UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of Earliest Event Reported): | August 16, 2012 |
HARRIS CORPORATION
__________________________________________
(Exact name of registrant as specified in its charter)
Delaware | 1-3863 | 34-0276860 |
_____________________ (State or other jurisdiction |
_____________ (Commission |
______________ (I.R.S. Employer |
of incorporation) | File Number) | Identification No.) |
1025 West NASA Blvd., Melbourne, Florida | 32919 | |
_________________________________ (Address of principal executive offices) |
___________ (Zip Code) |
Registrants telephone number, including area code: | (321) 727-9100 |
Not Applicable
______________________________________________
Former name or former address, if changed since last report
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
ITEM 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers |
(d) On the recommendation of the Corporate Governance Committee, on August 16, 2012, the Board of Directors (the Board) of Harris Corporation (Harris or the Company) increased the authorized number of directors constituting the Board from eleven to twelve and appointed retired General Peter W. Chiarelli, to serve on the Board. General Chiarelli, an almost 40-year military veteran, most recently served as the U.S. Army Vice Chief of Staff from 2008 until his retirement in January 2012. General Chiarellis term as director commenced immediately upon appointment, and his current term as director will expire at the Companys 2012 Annual Meeting of Shareholders or upon his prior death, resignation, retirement or removal from office. General Chiarelli has been nominated for reelection to a one-year term on the Board, which nomination along with all other nominations will be voted upon by the Companys shareholders at the 2012 Annual Meeting of Shareholders. General Chiarelli was not appointed to any committees of the Board, but is expected to be appointed to one or more committees of the Board following the Companys 2012 Annual Meeting of Shareholders, although which specific committee(s) has not been determined at the time of the disclosure in this Current Report on Form 8-K.
As a non-employee director, General Chiarelli will be compensated for his services as a director in accordance with the Summary of Annual Compensation of Outside Directors, effective January 1, 2012, filed as Exhibit 10.1 to the Companys Current Report on Form 8-K filed with the Securities and Exchange Commission on December 7, 2011, and incorporated in this Item 5.02(d) by reference. There are no arrangements or understandings between General Chiarelli and any other persons pursuant to which General Chiarelli was selected as a director, and there are no transactions in which the Company was or is to be a participant and in which General Chiarelli had or will have a direct or indirect material interest that are required to be reported pursuant to Item 404(a) of Regulation S-K. A copy of the press release announcing the appointment of General Chiarelli to the Board is filed as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated in this Item 5.02(d) by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
Exhibit | ||||
Number | Description | |||
99.1 | Press Release, issued by Harris Corporation on August 16, 2012. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
HARRIS CORPORATION | ||||
August 20, 2012 | By: |
/s/ Scott T. Mikuen
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Name: Scott T. Mikuen | ||||
Title: Vice President, General Counsel and Secretary |
Exhibit Index
Exhibit No. | Description | |
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99.1
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Press Release, issued by Harris Corporation on August 16, 2012. |
EXHIBIT 99.1
Former U.S. Army Vice Chief of Staff General Peter W. Chiarelli (Ret.)
Joins Harris Corporations Board of Directors
MELBOURNE, Fla./WASHINGTON, August 16, 2012 Harris Corporation (NYSE:HRS) announced that U.S. Army General Peter W. Chiarelli (Ret.), who served for almost 40 years, has been appointed to its Board of Directors, effective immediately.
General Chiarelli, 62, most recently served as the U.S. Army Vice Chief of Staff from 2008 until his retirement earlier this year. During his highly decorated military career he also served as Senior Military Assistant to the Secretary of Defense; Commander of the Multi-National Corps in Iraq; Commander of the 1st Cavalry Division at Fort Hood, Texas and in Iraq; U.S. Army Chief Operations, Training and Mobilization; and Executive Officer, Supreme Allied Commander Europe. He served as a commander at all levels within the Army from platoon to a multinational corps in a combat theater with 170,000 servicemen and women assigned.
General Chiarelli is a tremendous addition to Harris Board of Directors. With his vast U.S. and global military leadership experience, he will provide a unique perspective to many of our businesses, said Thomas A. Dattilo, chairman of the Board of Directors.
General Chiarelli is widely respected within the U.S. and international defense community, said William M. Brown, president and chief executive officer. His insight and expertise will be invaluable to Harris, particularly in our effort to continuously introduce the most innovative, high-value solutions for warfighters.
General Chiarelli is currently chief executive officer of One Mind for Research, a non-profit organization bringing together healthcare providers, researchers and academics to cure brain disorders.
He received a bachelors degree in political science from Seattle University, and masters degrees in public administration from the University of Washington and in national security and strategies studies from the U.S. Naval War College.
A high-resolution photograph is available at General Peter W. Chiarelli (Ret.).
About Harris Corporation
Harris is an international communications and information technology company serving government and
commercial markets in more than 125 countries. Headquartered in Melbourne, Florida, the company
has approximately $5.5 billion of annual revenue and about 15,000 employees including 6,000
engineers and scientists. Harris is dedicated to developing best-in-class assured
communications® products, systems and services. Additional information about Harris
Corporation is available at harris.com.