt. A change in U.S. Government spending priorities or an increase in non-procurement spending at the

expense of our programs, or a reduction in total U.S. Government spending on an absolute or inflation-adjusted

basis, could have material adverse consequences on our current or future business.

If Congress does not enact a full-year GFY 2025 appropriations bill, the U.S. Government may not be able to

fulfill its funding obligations, and there could be significant disruption to all discretionary programs and

corresponding impacts on the entire defense industry, which could adversely affect our business, results of

operations, financial condition and cash flow. Any inability of the U.S. Government to complete its budget process

for any GFY and resulting operation on funding levels equivalent to its prior fiscal year pursuant to a Continuing

Resolution (“CR”) or shut down, also could have material adverse consequences on our current or future business.

For more information see “Item 7. Management’s Discussion and Analysis of Financial Condition and Results of

Operations - U.S. and International Budget Environment” of this Report.

Our results of operations and cash flows are substantially affected by our mix of fixed-price, cost-type and

time-and-material type contracts. Fixed-price contracts, particularly for development programs, could subject us to

losses from cost overruns or inflation. In fiscal 2024, 73% of our revenue was derived from fixed-price contracts

that allow us to benefit from cost savings, but subject us to the risk of potential cost overruns, including due to

greater than anticipated or a sustained period of increased inflation or unexpected delays because we assume all of

the cost burden. If our initial estimates are incorrect, we can lose money (or make more or less money than

estimated) on these contracts. Fixed-price U.S. Government contracts can expose us to potentially large losses

because the U.S. Government can hold us responsible for completing a project or, in limited circumstances, paying

the entire cost of its replacement by another provider.

Contracts for development programs include complex design and technical requirements and are generally

contracted on a cost-reimbursable basis, however, some existing development programs are contracted on a fixed-

price basis or include cost-type contracting for the development phase with fixed-price production options. Because

many of these contracts involve new technologies and applications and can last for years, unforeseen events, such

as technological difficulties, increases in the price of materials, a significant increase in or a sustained period of

increased inflation, problems with our suppliers, labor market conditions and cost overruns, can result in less

favorable economics or even losses over-time (which, especially in the case of sharp and significant sustained

inflation, could happen quickly and have long lasting impacts). Furthermore, if we do not meet contract deadlines or

specifications, we may need to renegotiate contracts on less favorable terms, be forced to pay penalties or

liquidated damages or suffer losses if the customer exercises its right to terminate. Some of our contracts have

provisions relating to cost controls and audit rights, and if we fail to meet the terms specified in those contracts, we

may not realize their full benefits. Cost overruns would adversely impact our results of operations, which are

dependent on our ability to maximize our earnings from our contracts, and the potential risk would be greater if our

contracts shifted toward a greater percentage of fixed-price contracts, particularly firm fixed-price contracts, as

opposed to cost-type and time-and-material contracts.

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To the extent feasible, we have consistently followed the practice of contractually adjusting our prices to reflect

the impact of inflation on salaries and fringe benefits for employees and the cost of purchased materials and

services and in some cases seeking the inclusion of adjustment clauses to incorporate certain cost adjustments in

fixed-price contracts for unexpected inflation. However, our fixed-price contracts could subject us to losses in the

event of cost overruns or a significant increase in or a sustained period of increased inflation if these measures are

not effective.

Any or all of the foregoing could have a negative impact on our business, financial condition, results of

operations, cash flows and equity.

The application or impact of regulations, unilateral government action, termination or negative audit findings

for one or more of our contracts could have an adverse impact on our business, financial condition, results of

operations, cash flows and equity. U.S. Government contracts are generally subject to U.S. Government oversight

audits, which could result in adjustments to our contract costs. Any costs found to be improperly allocated to a

specific contract will not be reimbursed, and such costs already reimbursed must be refunded. We have recorded

contract revenue based on costs we expect to realize upon final audit. However, we do not know the outcome of any

future audits and adjustments, and we may be required to materially reduce our revenue or profits upon completion

and final negotiation of audits. Negative audit findings could also result in termination of a contract, forfeiture of

profits, suspension of payments, fines or suspension or debarment from U.S. Government contracting or

subcontracting for a period of time.

In addition, U.S. Government contracts generally contain provisions permitting termination, in whole or in part,

without prior notice at the U.S. Government’s convenience upon payment only for work done and commitments

made at the time of termination. For some contracts, we are a subcontractor and the U.S. Government could

terminate the prime contractor for convenience without regard for our performance as a subcontractor. We may be

unable to secure new contracts to offset revenue or backlog lost as a result of any termination of our

U.S. Government contracts. Because a significant portion of our revenue is dependent on our performance and

payment under our U.S. Government contracts, the loss of one or more large contracts could have an adverse impact

on our business, financial condition, results of operations, cash flows and equity.

From time to time, we may begin performance of a U.S. Government contract under an undefinitized contract

action with a not-to-exceed price before the terms, specifications or price are agreed to between the parties. In

these arrangements, the U.S. Government has the ability to unilaterally definitize the contract if a mutual agreement

regarding terms, specifications and price cannot be reached. These uncertainties or loss of negotiating leverage

associated with long delays could have a material adverse impact on our business, financial condition, results of

operations, cash flows and equity.

Our U.S. Government business also is subject to specific procurement regulations and a variety of

socioeconomic and other requirements that, although customary in U.S. Government contracts, increase our

performance and compliance costs. These costs might increase in the future, thereby reducing our margins, which

could have an adverse effect on our business, financial condition, results of operations, cash flows and equity. In

addition, the U.S. Government has and may continue to implement initiatives focused on efficiencies, affordability

and cost growth and other changes to its procurement practices. These initiatives and changes to procurement

practices may change the way U.S. Government contracts are solicited, negotiated and managed, which may affect

whether and how we pursue opportunities to provide our products and services to the U.S. Government, including

the terms and conditions under which we do so, which may have an adverse impact on our business, financial

condition, results of operations, cash flows and equity.

Failure to comply with applicable regulations and requirements could lead to fines, penalties, repayments or

compensatory or treble damages, or suspension or debarment from U.S. Government contracting or subcontracting

for a period of time. The termination of a U.S. Government contract or relationship as a result of any of these acts

would have an adverse impact on our operations and could have an adverse effect on our standing and eligibility for

future U.S. Government contracts.

We participate in markets that are often subject to uncertain economic conditions, which makes it difficult to

estimate growth in our markets and, as a result, future income and expenditures. We participate in U.S. and

international markets that are subject to uncertain economic conditions. In particular, U.S. federal, state and local

government spending priorities and levels remain uncertain and difficult to predict and are affected by numerous

factors. In addition, certain of our non-U.S. customers, including in the Middle East and other oil or natural gas-

producing countries, could be impacted by weakness or volatility in oil or natural gas prices, or negative

expectations about future prices or volatility, which could adversely affect demand for our products, systems,

services or technologies. As a result of that uncertainty, it is difficult to develop accurate estimates of the level of

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growth in the markets we serve. Because those estimates underpin all components of our budgeting and

forecasting, our estimates or guidance for future revenue, income and expenditures may be inaccurate, and we may

make significant investments and expenditures but never realize the anticipated benefits.

We cannot predict the consequences of future geo-political events, but they may adversely affect the markets in

which we operate, our ability to insure against risks, our operations or our profitability. Ongoing instability and

current conflicts in global markets, including in the Ukraine and Eastern Europe, the Middle East and Asia, and the

potential for other conflicts and future terrorist activities and geo-political events throughout the world, including

new or increased economic and trade sanctions, including tariffs, have created and may continue to create economic

and political uncertainties and impacts that could have a material adverse effect on our business, operations and

profitability. These types of matters cause uncertainty in financial and insurance markets and may significantly

increase the political, economic and social instability in the geographic areas in which we operate.

Unfavorable credit conditions in financial markets outside of the U.S. could adversely affect the ability of our

international customers and suppliers to obtain financing and could result in a decrease in or cancellation of orders

for our products and services or impact the ability of our customers to make payments. These matters also may

cause us to experience increased costs, such as for insurance coverage and performance bonds (or for them to be

unavailable altogether), as well as difficulty with financing our operating, investing or financing (or refinancing)

activities.

We are subject to government investigations, which could have a material adverse effect on our business,

financial condition, results of operations, cash flows and equity. U.S. Government contractors are subject to

extensive legal and regulatory requirements, including International Traffic in Arms Regulations (“ITAR”) and U.S.

Foreign Corrupt Practices Act (“FCPA”), and from time to time agencies of the U.S. Government investigate whether

we have been and are operating in accordance with these requirements. Under U.S. Government regulations, an

indictment of L3Harris by a federal grand jury, or an administrative finding against us as to our present responsibility

to be a U.S. Government contractor or subcontractor, could result in us being suspended for a period of time from

eligibility for awards of new government contracts or task orders or in a loss of export privileges, which could have a

material adverse effect on our business, financial condition, results of operations, cash flows and equity. A

conviction, or an administrative finding against us that satisfies the requisite level of seriousness, could result in

debarment from contracting with the U.S. Government for a specific term, which could have a material adverse

effect on our business, financial condition, results of operations, cash flows and equity.

We derive a significant portion of our revenue from international operations and are subject to the risks of doing

business internationally. We are dependent on sales to customers outside the U.S. We expect that international

revenue will continue to account for a significant portion of our total revenue. Also, a portion of our international

revenue is from, and a portion of our business activity is being conducted with or in, less-developed countries and

sometimes countries with unstable governments, or in areas of military conflict or at military installations. Other

risks of doing business internationally include:

• Laws, regulations and policies of foreign governments relating to investments and operations;
• Unforeseen changes in export controls and other trade regulations;
• Changes in regulatory requirements, including business or operating license requirements, currency

exchange controls or embargoes;

• Uncertainties and restrictions concerning the availability of funding, credit or guarantees;
• Risk of non-payment or delayed payment by non-U.S. customers;
• Contractual obligations to non-U.S. customers that may include specific in-country purchases, investments,

manufacturing agreements or financial or other support obligations, known as offset obligations, that may

extend for years, require teaming with local companies and result in significant penalties if not satisfied;

• Issues related to involving international dealers, distributors, sales representatives and consultants;
• Difficulties of managing a geographically dispersed organization and culturally diverse workforces, including

compliance with local laws and practices;

• Fluctuations of currency, currency revaluations, difficulties with repatriating cash generated or held abroad

in a tax-efficient manner and changes in tax laws;

• Uncertainties as to local laws and enforcement of contract and intellectual property rights and occasional

requirements for onerous contract terms;

• Changes in government, economic and political policies, political or civil unrest, acts of terrorism, threats of

international boycotts, U.S. anti-boycott legislation or sanctions against U.S. defense companies; and

• Increased risk of an incident resulting in damage or destruction to our facilities or products or resulting in

injury or loss of life to our employees, subcontractors or other third parties.

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Business and Operational Risks

We depend on our subcontractors and suppliers, and failures in or disruptions to our supply chain could cause

our products and or services to be produced or delivered in an untimely or unsatisfactory manner. Our ability to

manufacture and deliver products and services to our customers requires our U.S. and non-U.S. subcontractors and

suppliers to provide a variety of materials, components, subsystems and services. In some instances, we depend

upon a single supplier for components, which adds risk because that supplier may at times be unable to meet our

needs and because we may have little negotiating leverage with sole-source suppliers. Identifying and qualifying

dual and second-source suppliers can be difficult, time consuming and may result in increased costs. Any inability to

timely develop cost-effective alternative sources of supply could materially impact our ability to manufacture and

deliver products and services to our customers.

In addition, we are required to procure certain materials and components, including certain microelectronic

components, from U.S. Government-approved supply sources. Certain heightened regulatory requirements that may

apply to these sources can further limit the subcontractors and suppliers we may utilize. Legislation, regulatory

changes or other governmental actions, including product certification or stewardship requirements, sourcing

restrictions, tariffs, embargoes, product authenticity, cybersecurity regulation, and environmental standards (e.g.,

greenhouse gas emission limitations) may all impact our subcontractors and suppliers, and there continues to be

uncertainty about actions that may be implemented by the new Administration.

From time to time, our subcontractors and suppliers experience financial and operational difficulties outside of

our direct control, which may impact their ability to deliver the materials, components, subsystems and services we

need.

In recent years, global supply chains, including ours, have experienced significant disruption from material

availability and supplier performance, as well as extended lead times, pricing volatility, inflationary pressures and

labor issues. We and our subcontractors and suppliers have also experienced difficulties in the timely procurement

of necessary materials and components, including microelectronics. Current geopolitical conditions, including

sanctions and other trade restrictive activities and strained inter-country relations, have contributed to issues

procuring necessary materials and components. For example, some materials and components in our supply chain

have previously been sourced from areas now under sanctions or other trade restrictions, such as specialty metals

from Russia and certain equipment from China, or are currently sourced from areas which are at risk of sanctions or

other trade restrictive actions, not just by the United States but by other nations or groups, such as the European

Union.

While we continuously work to implement supply chain resiliency initiatives, we cannot guarantee the success of

any of these efforts. Material supply disruptions may still occur in the future, leading to untimely delivery or

unsatisfactory quality of products and services, and potentially adversely affecting our business, operational results,

financial condition and cash flow.

We must attract and retain key employees, and any failure to do so could harm us. Our future success depends

to a significant degree upon the continued contributions of our management and our ability to attract and retain

highly-qualified management and technical personnel, including engineers and employees who have U.S.

Government security clearances, particularly clearances of top secret and above. To the extent that the demand for

qualified personnel exceeds supply in certain areas, we could experience higher labor, recruiting or training costs in

order to attract and retain such employees. Failure to attract and retain such personnel would damage our future

prospects and could adversely affect our ability to succeed in our human capital goals and priorities, as well as

negatively impact our business and operating results.

We could be negatively impacted by a security breach of our Information Technology (“IT”) networks and

related systems. We face the risk of a security breach, whether through cyber-attack on our IT infrastructure, insider

threat, or threats to the physical security of our facilities and employees or other significant disruption of our IT

networks and related systems or those of our suppliers or subcontractors. The risk of a security breach or disruption,

particularly through cyber-attack or cyber intrusion, including by computer hackers, foreign governments and cyber

terrorists, is persistent. The volume, intensity and sophistication of threats from around the world remains elevated.

These risks may increase as AI capabilities improve.

As a government contractor with access to national security or other sensitive government information, we face

a heightened risk of a security breach or disruption from threats to gain unauthorized access to our and our

customers’ proprietary information on our IT networks and related systems, our classified networks, and to the IT

networks and related systems that we operate, maintain and secure for certain of our customers. We have

implemented various measures to manage the risk of a security breach or disruption. See “Item 1C. Cybersecurity"

in this Report for further discussion of our risk management and strategy related to cybersecurity threats.

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Our efforts and measures have not been entirely effective in the case of every cyber security incident, but no

incident has had a material negative impact on us to date. Even the most well-protected information, networks,

systems and facilities remain potentially vulnerable because attempted security breaches, particularly cyber-

attacks and cyber intrusions, or disruptions will occur in the future, and because the techniques used in such

attempts are constantly evolving and generally are not recognized until launched against a target, and in some cases

are designed not to be detected and, in fact, may not be detected. In some cases, the resources of foreign

governments may be behind such attacks due to the nature of our business and the industries in which we operate.

Accordingly, we may be unable to anticipate these techniques or to implement adequate security controls or other

preventative measures and future cyber security incidents may have a material negative impact on us. A security

breach or other significant disruption involving these types of information and IT networks and related systems

could:

• Disrupt proper functioning of these networks and systems and, therefore, our operations and/or those of

certain of our customers;

• Result in unauthorized access to, and destruction, loss, theft, misappropriation or release of, proprietary,

confidential, sensitive or otherwise valuable information of ours, our customers or our employees, including

trade secrets, which could be used to compete against us or for disruptive, destructive or otherwise harmful

purposes and outcomes;

• Compromise national security and other sensitive government functions;
• Require significant management attention and resources to remedy damages that result;
• Result in costs which exceed our insurance coverage and/or indemnification arrangements;
• Subject us to claims for contract breach, damages, credits, penalties or termination; and
• Damage our reputation with our customers and the general public.

We must also rely on the safeguards of varying levels put in place by customers, suppliers, vendors,

subcontractors or other third parties to minimize the impact of cyber threats, other security threats or business

disruptions. These third parties may have varying levels of cybersecurity expertise and safeguards. Our commercial

arrangements with these third parties include processes designed to require that the third parties and their

employees and agents agree to maintain certain standards for the storage, protection and transfer of confidential,

personal and proprietary information. However, we remain at risk of a data breach due to the intentional or

unintentional non-compliance by a third party’s employee or agent, the breakdown of a third party’s data protection

processes, which may not be as sophisticated as ours, or a cyber-attack on a third party’s information network and

systems.

Any or all of the foregoing could have a negative impact on our business, financial condition, results of

operations, cash flows and equity, reputation, ability to protect data, assets, and intellectual property, maintenance

of customer and vendor relationships, competitive posture, and could lead to litigation or regulatory investigations

or actions.

Our future success will depend on our ability to develop new products and services that achieve market

acceptance in our current and future markets. Our businesses are characterized by rapidly changing technologies

and evolving industry standards. To remain competitive, we need to continue to design, develop, manufacture,

assemble, test, market and support new products and services, which will require the investment of significant

financial resources in new technologies such as AI.

We have allocated funds for such investments through customer-funded and internal R&D, strategic alliances

and other teaming arrangements, but we may not be able to successfully identify new opportunities and may not

have the necessary resources to develop new products and services in a timely or cost-effective manner.

Furthermore, we cannot be sure that these expenditures ultimately will lead to the timely development of new

products and services. Due to the design complexity of some of our products and services, we may experience

delays in completing development and introducing new products and services or incorporating new technologies

into our existing products and services in the future. Any delays could result in increased costs of development or

divert resources from other projects.

In addition, the markets for our products and services may not develop as we currently anticipate, we may not

be as successful in newly identified markets as anticipated, and joint ventures, partnerships, strategic alliances or

other teaming arrangements we may enter into to pursue developing new products and services may not be

successful. Our competitors may incorporate AI technologies into their products or services more quickly or more

successfully than us, which could impair our ability to compete. Furthermore, competitors may develop competing

products and services or incorporate new technologies into our existing products and services that either gain

market acceptance in advance of our products and services or cause our existing products and services or

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technologies to become non-competitive or obsolete, which could adversely affect our results of operations and

harm our business.

We have significant operations in locations that could be materially and adversely impacted in the event of a

natural disaster or other significant disruption. Our corporate headquarters and significant business operations are

located in Florida, which is subject to the risk of major hurricanes. Our worldwide operations and operations of our

suppliers and customers could be subject to natural disasters (including those as a result of climate change) or other

significant disruptions, including hurricanes, typhoons, tsunamis, floods, earthquakes, fires, water shortages, other

extreme weather conditions, epidemics, pandemics, acts of terrorism, power shortages and blackouts,

telecommunications failures and other natural and man-made disasters or disruptions. In the event of such a natural

disaster or other disruption, we could experience disruptions or interruptions to our operations or the operations of

our suppliers, subcontractors, distributors, resellers or customers, including inability of employees to work;

destruction of facilities; and/or loss of life, all of which could materially increase our costs and expenses, delay or

decrease orders and revenue from our customers and have a material adverse effect on the continuity of our

business and our business, financial condition, results of operations, cash flows and equity.

Risk of the release, unplanned ignition, explosion, or improper handling of dangerous materials used in our

business could disrupt our operations and adversely affect our financial results. Our business operations are

subject to risk in connection with the handling, production, and disposition of potentially explosive and ignitable

energetic materials and other dangerous chemicals, including motors and other materials used in rocket propulsion.

The handling, production, transport, and disposition of hazardous materials could result in incidents that temporarily

shut down or otherwise disrupt our manufacturing operations and could cause production delays. A release of these

chemicals or an unplanned ignition or explosion could result in death or significant injuries to employees and others.

Material property damage to us or third parties could also occur.

The use of these products in applications by our customers could also result in liability if an explosion,

unplanned ignition or fire were to occur. Extensive regulations apply to the handling of explosive and energetic

materials, including but not limited to, regulations governing hazardous substances and hazardous waste. The

failure to properly store and ultimately dispose of such materials could create significant liability and/or result in

regulatory sanctions. Any release, unplanned ignition or explosion could expose us to adverse publicity or liability for

damages or cause production delays, any of which could have a material adverse effect on our business, financial

condition, results of operations, cash flows and equity.

Failure to achieve the expected results of LHX NeXt could adversely affect our future financial condition and

results of operations. In fiscal 2023, we announced LHX NeXt, a targeted three-year program designed to enhance

organizational agility and performance by leveraging our scale and relationships across segments to drive

operational efficiency and competitiveness for the enterprise. We have seen significant progress on LHX NeXt in

fiscal 2024, however, there can be no assurances that such progress will continue in fiscal 2025, that the initiatives

that are part of LHX NeXt will achieve their desired results or that costs savings achieved as a result of LHX NeXt will

impact our results of operations on the time frame or in the manner we currently expect.

Financial Risks

Changes in estimates we use in accounting for many of our programs could adversely affect our future financial

condition and results of operations. Accounting for our contracts requires judgment relative to assessing risks,

including estimating contract revenue and costs and assumptions for schedule and technical issues. Due to the size

and nature of many of our contracts, the estimation of total revenue and cost at completion is complicated and

subject to many variables. For example, we must make assumptions regarding: (i) the nature and complexity of the

work to be performed; (ii) subcontractors’ and suppliers’ expected performance; (iii) availability and costs of labor,

materials, components subsystems and services (including expected increases in wages and prices); (iv) the length

of time to complete the contract; (v) the allocation of transaction price to one or more performance obligations

based on the products and services promised to the customer; (vi) incentives or penalties related to performance on

contracts in estimating revenue and profit rates, and recording them when there is sufficient information for us to

assess anticipated performance; and (vii) estimates of award fees in estimating revenue and profit rates based on

actual and anticipated awards.

Our profitability can be adversely affected when estimated contract costs increase from our initial estimates,

especially without comparable increases in revenue. There are many reasons estimated contract costs can increase,

including: (i) supply chain disruptions, inflation and labor issues; (ii) design or other development challenges; and (iii)

program execution challenges (including from technical or quality issues and other performance concerns).

However, because of the significance of the judgments and the difficulties inherent in estimating future costs, we

cannot guarantee that estimated revenues and contract costs will not change in the future. Any cost growth or

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changes in estimated contract revenues and costs may adversely affect results of operations and financial condition.

For additional information regarding our critical accounting estimates applicable to our accounting for our contracts,

see “Item 7. Management’s Discussion and Analysis of Financial Conditions and Results of Operations - Critical

Accounting Estimates” of this Report.

Our level of indebtedness and our ability to make payments on or service our indebtedness and our unfunded

defined benefit plans liability may materially adversely affect our financial and operating activities or our ability to

incur additional debt. A substantial portion of our retired employee population and a portion of our current

employee population are covered by defined benefit pension and other postretirement defined benefit plans

(collectively, “defined benefit plans”). At January 3, 2025, we had $11.8 billion in aggregate principal amount of

outstanding fixed-rate debt, which reflects our total long-term debt, including current portion but excluding finance

leases, and $205 million of unfunded defined benefit plan liabilities. Our ability to make payments on and to

refinance our current or future indebtedness, and our ability to make contributions to our unfunded defined benefit

plans liability, will depend on our ability to generate cash from operations, financings and investments, which may

be subject to general economic, financial, competitive, legislative, regulatory and other factors that are beyond our

control.

While our outstanding long-term debt is all fixed rate and our repayment schedule is known, the costs and

returns related to our defined benefit plans are variable. Accordingly, our defined benefit plan liabilities could

increase, which could require us to make significant funding contributions to our defined benefit plans and affect

cash flows in future periods.

If we are not able to repay or refinance our debt as it becomes due or make contributions to our unfunded

defined benefit plans liability, we may be forced to divest businesses, sell assets or take other disadvantageous

actions, including reducing financing for working capital, capital expenditures and general corporate purposes;

reducing our cash dividend rate and/or share repurchases; or dedicating an unsustainable level of our cash flow

from operations to the payment of principal and interest on our indebtedness. In addition, our ability to withstand

competitive pressures and to react to changes in the defense technology industry could be impaired. The lenders

who hold such debt could also accelerate amounts due, which could potentially trigger a default or acceleration of

any of our other debt.

Legal, Tax and Regulatory Risks

Changes in our effective tax rate or additional tax exposures may have an adverse effect on our results of

operations and cash flows. We are subject to income taxes in the U.S. and numerous international jurisdictions.

There are transactions and calculations in the ordinary course of business where the application of tax law may be

uncertain, require significant judgment or be subject to differing interpretations. Our worldwide income tax provision

may be adversely affected by a number of factors, which include:

• Changes in domestic or international tax laws or the interpretation of such tax laws;
• The jurisdictions in which profits are determined to be earned and taxed;
• Adjustments to estimated taxes upon finalization of various tax returns;
• Increases in expenses not fully deductible for tax purposes, including impairment of goodwill or other long-

term assets acquired in connection with mergers or acquisitions;

• Changes in available tax credits;
• Changes in share-based compensation expense;
• Changes in the valuation of our deferred tax assets and liabilities; and
• The resolution of issues arising from tax audits with various tax authorities.

Any significant increase in our future effective tax rates, or timing of deductions, credits, or payments, could

adversely impact our results of operations and cash flow for future periods.

We may not be successful in obtaining the necessary export licenses and Congress may prevent proposed sales

to certain foreign governments. We must first obtain export and other licenses and authorizations from various

U.S. Government agencies before we are permitted to sell certain products and technologies outside of the U.S. For

example, the U.S. Department of State must notify Congress at least 15 to 60 days, depending on the size and

location of the proposed sale, prior to authorizing certain sales of defense equipment and services to foreign

governments. During that time, Congress may take action to block the proposed sale. We may be unsuccessful in

obtaining necessary licenses or authorizations or Congress may prevent or delay certain sales.

Our ability to obtain necessary licenses and authorizations timely or at all is subject to risks and uncertainties,

including changing U.S. Government policies or laws or delays in Congressional action due to geopolitical and other

factors. If we are not successful in obtaining or maintaining the necessary licenses or authorizations in a timely

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manner, our sales relating to those approvals may be reversed, prevented or delayed, and any significant

impairment of our ability to sell products or technologies outside of the U.S. could negatively impact our business,

financial condition, results of operations, cash flows and equity.

Environmental issues could have a material adverse effect on our business, financial condition, results of

operations, cash flows and equity. Our operations are subject to various U.S. federal, state and local, as well as

certain foreign, environmental laws and regulations within the countries in which we operate relating to the

discharge, storage, treatment, handling, disposal and remediation of certain materials, substances and wastes used

in our operations. Our real estate assets in particular are subject to various risks, including that our reserves for

estimated future environmental obligations may prove to be insufficient, we may be unable to complete

environmental remediation or, we may be unable to have state and federal environmental restrictions lifted.

Compliance with current and future environmental laws and regulations may require significant operating and

capital costs. Environmental laws and regulations may institute substantial fines and criminal sanctions as well as

facility shutdowns to address violations and may require the installation of costly pollution control equipment or

operational changes to limit emissions or discharges. Our suppliers may face similar business interruptions and

incur additional costs that may increase the price of materials needed for manufacturing. We also incur, and expect

to continue to incur, costs to comply with current environmental laws and regulations related to remediation of

conditions in the environment. In addition, if violations of environmental laws result in us, or in one or more of our

operations, being identified as an excluded party in the U.S. Government’s System for Award Management, then we

or one or more of our operations would become ineligible to receive certain contracts, subcontracts and other

benefits from the federal government or to perform work under a government contract or subcontract. Generally,

such ineligibility would continue until the basis for the listing has been appropriately addressed.

If our responses to new or evolving legal and regulatory requirements or other sustainability concerns are

unsuccessful or perceived as inadequate for the U.S. or our international markets, we also may suffer damage to our

reputation, which could adversely affect our business. Developments such as the adoption of new environmental

laws and regulations, stricter enforcement of existing laws and regulations, violations by us of such laws and

regulations, discovery of previously unknown or more extensive contamination, litigation involving environmental

impacts, our inability to recover costs associated with any such developments under previously priced contracts or

financial insolvency of other responsible parties could have a material adverse effect on our business, financial

condition, results of operations, cash flows and equity.

Our reputation and ability to do business may be impacted by the improper conduct of our employees, agents or

business partners. We have implemented compliance controls, training, policies and procedures designed to

prevent and detect reckless or criminal acts from being committed by our employees, agents or business partners

that would violate the laws of the jurisdictions in which we operate, including laws governing payments to

government officials, such as the FCPA, the protection of export-controlled or classified information, such as ITAR,

false claims, procurement integrity, cost accounting and billing, competition, information security and data privacy

and the terms of our contracts.

We cannot ensure, however, that our controls, training, policies and procedures will prevent or detect all such

reckless or criminal acts, and we have been adversely impacted by such acts in the past. If not prevented, such acts

could subject us to civil or criminal investigations, monetary and non-monetary penalties and suspension and

debarment by the U.S. Government and could have a material adverse effect on our business, results of operations

and reputation. In addition, misconduct involving data security lapses resulting in the compromise of personal

information or the improper use of our customers’ sensitive or classified information could result in remediation

costs, regulatory sanctions against us and serious harm to our reputation and could adversely impact our ability to

continue to contract with the U.S. Government.

The outcome of litigation or arbitration in which we are involved from time to time is unpredictable, and an

adverse decision in any such matter could have a material adverse effect on our financial condition, results of

operations, cash flows and equity. The size, nature and complexity of our business make us susceptible to

investigations, claims, disputes, enforcement actions, litigation and other legal proceedings, particularly those

involving governments. From time to time, we are defendants in a number of litigation matters and are involved in a

number of arbitration matters. These actions may divert financial and management resources that would otherwise

be used to benefit our operations. The results of these or new matters may be unfavorable to us. Although we

maintain insurance policies, they may not be adequate to protect us from all material judgments and expenses

related to current or future claims and may not cover the conduct that is the subject of the litigation or arbitration.

Desired levels of insurance may not be available in the future at economical prices or at all. In addition, the results of

litigation or arbitration can be difficult to predict, including litigation involving jury trials. Accordingly, our current

14

judgment as to the likelihood of our loss (or our current estimate as to the potential range of loss, if applicable) with

respect to any particular litigation or arbitration matter may be wrong. A significant judgment or arbitration award

against us arising out of any of our current or future litigation or arbitration matters could have a material adverse

effect on our business, financial condition, results of operations, cash flows and equity.

We may become subject to intellectual property infringement claims, and third parties may infringe upon our

intellectual property rights. Many of the markets we serve are characterized by vigorous protection and pursuit of

intellectual property rights, which often has resulted in protracted and expensive litigation. Our competitive position

in the market depends in part on our ability to ensure that our intellectual property is protected, that our intellectual

property rights are not diluted or subject to misuse, and that we are able to license certain third-party intellectual

property on reasonable terms. Third parties have claimed in the past, and may claim in the future, that we are

infringing directly or indirectly upon their intellectual property rights, and we may be found to be infringing or to have

infringed directly or indirectly upon those intellectual property rights. Claims of infringement might also require us to

enter into costly royalty or license agreements. Our patents and other intellectual property may be challenged,

invalidated, misappropriated or circumvented by third parties. Moreover, we may not be able to obtain royalty or

license agreements on terms acceptable to us, or at all.

We also may be subject to significant damages or injunctions against development and sale of certain of our

products, services and solutions. Our success depends in large part on our proprietary technology. We rely on a

combination of patents, copyrights, trademarks, trade secrets, know-how, confidentiality provisions and licensing

arrangements to establish and protect our intellectual property rights. In addition, the laws concerning intellectual

property vary among nations and the protection provided to our intellectual property by the laws and courts of

foreign nations may differ from those of the U.S. If we fail to successfully protect and enforce these rights, our

competitive position could suffer. Our pending patent and trademark registration applications may not be allowed,

or competitors may challenge the validity or scope of our patents or trademark registrations. We may be required to

spend significant resources to monitor and enforce our intellectual property rights. Litigation to determine the scope

of intellectual property rights, even if ultimately successful, could be costly and could divert management’s

attention away from other aspects of our business. We may not be able to detect infringement, and our competitive

position may be harmed before we do so. In addition, competitors may design around our technology or develop

competing technologies.

We face certain significant risk exposures and potential liabilities that may not be covered adequately by

insurance or indemnity. We are exposed to liabilities that are unique to the products and services we provide. A

significant portion of our business relates to designing, developing and manufacturing advanced defense, technology

and communications systems and products. New technologies associated with these systems and products may be

untested or unproven. Components of certain defense systems and products we develop are inherently dangerous.

Failures of satellites, missile systems, air traffic control systems, electronic warfare systems, space superiority

systems, command, control, computers, communications, cyber, ISR, homeland security applications and aircraft

have the potential to cause loss of life and extensive property damage. Other examples of unforeseen problems that

could result, either directly or indirectly, in the loss of life or property or otherwise negatively affect revenue and

profitability include loss on launch of spacecraft, premature failure of products that cannot be accessed for repair or

replacement, problems with quality and workmanship, country of origin, delivery of subcontractor components or

services and unplanned degradation of product performance. In addition, problems and delays in development or

delivery as a result of issues with respect to design, technology, licensing and patent rights, labor, learning curve

assumptions or materials and components could prevent us from achieving contractual requirements. In many

circumstances, we may receive indemnification from the U.S. Government. We generally do not receive

indemnification from foreign governments. Although we maintain insurance for certain risks, including certain

cybersecurity exposures, the amount of our insurance coverage may not be adequate to cover all claims or liabilities,

and we may be forced to bear substantial costs from an accident or incident. It also is not possible for us to obtain

insurance to protect against all operational risks and liabilities. Substantial claims resulting from an incident in

excess of U.S. Government indemnity and our insurance coverage would harm our financial condition, results of

operations, cash flows and equity. Other factors that may affect revenue and profits include loss of follow-on work,

and, in the case of certain contracts, liquidated damages, penalties and repayment to the customer of contract cost

and fee payments we previously received. Moreover, any accident or incident for which we are liable, even if fully

insured, could negatively affect our standing with our customers and the public, thereby making it more difficult for

us to compete effectively, and could significantly impact the cost and availability of adequate insurance in the future.

Strategic Transactions and Investments Risks

Strategic transactions, including mergers, acquisitions and divestitures, involve significant risks and

uncertainties that could adversely affect our business, financial condition, results of operations, cash flows and

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equity. Strategic mergers, acquisitions and divestitures we have made in the past and may make in the future

present significant risks and uncertainties that could adversely affect our business, financial condition, results of

operations, cash flows and equity, which include:

• Difficulty in identifying and evaluating potential mergers and acquisitions, including the risk that our due

diligence does not identify or fully assess valuation issues, potential liabilities or other merger or acquisition

risks;

• Difficulty, delays and expense in integrating newly merged or acquired businesses and operations, including

combining product and service offerings, and in entering into new markets in which we are not experienced,

in an efficient and cost-effective manner while maintaining adequate standards, controls and procedures,

and the risk that we encounter significant unanticipated costs or other problems associated with integration;

• Differences in business backgrounds, corporate cultures and management philosophies that may delay

successful integration;

• Difficulty, delays and expense in consolidating and rationalizing IT infrastructure, which may include

multiple legacy systems from various mergers and acquisitions and integrating software code;

• Challenges in achieving strategic objectives, cost savings and other expected benefits;
• Risk that our markets do not evolve as anticipated and that the strategic mergers, acquisitions and

divestitures do not prove to be those needed to be successful in those markets;

• Risk that we assume or retain, or that companies we have merged with or acquired have assumed or

retained or otherwise become subject to, significant liabilities that exceed the limitations of any applicable

indemnification provisions or the financial resources of any indemnifying parties;

• Risk that indemnification related to businesses divested or spun off that we may be required to provide or

otherwise bear may be significant and could negatively impact our business;

• Risk that mergers, acquisitions, divestitures, spin offs and other strategic transactions fail to qualify for the

intended tax treatment for U.S. federal income tax purposes and the possibility that the full tax benefits

anticipated to result from such transactions may not be realized;

• Risk that we are not able to complete strategic divestitures on satisfactory terms and conditions, including

non-competition arrangements applicable to certain of our business lines, or within expected timeframes;

• Potential loss of key employees or customers of the businesses acquired or to be divested; and
• Risk of diverting the attention of senior management from our existing operations.

Changes in future business or other market conditions could cause business investments and/or recorded

goodwill or other intangible assets to become impaired, resulting in substantial losses and write-downs that would

materially adversely affect our results of operations and financial condition. A significant portion of our assets

consist of goodwill and other intangible assets, primarily recorded as the result of acquisitions. Assumptions and

judgments in determining initial acquisition price may subsequently prove to have been inaccurate and unforeseen

issues could arise, which could adversely affect the anticipated returns or which are otherwise not recoverable as an

adjustment to the purchase price. We evaluate the recoverability of recorded goodwill annually, as well as when we

change reporting units (either as a result of a reorganization or as the result of divestiture activity) and when events

or circumstances indicate there may be an impairment. If an impairment exists, we record the charge in the period

of determination. Because of the significance of our goodwill and other intangible assets, any future impairment of

these assets could have a material adverse effect on our results of operations and financial condition. For additional

information on our accounting policies related to impairment of goodwill, see our discussion under “Critical

Accounting Estimates” in “Item 7. Management’s Discussion and Analysis of Financial Condition and Results of

Operations” of this Report and Note 1: Significant Accounting Policies and Note 6: Goodwill and Intangible Assets in

the Notes.

Risk Management and Strategy

We assess and identify material risks from cybersecurity threats primarily through the work of our Information

Security organization, which is fully integrated in our enterprise risk management (“ERM”) process in close

partnership with other functions such as Engineering, Industrial Security, Internal Audit, and Legal. The ERM

process, administered by management with input from each business segment and function, continuously monitors

material risks facing L3Harris, including cybersecurity threats. Our Information Security organization, is led by our

Chief Information Officer (“CIO”), who has extensive experience leading information technology for global

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organizations across aerospace, defense and industrials, and works directly with our Chief Executive Officer (“CEO”)

and other members of senior management to assess cybersecurity threats as part of the ERM process. The CIO

oversees the internal cybersecurity organization of more than 100 full-time employees headed by our Chief

Information Security Officer (our “Cybersecurity Team”).

Risks related to cybersecurity threats are reflected in an enterprise risk “heat map,” along with other material

risks identified through the ERM process, and any mitigation plans developed to manage such risks are reported to

our Board of Directors (“Board”). The “heat map” includes risks related to cybersecurity threats to L3Harris and our

customers, suppliers, vendors, subcontractors or other third parties, and the possibility of a data breach of our

confidential, personal and proprietary information through a cybersecurity incident impacting L3Harris or any third

party.

To actively manage cybersecurity risks identified as part of the ERM process or otherwise and to manage

emerging cybersecurity threats in real time, management has implemented an ISO 27001 certified Information

Security Management System. Our Cybersecurity Team operates a Security Operations Center that continuously

monitors activity, frequently scans applications and systems for vulnerabilities to risk from cybersecurity threats and

creates action plans to address and track identified cybersecurity threats until they have been remediated. Activities

and cybersecurity incidents are reported to our CIO, who briefs senior management, including our CEO, as well as

the Innovation and Cyber Committee and the Audit Committee of our Board (respectively, the “Innovation and Cyber

Committee” and the “Audit Committee”), as appropriate. Our Cybersecurity Team also routinely engages with third

parties, including government agencies focused on cyber resiliency, to manage risks from cybersecurity threats. For

example, we are members of the DoD Defense Industrial Base Collaborative Information Sharing Environment, the

National Defense Information Sharing and Analysis Center, and the National Security Agency Enduring Security

Framework. These organizations share real-time cybersecurity threat information and best practices in protecting,

detecting and recovering from cybersecurity threats.

We are committed to safeguarding against both internal and external security threats through a robust

counterintelligence and insider threat program that utilizes cutting-edge data analytics and machine learning. As a

defense contractor, we are subject to the Department of Defense's cybersecurity regulations, including the Defense

Federal Acquisition Regulation Supplement, ensuring the protection of Controlled Unclassified Information and

prompt reporting of cybersecurity incidents. Our practices have been rigorously assessed by the Defense Contract

Management Agency to meet the Level 2 Cybersecurity Maturity Model Certification requirements, reflecting our

dedication to maintaining stringent security controls.

To mitigate cybersecurity risks introduced from our supply chain, we have a dedicated Cybersecurity - Supply

Chain Risk Management team. This team assesses new suppliers against best cybersecurity practices, ensures

cybersecurity regulations are contractually flowed down and coordinates mitigation actions across the company if a

supplier is impacted by a cybersecurity incident. The Supply Chain Risk Management team utilizes industry

monitoring services to identify potential supply chain incidents and works closely with our Cybersecurity Team to

understand the latest threats affecting our industry.

Additionally, as part of our processes to manage risks related to a breach in our information systems,

management requires employees to take annual cybersecurity training and shares regular awareness updates

regarding cybersecurity threats. Our Cybersecurity Team regularly tests employees throughout the year to assess

the effectiveness of the cybersecurity training. We also periodically conduct penetration testing of our network, hold

tabletop exercises of cyber incidents, and undertake cybersecurity assessments led by Internal Audit to improve our

risk mitigation and assist in the determination of a potential material impact caused by a cybersecurity incident.

While we have implemented robust practices to mitigate cybersecurity risks, and prior cybersecurity threats

have not materially affected our business strategy, results of operations or financial condition, we could be

negatively impacted by a cybersecurity breach, through cyber-attack, cyber intrusion, insider threats, supply chain

incidents, or otherwise, or other significant disruption of our IT networks and related systems or of those we operate

for certain of our customers. See “Item 1A. Risk Factors” in this Report for further discussion of specific risks related

to cybersecurity threats.

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Governance

The Audit Committee provides regular oversight and review of our ERM process and other guidelines and

policies governing the processes by which our CEO and senior management assess our exposure to risk, including

risk from cybersecurity threats. The Innovation and Cyber Committee receives regular briefings from our CIO, Chief

Information Security Officer and other members of senior management on cybersecurity threats and related matters

and assists the Audit Committee in its oversight and review of our ERM process.

The Innovation and Cyber Committee reviews our cybersecurity risk across the enterprise at least annually,

including IT, supply chain and products and our cybersecurity strategy framework and operational posture. The

Innovation and Cyber Committee also reviews our IT, data security and other systems, processes, policies,

procedures and controls at least annually to (a) identify, assess, monitor and mitigate cybersecurity risks; (b) identify

measures to protect and safeguard against cybersecurity threats and breaches of confidential information and data

and IT infrastructure and our other assets or assets of our customers or other third parties in our possession or

custody; (c) support the response and management of cybersecurity threats and data breach incidents; and (d) aid in

compliance with legal and regulatory requirements governing cybersecurity or data security reporting requirements.

The Innovation and Cyber Committee reports its activities to the full Board on a regular basis and makes such

recommendations to the Board and management with respect to risks from cybersecurity threats and other matters

as it deems necessary or appropriate.

As of January 3, 2025, we operated approximately 250 locations in the U.S., Canada, EMEA, and APAC,

consisting of approximately 27 million square feet of manufacturing, administrative, R&D, warehousing, engineering

and office space, of which we owned approximately 12 million square feet and leased approximately 15 million

square feet. As of January 3, 2025, we had major operations at the following locations:

SAS — Palm Bay, Melbourne and Malabar, Florida; Rochester and Amityville, New York; Clifton, New Jersey; Van

Nuys and San Diego California; Colorado Springs, Colorado; Fort Wayne, Indiana; Herndon, Virginia; Wilmington,

Massachusetts; and Alpharetta, Georgia.

IMS — Greenville, Waco, Rockwall and Plano, Texas; Mirabel and Waterdown, Canada; Camden, New Jersey;

Anaheim, California; Mason and Cincinnati, Ohio; Tulsa, Oklahoma; Salt Lake City, Utah; Philadelphia, Pennsylvania;

Crawley, United Kingdom; and Grand Rapids, Michigan.

CS — Rochester, New York; Salt Lake City, Utah; Londonderry, New Hampshire; Lynchburg, Virginia; Tempe,

Arizona; Carlsbad, California; Farnborough, United Kingdom; Brisbane, Australia; Melbourne, Sunrise, Florida; and

Abu Dhabi, United Arab Emirates.

AR — Camden, Arkansas; Chatsworth, California; Huntsville, Alabama; West Palm Beach, Florida; Orange,

Virginia; Redmond, Washington; Orlando, Florida; and Hancock County, Mississippi.

Corporate — Melbourne, Florida; and Arlington, VA.

Our facilities are suitable and adequate for their intended purposes, are well-maintained, are generally in regular

use and have capacities adequate for current and projected needs. We will, from time to time, acquire additional

facilities, expand existing facilities and dispose of existing facilities or parts thereof, as management deems

necessary. See Note 5: Property, Plant and Equipment, Net and Note 11: Leases in the Notes for more information on

our owned properties and our lease obligations, respectively.

See Note 15: Legal Proceedings, Commitments and Contingencies included in our Notes for information relating

to our legal proceedings.

The following Management’s Discussion and Analysis (“MD&A”) is intended to assist in an understanding of our

financial condition and results of operations for fiscal 2024 compared with fiscal 2023. A discussion of fiscal 2023

compared to fiscal 2022 can be found in Part II. Item 7. Management's Discussion and Analysis of Financial

Condition and Results of Operations included in our Annual Report on Form 10-K for the fiscal year ended

December 29, 2023 (our “Fiscal 2023 Form 10-K”). This MD&A is provided as a supplement to, should be read in

conjunction with and is qualified in its entirety by reference to, our Consolidated Financial Statements and

accompanying Notes appearing elsewhere in this Report. Except for the historical information contained herein, the

discussions in this MD&A contain forward-looking statements that involve risks and uncertainties. Our future results

could differ materially from those discussed herein. Factors that could cause or contribute to such differences

include, but are not limited to, those discussed in Part I. Item 1A. Risk Factors of this Report. For additional

information, see Part I. Item 1. Business - Cautionary Statement Regarding Forward-Looking Statements of this

Report.

OVERVIEW

We are the Trusted Disruptor in the defense industry. With customers’ mission-critical needs in mind, we deliver

end-to-end technology solutions connecting the space, air, land, sea and cyber domains in the interest of global

security. We support government customers in more than 100 countries, with our largest customers being various

departments and agencies of the U.S. Government, their prime contractors and international allies. Our products and

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services have defense and civil government applications, as well as commercial applications. As of January 3, 2025,

we had approximately 47,000 employees, including approximately 18,000 engineers and scientists.

We structure our operations primarily around the products, systems and services we sell and the markets we

serve, and we report our financial results in four business segments: SAS, IMS, CS and AR. See Note 14: Business

Segments in the Notes for further information regarding our business segments.

U.S. and International Budget Environment

The percentage of our revenue that was derived from sales to U.S. Government customers, including foreign

military sales funded through the U.S. Government, whether directly or through prime contractors, was 76%, 76%

and 74%, in fiscal 2024, 2023 and 2022, respectively.

On March 9, 2024, the President signed the first tranche of GFY 2024 appropriations funding bills into law,

which funded six government agencies, including the National Aeronautics and Space Administration, the National

Oceanic and Atmospheric Administration, and the Federal Aviation Administration, through the remainder of GFY

2024 which ended on September 30, 2024. A second funding bill, signed into law on March 23, 2024, funded all

remaining agencies, including the DoD, through the remainder of GFY 2024. The bill provided approximately

$844 billion in funding for DoD. This was in line with our expectations for 3% growth for defense over GFY 2023

levels and in line with the first year of the Fiscal Responsibility Act of 2023 (“FRA”) caps.

On March 11, 2024, the President’s Budget Request for GFY 2025 was released. The DoD requested

$850 billion, a 1% topline increase consistent with the FRA caps.

On April 24, 2024, the President signed into law a supplemental GFY 2024 appropriations package that included

$67 billion in funding for key DoD programs, bringing the DoD funding for GFY 2024 to $911 billion.

Congress has not yet reached a final agreement on GFY 2025 funding. A short-term CR was enacted on

December 21, 2024 that will fund the U.S. Government until March 14, 2025. While operating under a CR,

government agencies are allocated a portion of GFY 2024 enacted funds, and DoD is prohibited from starting new

programs. If Congress does not enact all 12 GFY 2025 appropriations bills by April 30, 2025, a 1% automatic

sequestration cut will go into effect as mandated by the FRA.

Further complicating the budget outlook is the need to raise the debt ceiling in 2025. Congressional inaction

may lead to a default and potentially create economic instability.

The overall defense spending environment, both in the U.S. and internationally, reflects the continued impacts of

global conflicts and geopolitical tensions, and changes to U.S. Government or international spending priorities have

and could in the future impact our business.

For a discussion of U.S. Government funding risks and international business risks see “Item 1. Business -

International Business,” “Item 1A. Risk Factors” and “Item 3. Legal Proceedings” of this Report.

Economic Environment

The macroeconomic environment continues to present challenges, which have impacted our business and may

continue to impact our future results. The ongoing uncertainty relates to the impacts of inflation, interest rates and

ongoing federal deficits, which could raise the cost of borrowing for the federal government impacting U.S.

Government spending priorities and the demand for our products. For a discussion of inflation-related risks, see

“Item 1A. Risk Factors” of this Report.

Operating Environment, Strategic Priorities and Key Performance Measures

As a proven alternative to traditional primes and new entrants, our flexible business model allows us to operate

as either a prime, merchant supplier, or subcontractor, offering both commercial pricing and traditional government

acquisition approaches. Our products are used across many customer platforms and this platform-agnostic

approach gives us a unique advantage in rapidly adapting to the changing threat environment while effectively

partnering with new entrants and non-traditional contractors. Customer demand for our solutions remains robust,

and we ended fiscal 2024 with backlog of $34.2 billion, a 5% increase over the prior year. Also in fiscal 2024, we

invested $515 million (2% of total revenue) in company-funded R&D focused on technologies that expand our

capabilities across our domains.

In fiscal 2024, we made considerable progress with our LHX NeXt initiative, our targeted three-year program

designed to enhance organizational agility and performance by leveraging our scale and relationships across

segments, driving operational efficiency and competitiveness for the enterprise. With this program we are investing

in enterprise tools and optimized, revamped processes to unlock further opportunities for margin expansion and

create additional value for our shareholders.

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Our strategic priorities continue to be performance, growth and innovation. We plan to continue to invest,

consistent with profitable growth opportunities, and sustain our culture of innovation, while delivering on our

commitments to investors, our customers and on every contract we are awarded. We intend to accomplish this by:

• Building upon our solid foundation and operational rigor to execute for our customers;
• Focusing on profitable growth while securing strategic positions as a prime or subcontractor; and
• Leveraging innovation as a competitive advantage to develop rapid solutions.

We use the following key financial performance measures to manage our business, which are discussed in detail

below in the “Operations Review” and “Liquidity and Capital Resources” sections of this MD&A:

• Revenue;
• Operating income and margin; and
• Net cash provided by operating activities.

We use these measures, along with other performance measures that are not defined by U.S. Generally

Accepted Accounting Principles (“GAAP”), to assess the success of our business and our ability to create

shareholder value. We believe these measures are balanced among long-term and short-term performance, growth

and innovation. We also use some of these and other performance metrics for executive compensation purposes.

OPERATIONS REVIEW

Consolidated Results of Operations

(Dollars in millions, except per share amounts)

(1) “FAS” is defined as Financial Accounting Standards.

(2) “EPS” is defined as Earnings Per Share.

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Revenue. As described in more detail in Note 13: Acquisitions and Divestitures and elsewhere in the Notes,

during fiscal 2024 and 2023, we completed certain business divestitures. There was no significant revenue

attributable to divested businesses.

Products revenue. The following table presents products revenue by segment, net of intersegment:

(In millions)

Products revenue for fiscal 2024 increased $1,440 million, due to the inclusion of a full year of products revenue

from AR, rather than a partial year of revenue in fiscal 2023 (“the AR Partial Year”) following the July 28, 2023

acquisition of Aerojet Rocketdyne Holdings, Inc. (“AJRD”), as well as increased products revenues of $441 million

and $264 million at CS and IMS, respectively, partially offset by decreased products revenue of $91 million at SAS.

Services revenue. The following table presents services revenue by segment, net of intersegment:

(In millions)

Services revenue for fiscal 2024 increased $466 million, from the inclusion of a full year of services revenue

from AR rather than the AR Partial Year, as well as increased services revenue of $101 million at SAS, partially offset

by decreased services revenues of $68 million and $36 million at CS and IMS, respectively.

See the “Business Segment Results of Operations” discussion below in this MD&A for further information.

Cost of Revenue.

Cost of products revenue. The following table presents cost of products revenue by segment, net of

intersegment:

(In millions)

Cost of products revenue increased $1,308 million primarily from the inclusion of a full year of cost of products

revenue from AR rather than the AR Partial Year and increased cost of products revenue of $419 million and $214

million at CS and IMS, respectively.

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Cost of services revenue. The following table presents cost of services revenue by segment, net of intersegment:

(In millions)

Cost of services revenue increased $187 million, primarily from the inclusion of a full year of cost of services

revenue from AR rather than the AR Partial Year and increased cost of services revenue of $61 million at SAS,

partially offset by decreased cost of services revenue of $163 million and $47 million at CS and IMS, respectively.

Gross Margin. Gross margin for fiscal 2024 increased compared to fiscal 2023, largely due to the increases in

revenue noted above and a favorable net change in estimate at completion (“EAC”) adjustments which increased

gross margin by $124 million, partially offset by a higher mix of lower margin revenue, primarily in our CS segment.

Gross margin as a percentage of revenue remained flat compared to fiscal 2023. For discussion of operating income

by segment see “Business Segment Results of Operations” below in this MD&A for further information.

General and Administrative (“G&A”) Expenses. The following table presents the components of G&A expenses:

(In millions)

(1) Costs associated with transforming multiple functions, systems and processes to increase agility and competitiveness, including third-party

consulting, workforce optimization and incremental IT expenses for implementation of new systems.

(2) See Note 13: Acquisitions and Divestitures in the Notes for further information.

(3) Includes other segment G&A expenses such as payroll and benefits, outside services, facilities, insurance and other expenses, as well as

unallocated corporate expenses, such as a portion of management and administration, legal, environmental, compensation, retiree benefits

and other corporate G&A expenses and eliminations.

G&A expenses increased $255 million for fiscal 2024 compared with fiscal 2023 primarily due to increases in

LHX NeXt implementation costs, including $42 million related to employee severance charges and $110 million for

third-party consulting expenses, incremental IT expenses for implementation of new systems and other costs. G&A

expenses also increased from higher amortization of acquisition-related intangibles, partially offset by a decrease in

merger, acquisition, and divestiture-related expenses. Additionally, other G&A expenses increased $85 million

primarily due to increases of $97 million in our AR segment from the AR Partial Year and $86 million in corporate,

primarily from increases related to corporate-led initiatives and a $15 million legal reserve, partially offset by

decreases in other G&A costs of $84 million and $15 million in our SAS and CS segments, respectively, primarily

from LHX NeXt driven cost savings.

Impairment of Goodwill and Other Assets. In fiscal 2024, we recognized a $14 million non-cash charge for

impairment of goodwill in connection with the divestiture of our antenna and related businesses (“Antenna disposal

group”) and a $24 million non-cash charge for impairment of other assets at CS associated with the Tactical Data

Links (“TDL”) acquisition. In fiscal 2023, we recognized a $296 million non-cash charge for impairment of goodwill

in connection with the pending divestiture of our CAS disposal group and $78 million of other asset impairments

associated with in-process R&D, customer contracts and a facility closure.

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Non-service FAS Pension Income and Other, Net. The following table presents the components of non-service

FAS pension income and other, net:

(In millions)

(1) Includes interest cost, expected return on plan assets, amortization of net actuarial gain, and amortization of prior service (credit) cost

components of net periodic benefit income under our defined benefit plans. See Note 9: Retirement Benefits in the Notes for more

information on the composition of non-service FAS pension income.

(2) Other, net primarily includes changes in the market value of our rabbi trust assets, gains and losses on our equity investments in

nonconsolidated affiliates and royalty income.

Interest Expense, Net. Our net interest expense increased $132 million in fiscal 2024 compared with fiscal 2023

primarily due to a full year of interest on the $3.25 billion aggregate principal amount of fixed-rate debt issued in

July 2023 in connection with the AJRD acquisition, the issuance of $2.25 billion aggregate principal amount of long-

term fixed-rate debt in March 2024 and higher average outstanding notes under our commercial paper program (“CP

Program”) during fiscal 2024, partially offset by repayment of the entire outstanding $2.25 billion, three-year senior

unsecured term loan facility (“Term Loan 2025”) in March 2024. See the “Liquidity and Capital Resources”

discussion below in this MD&A and Note 8: Debt and Credit Arrangements in the Notes for further information.

Income Taxes. Our effective tax rate increased to 5.3% in fiscal 2024 compared with 1.9% in fiscal 2023. Our

effective tax rate for both years benefited from R&D credits, tax deductions for foreign derived intangible income

(“FDII”) and favorable resolution of specific audit uncertainties. The year-over-year increase in the rate is the result

of favorable impacts of divestitures and internal restructuring in fiscal 2023, partially offset by favorable

adjustments to our valuation allowance position as a result of our ability to utilize certain state tax credits in fiscal

2024. See Note 7: Income Taxes in the Notes for further information.

Diluted EPS. Diluted EPS increased 22% in fiscal 2024 compared with fiscal 2023 primarily due to higher net

income from the combined effects of reasons noted in the sections above, notably the absence of a prior year CAS

disposal group goodwill impairment and an increase in fiscal 2024 gross margin, partially offset by increases in G&A

expenses and interest expense, net.

Business Segment Results of Operations

SAS. Our SAS segment includes space payloads, sensors and full-mission solutions; classified intelligence and

cyber; airborne combat systems, and mission networks for air traffic management operations. See “Item 1. Business”

of this Report for a description of the sectors in SAS.

(Dollars in millions)

SAS segment revenue remained flat in fiscal 2024 compared with fiscal 2023 due to higher revenues of $138

million in Intel & Cyber, primarily from program growth and $82 million in Mission Networks from higher volumes,

offset by lower revenues of $217 million in Airborne Combat Systems, from lower revenue of $115 million

associated with the divestiture of the Antenna disposal group and the remaining decrease primarily from lower F-35

related volume as TR-3 development transitions from development to a more gradual production ramp. At

January 3, 2025 and December 29, 2023, SAS segment ending backlog was $9.4 billion and $9.5 billion,

respectively.

SAS segment operating income increased in fiscal 2024 compared with fiscal 2023, primarily due to LHX NeXt

driven cost savings realized during fiscal 2024, higher volume in Mission Networks and $46 million from the

monetization of legacy end of life assets, aligned with our transformation and value creation priorities, in addition to

the impact of a $27 million non-cash charge for impairment of other assets which occurred during fiscal 2023. Such

increase was partially offset by unfavorable EAC adjustments from program execution on classified fixed-price

development programs in Space Systems that are in the later stages of completion.

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IMS. Our IMS segment includes ISR; passive sensing and targeting; electronic attack; autonomy; power and

communications; networks; sensors; aviation products; and pilot training operations. See “Item 1. Business” of this

Report for a description of the sectors in IMS.

(Dollars in millions)

IMS segment revenue increased in fiscal 2024 compared with fiscal 2023 primarily due to higher revenues of

$73 million in Defense Electronics from higher demand for advanced electronics, $56 million in ISR from higher

aircraft missionization volume, $49 million in Commercial Aviation Solutions from higher volume, $31 million in

Global Optical Systems from higher commercial revenue for airborne electro-optical sensors and $27 million in

Maritime from volume on classified programs. At January 3, 2025 and December 29, 2023, IMS segment ending

backlog was $10.5 billion and $9.7 billion, respectively.

IMS segment operating income increased in fiscal 2024 compared with fiscal 2023 primarily due to a

$296 million non-cash charge for impairment of goodwill associated with the CAS disposal group in fiscal 2023, in

addition to improved program performance of $69 million, higher overall revenue volumes and LHX NeXt driven cost

savings realized in fiscal 2024.

CS. Our CS segment includes tactical communications with global communications solutions; broadband

communications; integrated vision solutions; and public safety radios, system applications and equipment. See

“Item 1. Business” of this Report for a description of the sectors in CS.

(Dollars in millions)

CS segment revenue increased in fiscal 2024 compared with fiscal 2023 primarily due to higher revenues of

$208 million in Tactical Communications and $95 million in Integrated Vision Solutions associated with increased

domestic and international demand for our resilient communication equipment, related waveforms, and night vision

devices and $86 million in Broadband Communications from higher volumes. At January 3, 2025 and December 29,

2023, CS segment ending backlog was $7.3 billion and $6.3 billion, respectively.

CS segment operating income increased in fiscal 2024 compared with fiscal 2023 primarily due to LHX NeXt

driven cost savings realized during fiscal 2024, partially offset by a higher mix of domestic radios related to

competitive IDIQ contracts and a $24 million non-cash charge for impairment of other assets at Broadband

Communications related to the TDL acquisition.

AR. Our AR segment includes missile solutions with propulsion technologies for strategic defense, missile

defense, and hypersonic and tactical systems; and space propulsion and power systems for national security space

and exploration missions. See “Item 1. Business” of this Report for a description of the sectors in AR.

(Dollars in millions)

AR segment revenue and operating income increased in fiscal 2024 compared with fiscal 2023 primarily due to

the AR Partial Year. At January 3, 2025, AR segment ending backlog was $7.0 billion and $7.2 billion, respectively.

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Unallocated Corporate Expenses. Unallocated corporate expenses include the portion of corporate costs not

included in management’s evaluation of segment operating performance.

(Dollars in millions)

(1) The increase in unallocated corporate department expense is primarily from increases related to corporate-led initiatives and a $15 million

legal reserve.

(2) Includes amortization of intangible assets acquired in connection with business combinations. Because our acquisitions benefit the entire

Company, the amortization was not allocated to any segment.

(3) See Note 13: Acquisitions and Divestitures in the Notes for further information.

(4) For fiscal 2024, includes a non-cash charge for impairment of goodwill related to our Antenna disposal group divestiture. For fiscal 2023,

includes a $21 million non-cash charge for impairment of in-process R&D associated with a facility closure and an $18 million non-cash

charge for impairment of a customer contract. See Note 13: Acquisitions and Divestitures and Note 6: Goodwill and Intangible Assets in the

Notes for further information.

(5) Includes costs associated with transforming multiple functions, systems and processes to increase agility and competitiveness, including

third-party consulting, workforce optimization and incremental IT expenses for implementation of new systems. For further information on

our LHX NeXt initiative and implementation costs see Note 14: Business Segments in the Notes and the “General and Administrative

Expenses” discussion above in this MD&A.

(6) Represents the difference between U.S. Government Cost Accounting Standards (“CAS”) pension cost and the service cost component of net

periodic benefit income under our defined benefit plans. See Note 1: Significant Accounting Policies in the Notes for additional information

regarding the FAS/CAS operating adjustment.

LIQUIDITY AND CAPITAL RESOURCES

We prioritize cash flow generation through our commitment to operational excellence, efficient balance sheet

management and continuous cost reduction efforts. We consistently assess various capital deployment options,

considering both our long-term outlook and the evolving market conditions, recognizing the importance of

adaptability as market dynamics change over time.

Our primary capital deployment priorities involve a focus on funding the business, including investing in training,

facilities and digital infrastructure, debt repayment to be achieved through the prioritization of capital allocation and

returning cash to our shareholders through dividends and share repurchases.

Capital Resources

As of January 3, 2025, we had cash and cash equivalents of $615 million, of which $300 million was held by our

foreign subsidiaries, a significant portion of which we believe can be repatriated to the U.S. with minimal tax cost.

Additionally, we have two credit facilities and a CP Program, supported by amounts available under the credit

facilities.

Credit Facilities. At January 3, 2025, we had no outstanding borrowings under our credit facilities, had available

borrowing capacity of $2,985 million, net of outstanding borrowings under our CP Program, and were in compliance

with all covenants under both of the following:

2024 Credit Facility. On January 26, 2024, we established a new $1.5 billion, 364-day senior unsecured

revolving credit facility (“2024 Credit Facility”) by entering into a 364-day credit agreement with a syndicate of

lenders which matured on January 24, 2025 (“2024 Credit Agreement”). The 2024 Credit Agreement replaced the

prior $2.4 billion 364-Day Credit Agreement (“2023 Credit Agreement”).

2022 Credit Facility. On July 29, 2022, we established a $2.0 billion, 5-year senior unsecured revolving credit

facility (the “2022 Credit Facility”) under a Revolving Credit Agreement (the “2022 Credit Agreement”) entered into

with a syndicate of lenders.

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In fiscal 2025, we expect to refinance the 2022 Credit Agreement to increase the capacity and extend the

maturity of the existing facility. Additionally, in fiscal 2025, we expect to establish a new 364-day senior unsecured

revolving credit facility by entering into a 364-day credit agreement with a syndicate of lenders.

CP Program. At January 3, 2025, we had $515 million in outstanding notes under our CP Program. Under the CP

Program, we may issue unsecured commercial paper notes up to a maximum aggregate amount of $3.0 billion. From

time to time, we use borrowings under the CP Program for general corporate purposes, including the funding of

acquisitions, debt repayment, dividend payments and repurchases of our common stock. See the “Financing

Activities” discussion below in this MD&A for further information about our CP Program.

Cash Flow

The following table provides a summary of our cash flow information:

(In millions)

Operating Activities. The $463 million increase in net cash provided by operating activities in fiscal 2024

compared with fiscal 2023 was primarily due to an increase in net income, excluding the impact of non-cash

adjustments, and tax planning strategies, partially offset by $220 million less cash provided by working capital (i.e.,

receivables, contract assets, inventories, accounts payable and contract liabilities), primarily due to timing.

Cash flow from operations was positive in all of our business segments in fiscal 2024.

Investing Activities. Our primary investing activities include net cash paid for acquired businesses, capital

expenditures and cash proceeds from sales of businesses.

The $6,758 million decrease in net cash used in investing activities in fiscal 2024 compared with fiscal 2023

was primarily due to the $6,688 million cash used for the acquisitions of TDL and AJRD in fiscal 2023 and an

increase of $202 million in net cash proceeds from the sale of businesses in fiscal 2024 (see “Divestitures” section

below), partially offset by $100 million of contributions to our rabbi trust assets in fiscal 2024.

Divestitures. During fiscal 2024, we completed the divestitures of our Antenna disposal group and Aerojet

Ordnance Tennessee, Inc. (“AOT disposal group”) for net cash proceeds of $170 million and $103 million,

respectively. During fiscal 2023, we completed the divestiture of Visual Information Solutions for net cash proceeds

of $71 million. See Note 13: Acquisitions and Divestitures in the Notes for further information.

Financing Activities. Our primary financing activities include issuances of long-term debt and commercial paper,

exercises of employee stock options, repayments of long-term debt and commercial paper, dividend payments and

repurchases of common stock.

The $6,818 million change in net cash used in financing activities in fiscal 2024 compared with net cash

provided by financing activities in fiscal 2023 was primarily due to a decrease in net proceeds from long-term debt

and an increase in net repayments of commercial paper of $4,741 million and $2,683 million, respectively, partially

offset by a decrease in repayments of long-term debt of $550 million and an increase in proceeds from exercises of

employee stock options of $109 million.

Long-term debt. During fiscal 2024, we closed the issuance and sale of $2.25 billion aggregate principal amount

of the new long-term fixed-rate debt consisting of the 5.05% 2029 Notes, the 5.25% 2031 Notes, and the 5.35%

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2034 Notes (collectively, the “March Issued 2024 Notes”) and closed the issuance and sale of $600 million

aggregate principal amount of the of the 5.50% Notes due 2054 (“5.50% 2054 Notes”).

We used the proceeds from the March Issued 2024 Notes to repay the entire $2.25 billion outstanding balance

of Term Loan 2025 and net proceeds from the 5.50% 2054 Notes to repay borrowings under our CP Program and

intend to use such proceeds to repay the $600 million in aggregate principal amount of 3.832% notes due April

2025 (“3.832% 2025 Notes”) upon maturity. Additionally, in fiscal 2024, we repaid the $350 million aggregate

principal amount of our 3.95% notes, due May 2024 (“3.95% 2024 Notes”).

During fiscal 2023, we drew $2.25 billion in long-term debt on Term Loan 2025 and utilized the proceeds to

fund the TDL acquisition, including a portion of associated transaction and integration costs, and to repay the entire

outstanding $250 million aggregate principal amount of our Floating Rate Notes due March 2023. Additionally, we

closed the issuance and sale of $3.25 billion aggregate principal amount of fixed-rate debt consisting of the 5.4%

2027 Notes, the 5.4% 2033 Notes and the 5.6% 2053 Notes (collectively, the “AJRD Notes”). The AJRD Notes were

used to fund a portion of the purchase price for the AJRD acquisition, and to pay related fees and expenses.

We repaid the entire outstanding $800 million aggregate principal amount of our 3.85% notes, due June 2023

(“3.85% 2023 Notes”) through cash.

CP program. During fiscal 2024, we had a maximum outstanding balance of $2,799 million and a daily average

outstanding balance of $2,100 million under our CP Program. We expect balances under the CP Program to remain

elevated as compared to historical norms through fiscal 2025.

Dividends. Information concerning our dividends is set forth above under “Item 5. Market for Registrant’s

Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities” of this Report.

Common stock repurchases. During fiscal 2024, we repurchased 2.5 million shares of our common stock under

our share repurchase program for $554 million. At January 3, 2025, we had a remaining unused authorization under

our repurchase program of $3,381 million.

During fiscal 2023, we repurchased 2.5 million shares of our common stock under our share repurchase

program for $518 million.

The level and timing of our repurchases depends on a number of factors, including our financial condition,

capital requirements, cash flows, results of operations, future business prospects and other factors our Board and

management may deem relevant. The timing, volume and nature of repurchases are also subject to market

conditions, applicable securities laws and other factors and are at our discretion and may be suspended or

discontinued at any time. Additional information regarding our repurchase program is set forth above under “Item 5.

Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities” of

this Report.

Cash Requirements

Total Fixed-Rate Debt. At January 3, 2025, we had fixed-rate debt, which reflects our total long-term debt,

including current portion but excluding finance leases, of $11.5 billion, of which $610 million is due within the next

12 months. The majority of our fixed-rate debt has been incurred in connection with merger and acquisition activity.

Additionally, we have outstanding interest on fixed-rate debt of $4.9 billion, of which $534 million is due within the

next 12 months. See Note 8: Debt and Credit Arrangements in the Notes for further information regarding our fixed-

rate debt.

Purchase Obligations. At January 3, 2025, we had purchase obligations of approximately $9.2 billion, of which

approximately 60% are due within the next 12 months. Our purchase obligations mainly consist of outstanding

commitments on open purchase orders made to suppliers, subcontractors and other outsourcing partners under

U.S. Government contracts and managed service agreements. Our risk associated with these purchase obligations is

generally limited to the termination liability provisions within such contracts. As such, we do not believe there to be

a material liquidity risk associated with outstanding purchase obligations.

Operating and finance lease commitments. At January 3, 2025, we had operating and finance lease

commitments of $1.2 billion, of which $199 million is due within the next 12 months. See Note 11: Leases in the

Notes for further information regarding our lease commitments.

Defined Benefit Pension Contributions. With respect to our U.S. qualified defined benefit pension plans, we

intend to contribute annually no less than the required minimum funding thresholds. In fiscal 2024, we made

approximately $30 million of contributions to our U.S. qualified defined benefit pension plans. We expect to make

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approximately $23 million of contributions to these plans in fiscal 2025 and may consider voluntary contributions

thereafter.

Future required contributions primarily will depend on the actual annual return on plan assets and the discount

rate used to measure the benefit obligation at the end of each year. Depending on these factors, and the resulting

funded status of our pension plans, the level of future statutory required minimum contributions could be material.

We had net defined benefit plan assets of $789 million as of January 3, 2025 compared with $66 million as of

December 29, 2023. The improvement in funded status as of January 3, 2025 is primarily due to more favorable

than expected return on plan assets and decreased pension obligations resulting from higher discount rates. See

Note 9: Retirement Benefits in the Notes for further information regarding our pension plans.

Commercial Commitments

We have entered into commercial commitments in the normal course of business including surety bonds,

standby letter of credit agreements and other arrangements with financial institutions and customers primarily

relating to the guarantee of future performance on certain contracts to provide products and services to customers

or to obtain insurance policies with our insurance carriers. See Note 15: Legal Proceedings, Commitments and

Contingencies in the Notes for additional information.

Liquidity Assessment

Given our current cash position, outlook for funds generated from operations, credit ratings, available credit

facilities, cash needs and debt structure, we have not experienced to date, and do not expect to experience, any

material issues with liquidity for the next 12 months and in the longer term, although we can give no assurances

concerning our future liquidity, particularly in light of our overall level of debt, U.S. Government budget uncertainties

and the state of global commerce and general political and global financial uncertainty.

Based on our current business plan and revenue prospects, we believe that our existing cash, funds generated

from operations, availability under our senior unsecured credit facilities and our CP Program and access to the public

and private debt and equity markets will be sufficient to provide for our anticipated working capital requirements,

capital expenditures, dividend payments, repurchases under our share repurchase program and repayments of our

debt securities at maturity for the next 12 months and the reasonably foreseeable future thereafter. Our capital

expenditures for fiscal 2025 are expected to be approximately 2% of revenue.

CRITICAL ACCOUNTING ESTIMATES

Preparation of this Report in accordance with GAAP requires us to make estimates and assumptions that affect

the reported amount of assets, liabilities, revenue, expenses and backlog as well as disclosure of contingent assets

and liabilities. While the following is not intended to be a comprehensive list of our accounting estimates, we

consider the estimates discussed below as critical to an understanding of our financial statements because their

application places the most significant demands on our judgment, with financial reporting results dependent on

estimates about the effect of matters that are inherently uncertain and may change in subsequent periods. Specific

risks for these critical accounting estimates are described in the following paragraphs. The impact and any

associated risks described in the following paragraphs related to these estimates on our business operations are

discussed throughout this MD&A where such estimates affect our reported and expected financial results. Senior

management has discussed the development and selection of the critical accounting estimates and the related

disclosure included herein with the Audit Committee of our Board. Actual results may differ from those estimates.

Revenue Recognition

A significant portion of our business is derived from development and production contracts. Revenue and profit

related to development and production contracts are generally recognized over-time, typically using the percentage

of completion (“POC”) cost-to-cost method of revenue recognition, whereby we measure our progress towards

completion of the performance obligation based on the ratio of costs incurred to date to estimated costs at

completion under the contract. Because costs incurred represent work performed, we believe this method best

depicts the transfer of control of the asset to the customer. Under the POC cost-to-cost method of revenue

recognition, a single estimated profit margin is used to recognize profit for each performance obligation over its

period of performance.

Recognition of profit on a contract requires estimates of the total cost at completion and transaction price and

the measurement of progress towards completion. Due to the long-term nature of many of our contracts, developing

the estimated total cost at completion and total transaction price often requires judgment. Factors that must be

considered in estimating the cost of the work to be completed include: the nature and complexity of the work to be

performed, subcontractor performance, the cost and availability of purchased materials and services, labor cost and

availability and the risk and impact of delayed performance. Factors that must be considered in estimating the total

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transaction price include contractual cost or performance incentives (such as incentive fees, award fees and

penalties) and other forms of variable consideration as well as our historical experience and our expectation for

performance on the contract. These variable amounts generally are awarded upon achievement of certain

negotiated performance metrics, program milestones or cost targets and can be based upon customer discretion.

We include such estimated amounts in the transaction price to the extent it is probable that a significant reversal of

cumulative revenue recognized will not occur when the uncertainty associated with the variable consideration is

resolved.

At the outset of each contract, we gauge its complexity and perceived risks and establish an estimated total cost

at completion in line with these expectations. We follow a standard EAC process in which we review the progress

and performance on our ongoing contracts. If we successfully retire risks associated with the technical, schedule

and cost aspects of a contract, we may lower our estimated total cost at completion commensurate with the

retirement of these risks. Conversely, there are many reasons estimated contract costs can increase, including: (i)

supply chain disruptions, inflation and labor issues; (ii) design or other development challenges; and (iii) program

execution challenges (including from technical or quality issues and other performance concerns). Additionally, as

the contract progresses, our estimates of total transaction price may increase or decrease if, for example, we

receive incentive or award fees that are higher or lower than expected.

When changes in estimated total costs at completion or in estimated total transaction price are determined, the

related impact on operating income is recognized on a cumulative basis. Cumulative EAC adjustments represent the

cumulative effect of the changes on current and prior periods; revenue and operating margins in future periods are

recognized as if the revised estimates had been used since contract inception. Any anticipated losses on these

contracts are fully recognized in the period in which the losses become evident. In fiscal 2024 and fiscal 2023,

earnings were impacted by recognition of net favorable EAC adjustments of $39 million and net unfavorable EAC

adjustments of $85 million, respectively.

During fiscal 2024, we recognized approximately $100 million in unfavorable EAC adjustments related to three

classified fixed-price development programs in Space Systems, however, there were no individual EAC adjustments

that were material to our results of operations on a consolidated or segment basis in fiscal 2024 or 2023.

We recognize revenue from numerous contracts with multiple performance obligations. For these contracts, we

allocate the transaction price to each performance obligation based on the relative standalone selling price of the

product or service underlying each performance obligation. The standalone selling price represents the amount for

which we would sell the product or service to a customer on a standalone basis (i.e., not sold as a bundled sale with

any other products or services). The allocation of transaction price among separate performance obligations may

impact the timing of revenue recognition but will not change the total revenue recognized on the contract.

A substantial majority of our revenue is derived from contracts with the U.S. Government, including foreign

military sales contracts. These contracts are subject to the Federal Acquisition Regulation (“FAR”) and the prices of

our contract deliverables are typically based on our estimated or actual costs plus margin. As a result, the

standalone selling prices of the products and services in these contracts are typically equal to the selling prices

stated in the contract, thereby eliminating the need to allocate (or reallocate) the transaction price to the multiple

performance obligations. In our non-U.S. Government contracts, when standalone selling prices are not directly

observable, we also generally use the expected cost plus margin approach to determine standalone selling price. In

determining the appropriate margin under the cost plus margin approach, we consider historical margins on similar

products sold to similar customers or within similar geographies where objective evidence is available. We may also

consider our cost structure and profit objectives, the nature of the proposal, the effects of customization of pricing,

our practices used to establish pricing of bundled products, the expected technological life of the product, margins

earned on similar contracts with different customers and other factors to determine the appropriate margin.

Defined Benefit Plans

Certain of our current and former employees participate in defined benefit plans in the U.S., Canada and United

Kingdom, which are sponsored by L3Harris. See Note 9: Retirement Benefits in the Notes for additional information

related to our defined benefit plans.

Significant Assumptions

The determination of the projected benefit obligation (“PBO”) and recognition of net periodic benefit income

related to defined benefit plans depend on various assumptions, including discount rates, expected return on plan

assets, rate of future compensation increases, mortality, termination and other factors.

We develop assumptions using relevant experience, in conjunction with market-related data for each plan.

Assumptions are reviewed annually with third-party experts and adjusted as appropriate. Actual results that differ

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from our assumptions are accumulated and generally amortized for each plan to the extent required over the

estimated future life expectancy or, if applicable, the average remaining service period of the plan’s active

participants.

The following table presents the significant assumptions used to determine the PBO:

The following table presents the significant assumptions used to determine net periodic benefit income:

Discount Rate. The discount rate is used to calculate the present value of expected future benefit payments at

the measurement date. An increase in the discount rate decreases the PBO and generally decreases our net periodic

benefit income. A decrease in the discount rate increases the PBO and generally increases our net periodic benefit

income. The discount rate assumption is based on current investment yields of high-quality fixed income

investments during the retirement benefits maturity period. The pension discount rate is determined by considering

an interest rate yield curve comprising AAA/AA bonds, with maturities between zero and thirty years, developed by

the plan’s actuaries. Annual benefit payments are then discounted to present value using this yield curve to develop

a single discount rate matching the plan’s characteristics.

Sensitivity Analysis. The sensitivity of the PBO to changes in the discount rate varies depending on the

magnitude and direction of the change in the discount rate. We estimate that a 25 basis point change in the discount

rate of our combined U.S. defined benefit pension plans would have the following impact on our PBO at January 3,

2025 and net periodic benefit income for the next twelve months:

(In millions)

Expected Return on Plan Assets. Substantially all of our plan assets are managed on a commingled basis in a

master investment trust. We determine our expected return on plan assets by evaluating both historical returns and

estimates of future returns. Specifically, we consider the plan’s actual historical annual return on assets over the

past 15, 20 and 25 years and historical broad market returns over long-term timeframes based on our strategic

allocation, which is detailed in Note 9: Retirement Benefits in the Notes. Future returns are based on independent

estimates of long-term asset class returns. Based on this approach, the weighted average long-term annual rate of

return on assets was estimated to be 7.45% for both fiscal 2024 and 2025.

Sensitivity Analysis. We estimate that a 25 basis point change in the expected return on plan assets of our

combined U.S. defined benefit pension plans would have the following impact on net periodic benefit income for the

next twelve months:

(In millions)

Goodwill

We test our goodwill for impairment annually as of the first business day of our fourth fiscal quarter, which was

September 30 in fiscal 2024, or under certain circumstances more frequently, such as when events or

circumstances indicate there may be impairment or when we reorganize our reporting structure such that the

composition of one or more of our reporting units is affected. We test goodwill for impairment at a level within the

Company referred to as the reporting unit, which is our business segment level or one level below the business

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segment. Some of our segments are comprised of several reporting units. Allocation of goodwill to several reporting

units could make it more likely that we will have an impairment charge in the future. An impairment charge to any

one of our reporting units could have a material impact on our financial condition and results of operations.

The process of evaluating the potential impairment of goodwill is highly subjective and requires significant

judgment. To test goodwill for impairment, we may perform both qualitative and quantitative assessments. If we

elect to perform a qualitative assessment for a certain reporting unit, we evaluate events and circumstances

impacting the reporting unit to determine the probability that goodwill is impaired. If we determine it is more-likely-

than-not that the fair value of the reporting unit is less than its carrying amount, we perform a quantitative

assessment.

Our qualitative assessment of the recoverability of goodwill, whether performed annually or based on specific

events or circumstances, considers various macroeconomic, industry-specific and company-specific factors. These

factors include: (i) deterioration in the general economy; (ii) deterioration in the environment in which we operate;

(iii) increase in materials, labor or other costs; (iv) negative or declining cash flows; (v) changes in management,

changes in strategy or significant litigation; (vi) changes in the composition or carrying amount of net assets or an

expectation of disposing all or a portion of the reporting unit; or (vii) a sustained decrease in share price.

If we perform a quantitative assessment for a certain reporting unit, we calculate the fair value of that reporting

unit and compare the fair value to the reporting unit’s net book value. We estimate fair values of our reporting units

based on projected cash flows. Values derived from projected cash flows are corroborated through review of

revenue and/or earnings multiples applied to the latest twelve months’ revenue and earnings of our reporting units.

Projected cash flows are based on our best estimate of future revenues, operating costs and balance sheet metrics

reflecting our view of the financial and market conditions of the underlying business; and the resulting cash flows are

discounted using an appropriate discount rate that reflects the risk in the forecasted cash flows. The revenues and

earnings multiples applied to the revenues and earnings of our reporting units are based on current multiples of

revenues and earnings for similar businesses, and based on revenues and earnings multiples paid for recent

acquisitions of similar businesses made in the marketplace. We then assess whether any implied control premium,

based on a comparison of fair value based purely on our stock price and outstanding shares with fair value

determined by using all of the above-described models, is reasonable. If the fair value of a reporting unit exceeds its

carrying amount, goodwill of the reporting unit is considered not impaired. If the carrying amount of a reporting unit

exceeds its fair value, an impairment loss is recognized in an amount equal to that excess.

Fiscal 2024 Impairment Tests. We performed our annual impairment test of all of our reporting units’ goodwill

as of September 30, 2024 and concluded that for each of our reporting units no impairment existed.

Business realignment. Effective for fiscal 2024, to better align our businesses, we adjusted our IMS segment by

realigning our Electro Optical and Maritime sectors, which are also reporting units, splitting Electro Optical into two

sectors, Global Optical Systems and Defense Electronics, and moving one Electro Optical business to the Maritime

sector. Global Optical Systems and Defense Electronics represent one reporting unit. Immediately before and after

the realignment, we performed a quantitative impairment assessment under our former and new reporting unit

structure. These assessments indicated no impairment existed either before or after the realignment.

Antenna disposal group divestiture. For information related to the Antenna disposal group divestiture, including

goodwill allocation, impairment testing and resulting impairment see Note 6: Goodwill and Intangible Assets in the

Notes.

Fiscal 2023 Impairment Tests. For information related to fiscal 2023 impairment tests and resulting

impairments see Note 6: Goodwill and Intangible Assets in the Notes.

At-risk goodwill. Based on the fiscal 2024 annual impairment testing, all of our reporting units had clearances

above 25%. Based on the fiscal 2023 annual impairment testing, our Broadband reporting unit had clearance of

approximately 20% and goodwill of $2,656 million and our ISR and Electro Optical reporting units had clearances of

approximately 6% and goodwill of $3,186 million and $2,193 million, respectively.

An impairment of goodwill could result from a number of circumstances, including different assumptions used in

determining the fair value of the reporting units; changes to U.S. Government spending priorities or ability to win

competitively awarded contracts; an inability to meet our forecast; the rescission of significant contract awards as a

result of competitors protesting or challenging contracts awarded to us; or an increase in interest rates without a

corresponding increase in future revenue.

Goodwill-Related Fair Value Estimates. Fair value determinations described above under the heading

“Goodwill” in this Critical Accounting Estimates section of this MD&A were determined based on a combination of

market-based valuation techniques, utilizing quoted market prices, comparable publicly reported transactions, and

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projected discounted cash flows. The process of evaluating the potential impairment of goodwill is highly subjective

and requires significant judgment. Material changes in these estimates could occur and result in additional

impairments in future periods.

Business Combinations

We account for business combinations using the acquisition method of accounting, whereby identifiable assets

acquired and liabilities assumed are measured at their estimated fair value as of the date of acquisition and any

excess of the fair value of consideration transferred over the fair values of identifiable assets and liabilities is

recorded as goodwill. See Note 13: Acquisitions and Divestitures in the Notes for additional information.

Income Taxes

We record deferred tax assets and liabilities for differences between the tax basis of assets and liabilities and

amounts reported in our Consolidated Balance Sheet, as well as operating loss and tax credit carryforwards. We

follow very specific and detailed guidelines in each tax jurisdiction regarding the recoverability of any tax assets

recorded on the Consolidated Balance Sheet and provide necessary valuation allowances as required. Future

realization of deferred tax assets ultimately depends on the existence of sufficient taxable income of the appropriate

character (for example, ordinary income or capital gain) within the carryback or carryforward periods available under

the tax law. We regularly review our deferred tax assets for recoverability based on historical taxable income,

projected future taxable income, the expected timing of the reversals of existing temporary differences and tax

planning strategies. We have not made any material changes in the methodologies used to determine our tax

valuation allowances during fiscal 2024.

Our Consolidated Balance Sheet as of January 3, 2025 included deferred tax assets of $120 million and

deferred tax liabilities of $942 million. For all jurisdictions in which we have net deferred tax assets, we expect that

our existing levels of pre-tax earnings are sufficient to generate the amount of future taxable income needed to

realize these tax assets. Our valuation allowance related to our deferred tax assets, which is reflected in our

Consolidated Balance Sheet, was $238 million as of January 3, 2025. Although we make reasonable efforts to

ensure the accuracy of our deferred tax assets, if we continue to operate at a loss in certain jurisdictions, or are

unable to generate sufficient future taxable income, or if there is a material change in the actual effective tax rates or

time period within which the underlying temporary differences become taxable or deductible, or if the potential

impact of tax planning strategies changes, we could be required to increase the valuation allowance against all or a

significant portion of our deferred tax assets resulting in a substantial increase in our effective tax rate and a

material adverse impact on our operating results.

The evaluation of tax positions taken in a filed tax return, or planned to be taken in a future tax return or claim,

involves inherent uncertainty and requires the use of judgment. We evaluate our income tax positions and record tax

benefits for all years subject to examination based on our assessment of the facts and circumstances as of the

reporting date. For tax positions where it is more likely than not that a tax benefit will be realized, we record the

largest amount of tax benefit with a greater than 50% probability of being realized upon ultimate settlement with the

applicable taxing authority, assuming the taxing authority has full knowledge of all relevant information. For income

tax positions where it is not more likely than not that a tax benefit will be realized, we do not recognize a tax benefit

in our Consolidated Balance Sheet.

As of January 3, 2025, we had $758 million of unrecognized tax benefits, of which $666 million would favorably

impact our future tax rates in the event that the tax benefits are eventually recognized.

It is reasonably possible that there could be a significant change to our unrecognized tax benefits during the

course of the next twelve months as ongoing tax examinations continue, other tax examinations commence or

various statutes of limitations expire. However, an estimate of the range of possible changes is not practicable for

the remaining unrecognized tax benefits because of the significant number of jurisdictions in which we do business

and the number of open tax periods under various states of examination. See Note 7: Income Taxes in the Notes for

additional information.

Impact of Recently Adopted and Issued Accounting Pronouncements

See Note 1: Significant Accounting Policies in the Notes for information relating to the impact of recently adopted

and issued accounting pronouncements.

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Foreign Currency Risk

We are exposed to foreign currency risks that arise in normal course of our business operations. These risks

include the translation of local currency balances of foreign subsidiaries into U.S. dollars and transactions

denominated in currencies other than a subsidiary’s functional currency. Assets and liabilities of international

subsidiaries that use local currency as the functional currency, are translated at current rates of exchange and

income and expense items are translated at the weighted average exchange rate for the year. In fiscal 2024,

approximately 10% of our business was transacted in local currency environments. At January 3, 2025, the

cumulative impact of translating the assets and liabilities of these operations to U.S. Dollars was a $265 million loss,

which is included as a component of shareholders’ equity.

Our U.S. and foreign businesses enter into contracts with customers, subcontractors or vendors that are

denominated in currencies other than the functional currencies of such businesses. To manage our exposure to

currency risk and market fluctuation risk associated with anticipated cash flows that are probable of occurring in the

future, we implement foreign currency forward contracts to hedge both balance sheet and off-balance sheet future

foreign currency commitments. At January 3, 2025, we had open foreign currency forward contracts with an

aggregate notional amount of $201 million, hedging certain forecasted transactions denominated in U.S. Dollars,

Canadian Dollars and Australian Dollars. Notional amounts are used to measure the volume of foreign currency

forward contracts and do not represent exposure to foreign currency losses. Factors that could impact the

effectiveness of our hedging programs for foreign currency include accuracy of sales estimates, volatility of currency

markets and the cost and availability of hedging instruments.

At January 3, 2025, a hypothetical 10% change in currency exchange rates for our foreign currency derivatives

held would not have had a material impact on the fair value of such instruments or our results of operations or cash

flows. This quantification of exposure to the market risk associated with foreign currency financial instruments does

not take into account the offsetting impact of changes in the fair value of our foreign denominated assets, liabilities

and firm commitments.

Interest Rate Risk

We have exposure to interest rate risk associated with our financing activities, primarily our long-term debt and

short-term debt borrowings. At January 3, 2025, our long-term debt consisted exclusively of fixed-rate debt with a

carrying value and estimated fair value of $11,530 million and $11,179 million, respectively. The terms of our fixed-

rate debt obligations are not puttable to us (i.e., not required to be redeemed by us prior to maturity) and we

currently have no plans to refinance or repurchase outstanding fixed-rate debt prior to maturity. As such, fluctuation

in market interest rates impact the fair value of our long-term debt but do not impact our statement of operations or

cash flow. At January 3, 2025, a hypothetical 10% change in interest rates on our long-term fixed-rate debt

obligations would not have had a material impact on the fair value of these obligations.

Additionally, at January 3, 2025, we had short-term variable-rate debt outstanding under our CP Program of

$515 million. Due to its short-term nature, the fair value of our short-term debt approximates the carrying value.

Outstanding notes under our CP Program bear interest that is variable based on certain short-term indices, thus

exposing us to interest-rate risk. At January 3, 2025, a hypothetical 10% change in interest rates on our short-term

debt obligations would not have had a material impact on our results of operations or cash flows.

We can give no assurances, however, that interest rates will not change significantly or have a material effect on

the fair value of our debt obligations or our results of operations or cash flows over the next twelve months. See Note

8: Debt and Credit Arrangements in the Notes for information regarding the maturities of our fixed-rate debt

obligations and our CP program.

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Evaluation of Disclosure Controls and Procedures

Pursuant to Rule 13a-15 under the Exchange Act, management, with the participation of our principal executive

officer (CEO) and principal financial officer (CFO), carried out an evaluation of the Company’s disclosure controls and

procedures as of January 3, 2025. Based on this evaluation, the CEO and CFO concluded that as of January 3, 2025,

our disclosure controls and procedures were designed at a reasonable assurance level and were effective to provide

reasonable assurance that information required to be disclosed in our reports filed or submitted under the Exchange

Act is recorded, processed, summarized and reported within the time periods specified in SEC rules and forms, and

that such information is accumulated and communicated to management, including our CEO and CFO, as

appropriate, to allow timely decisions regarding required disclosures.

Management’s Report on Internal Control Over Financial Reporting

The Company’s management is responsible for establishing and maintaining adequate internal control over

financial reporting as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Securities Exchange Act of

1934, as amended. The Company’s internal control over financial reporting is designed to provide reasonable

assurance regarding the reliability of financial reporting and the preparation of financial statements for external

purposes in accordance with U.S. generally accepted accounting principles.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect

misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that

controls may become inadequate because of changes in conditions, or that the degree of compliance with the

policies or procedures may deteriorate.

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Our management, with the participation of our CEO and CFO, assessed the effectiveness of the Company’s

internal control over financial reporting as of January 3, 2025. In making this assessment, management used the

criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in Internal

Control-Integrated Framework (2013 framework). Based on this assessment, management concluded that the

Company’s internal control over financial reporting was effective as of January 3, 2025.

The Company’s independent registered public accounting firm, Ernst & Young LLP, has issued a report on the

effectiveness of the Company’s internal control over financial reporting. This report appears on the following page of

this Report.

Changes in Internal Control Over Financial Reporting

Other than changes related to incorporating our controls and procedures with respect to AJRD operations, there

have been no changes in our internal control over financial reporting that occurred during the quarter ended

January 3, 2025 that have materially affected, or are reasonably likely to materially affect, our internal control over

financial reporting.

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Report of Independent Registered Public Accounting Firm

To the Shareholders and the Board of Directors of L3Harris Technologies, Inc.

Opinion on Internal Control Over Financial Reporting

We have audited L3Harris Technologies, Inc.’s internal control over financial reporting as of January 3, 2025, based

on criteria established in Internal Control—Integrated Framework issued by the Committee of Sponsoring

Organizations of the Treadway Commission (2013 framework) (the COSO criteria). In our opinion, L3Harris

Technologies, Inc. (the Company) maintained, in all material respects, effective internal control over financial

reporting as of January 3, 2025, based on the COSO criteria.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United

States) (PCAOB), the consolidated balance sheets of the Company as of January 3, 2025 and December 29, 2023,

the related consolidated statements of operations, comprehensive income, cash flows and equity for each of the

three years in the period ended January 3, 2025, and the related notes and our report dated February 14, 2025

expressed an unqualified opinion thereon.

Basis for Opinion

The Company’s management is responsible for maintaining effective internal control over financial reporting and for

its assessment of the effectiveness of internal control over financial reporting included in the accompanying

Management’s Report on Internal Control Over Financial Reporting. Our responsibility is to express an opinion on

the Company’s internal control over financial reporting based on our audit. We are a public accounting firm

registered with the PCAOB and are required to be independent with respect to the Company in accordance with the

U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and

the PCAOB.

We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and

perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting

was maintained in all material respects.

Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a

material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on

the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We

believe that our audit provides a reasonable basis for our opinion.

Definition and Limitations of Internal Control Over Financial Reporting

A company’s internal control over financial reporting is a process designed to provide reasonable assurance

regarding the reliability of financial reporting and the preparation of financial statements for external purposes in

accordance with generally accepted accounting principles. A company’s internal control over financial reporting

includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail,

accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable

assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance

with generally accepted accounting principles, and that receipts and expenditures of the company are being made

only in accordance with authorizations of management and directors of the company; and (3) provide reasonable

assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s

assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect

misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that

controls may become inadequate because of changes in conditions, or that the degree of compliance with the

policies or procedures may deteriorate.

/s/ Ernst & Young LLP

Orlando, Florida

February 14, 2025

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