As previously disclosed in the Current Report on Form 8-K filed by L3Harris Technologies, Inc., a Delaware corporation (“L3Harris”), with the Securities and Exchange Commission on July 1, 2019, on June 29, 2019, upon the terms and subject to the conditions set forth in the Agreement and Plan of Merger (as
amended) by and among Harris Corporation, a Delaware corporation (“Harris”), L3 Technologies, Inc., a Delaware corporation (“L3”), and Leopard Merger Sub Inc., a Delaware corporation and direct wholly owned subsidiary of Harris (“Merger
Sub”), and in accordance with the applicable provisions of the Delaware General Corporation Law, Merger Sub merged with and into L3 (the “Merger”).
At the effective time of the Merger (the “Effective Time”), the separate corporate existence of Merger Sub ceased, and L3 continued its existence under
Delaware law as the surviving corporation in the Merger and a direct wholly-owned subsidiary of Harris, which was renamed “L3Harris Technologies, Inc.” upon the consummation of the Merger.
In connection with the consummation of the Merger on June 29, 2019, L3Harris’ restated certificate of incorporation, as previously amended, was further
amended as approved at the special meeting of Harris stockholders held on April 4, 2019 and also to reflect the change of the name of the combined company to “L3Harris Technologies, Inc.” as of the Effective Time (as so amended, the “Restated Certificate of Incorporation”), and L3Harris’ bylaws were amended and restated in their entirety (the “Amended and Restated Bylaws”) and L3Harris prepared a specimen form stock certificate for the common stock of L3Harris (the “Specimen Stock Certificate”).