0001209191-15-068803.txt : 20150901 0001209191-15-068803.hdr.sgml : 20150901 20150901163355 ACCESSION NUMBER: 0001209191-15-068803 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20150529 FILED AS OF DATE: 20150901 DATE AS OF CHANGE: 20150901 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: HARRIS CORP /DE/ CENTRAL INDEX KEY: 0000202058 STANDARD INDUSTRIAL CLASSIFICATION: SEARCH, DETECTION, NAVIGATION, GUIDANCE, AERONAUTICAL SYS [3812] IRS NUMBER: 340276860 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 BUSINESS ADDRESS: STREET 1: 1025 W NASA BLVD CITY: MELBOURNE STATE: FL ZIP: 32919 BUSINESS PHONE: 3217279100 MAIL ADDRESS: STREET 1: 1025 W NASA BLVD CITY: MELBOURNE STATE: FL ZIP: 32919 FORMER COMPANY: FORMER CONFORMED NAME: HARRIS SEYBOLD CO DATE OF NAME CHANGE: 19600201 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Brown William M CENTRAL INDEX KEY: 0001350633 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-03863 FILM NUMBER: 151087682 MAIL ADDRESS: STREET 1: HARRIS CORPORATION STREET 2: 1025 W NASA BOULEVARD CITY: MELBOURNE STATE: FL ZIP: 32919 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2015-05-29 0 0000202058 HARRIS CORP /DE/ HRS 0001350633 Brown William M HARRIS CORPORATION 1025 W. NASA BOULEVARD MELBOURNE FL 32919 0 1 0 0 Chairman, President, and CEO Common Stock, Par Value $1.00 2015-05-29 4 J 0 195 79.22 A 91254 D Common Stock, Par Value $1.00 2015-07-20 4 S 0 195 81.25 D 91059 D Common Stock, Par Value $1.00 2015-08-28 4 M 0 45700 0.00 A 136759 D Common Stock, Par Value $1.00 2015-08-28 4 A 0 9369 0.00 A 146128 D Common Stock, Par Value $1.00 2015-08-28 4 F 0 23102 77.54 D 123026 D Performance Stock Units 0.00 2015-08-28 4 M 0 45700 0.00 D Common Stock, Par Value $1.00 47500 0 D Non-Qualified Stock Option (Right to Buy) 77.54 2015-08-28 4 A 0 257740 0.00 A 2018-08-28 2025-08-28 Common Stock, Par Value $1.00 257740 257740 D Non-Qualified Stock Option (Right to Buy) 77.54 2015-08-28 4 A 0 132550 0.00 A 2018-08-28 2025-08-28 Common Stock, Par Value $1.00 132550 132550 D Performance Stock Units 0.00 2015-08-28 4 A 0 44140 0.00 A Common Stock, Par Value $1.00 44140 44140 D Performance Stock Units 0.00 2015-08-28 4 A 0 22700 0.00 A Common Stock, Par Value $1.00 22700 22700 D The reporting person acquired common stock of the Issuer in a non-discretionary account managed by an Investment Advisor upon the completion of the merger of Exelis Inc. into a wholly-owned subsidiary of the Issuer pursuant to the Agreement and Plan of Merger, dated as of February 5, 2015, by and among the Issuer, Exelis and such wholly-owned subsidiary. This transaction represents the settlement of vested performance stock units in shares of common stock. These were performance stock units granted on 8/25/12 that vested on 7/3/15 and were paid in shares of common stock on 8/28/15. Each performance stock unit represents a contingent right to one share of the Issuer's common stock. The performance stock unit grant was previously reported. Increase in vested performance stock units granted 8/25/12 based upon performance stock unit payout formula resulting in an additional payment in shares of common stock on 8/28/15. Shares withheld by company to pay tax liability on vesting of performance stock units previously awarded. Of the 257,740 options granted on this 8/28/15 stock option, 85,914 options become exercisable on 8/28/16, an additional 85,913 options become exercisable on 8/28/17, and the remaining 85,913 options become exercisable on 8/28/18. Of the 132,550 options granted on this 8/28/15 stock option, all 132,550 options become exercisable on 8/28/18. Each performance stock unit represents a contingent right to one share of the Issuer's common stock. Performance stock units are subject to future adjustment; performance period started 7/4/15. The 44,140 performance stock units will vest on 6/29/18. Vested shares are subject to future adjustment and will be delivered to the reporting person within two and one-half months of vesting. Each performance stock unit represents a contingent right to one share of the Issuer's common stock. Performance stock units are subject to future adjustment; performance period started 7/4/15. The 22,700 performance stock units will vest on 6/29/18. Vested shares are subject to future adjustment and will be delivered to the reporting person within two and one-half months of vesting. The performance measures for these performance stock units relate to achievement of full-year run rate net synergies from the Exelis Inc. acquisition. Exhibit List: Exhibit 24 - Power of Attorney By: /s/ Scott T. Mikuen, Attorney-in-Fact, For: William M. Brown 2015-09-01 EX-24.4_603439 2 poa.txt POA DOCUMENT EXHIBIT 24 HARRIS CORPORATION POWER OF ATTORNEY KNOW TO ALL PERSONS BY THESE PRESENTS, that the undersigned hereby makes, constitutes and appoints each of SCOTT T. MIKUEN, ROBERT A. JOHNSON JR., and CAROL H. TUMSER, any one signing singly, and with full power of substitution, the undersigned's true and lawful attorney-in-fact to: (1) prepare, execute in the undersigned's name and on the undersigned's behalf, and submit to the United States Securities and Exchange Commission (the "SEC") a Form ID, including amendments thereto, any other documents necessary or appropriate to obtain codes, passwords, and pass-phrases, enabling the undersigned to make electronic filings with the SEC of reports required by Section 16(a) of the Securities Exchange Act of 1934 or any rule or regulation of the SEC; (2) execute for and on behalf of the undersigned, in the undersigned's capacity as an officer and/or director of Harris Corporation (the "Company"), Forms 3, 4 and 5 and any other forms required to be filed in accordance with Section 16(a) of the Securities Exchange Act of 1934 and the rules thereunder; (3) do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form 3, 4 and 5 and any other forms, complete and execute any amendment or amendments thereto, and timely file such form with the SEC and any stock exchange or similar authority; and (4) take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact's discretion. The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be done by virtue of this Power of Attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorney-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned's responsibilities to comply with Section 16 of the Securities Exchange Act of 1934. This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4 and 5 with respect to the undersigned's holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact. This Power of Attorney may be filed with the SEC as a confirming statement of authority granted herein. IN WITNESS WHEREOF, the undersigned has signed this Power of Attorney as of the 1st day of November, 2011. William M. Brown ____________________________ Name (printed) /s/ William M. Brown ____________________________ Signature