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Booz Allen Hamilton Holding Corporation 8-K Filings

BAH NYSE

Every 8-K that Booz Allen Hamilton Holding Corporation (BAH) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.

A 8-K covers material events a company has to report between its quarterly reports, so if you follow BAH and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full BAH filings page.

Rhea-AI Summary

Booz Allen Hamilton Holding Corporation (BAH) reported that on August 24, 2026 it closed its previously announced $720 million acquisition of the Ultra I&C Mission Solutions business, including Ultra Electronics Advanced Tactical Systems, Inc., under a stock purchase agreement involving its subsidiary Booz Allen Hamilton Inc. and Ultra-affiliated sellers.

The acquired Ultra Mission Solutions business provides defense technology software, encryption, and edge-compute products that will be combined with Booz Allen’s AI-driven battle management, resilient communications, and edge infrastructure solutions to support national security missions. Ultra Mission Solutions will operate as the commercial product and solutions component of Booz Allen’s defense technology business led by president Steve Escaravage.

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Booz Allen Hamilton Inc., a wholly owned subsidiary of Booz Allen Hamilton Holding Corporation, issued two tranches of unsecured senior notes on August 4, 2026: $700,000,000 aggregate principal amount of 5.375% Senior Notes due 2030 and $500,000,000 aggregate principal amount of 5.900% Senior Notes due 2034.

The notes are issued under an Indenture dated August 4, 2023, as supplemented on August 4, 2026, and are fully and unconditionally guaranteed on an unsecured, unsubordinated basis by Booz Allen Hamilton Holding Corporation. They were sold under an automatic shelf registration statement on Form S-3 that became effective July 24, 2026, pursuant to an Underwriting Agreement dated July 28, 2026 with BofA Securities, J.P. Morgan Securities, PNC Capital Markets, Truist Securities and other underwriters.

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Booz Allen Hamilton Holding Corporation reported the final voting results from its July 22, 2026 annual meeting of stockholders. Stockholders voted on the election of ten directors, ratification of the independent auditor, an advisory vote on executive compensation, and an advisory vote on a stockholder proposal.

Each director nominee received millions of votes in favor, including 98,087,124 votes for Ryan P. Nolan and 97,963,948 votes for Debra L. Dial, with 10,504,435 broker non-votes for each. Ratification of Ernst & Young LLP as independent registered public accounting firm for fiscal 2027 received 104,247,202 votes for and 4,501,720 against. The advisory vote on named executive officer compensation received 95,020,050 votes for and 3,130,575 against. The stockholder proposal received 27,497,839 votes for and 70,657,524 against, along with 10,504,435 broker non-votes.

Rhea-AI Summary

Booz Allen Hamilton Holding Corporation reported first-quarter fiscal 2027 results showing softer revenue but stronger profitability and cash generation. Revenue was $2.8 billion, down 4.2%, and revenue excluding billable expenses was $2.0 billion, down 3.8%, primarily reflecting slowed procurement and reduced headcount and billable expenses.

Net income was $198 million, down 26.9%, and diluted EPS was $1.63, while non-GAAP metrics improved: adjusted net income rose to $217 million, adjusted EBITDA to $334 million with margin of 11.9%, and adjusted diluted EPS to $1.81. Free cash flow increased to $261 million from $96 million, supported by working-capital management and lower tax payments. Backlog reached $39 billion with a quarterly book-to-bill of 1.5x. Management maintained fiscal 2027 guidance, including revenue of $11.2–$11.7 billion, adjusted EBITDA of $1,240–$1,290 million, adjusted diluted EPS of $6.00–$6.35, and free cash flow of $825–$925 million, and declared a quarterly dividend of $0.59 per share.

Rhea-AI Summary

Booz Allen Hamilton agreed to acquire Ultra I&C Mission Solutions (Ultra Mission Solutions), a defense technology business focused on mission‑critical software, encryption, and edge‑compute products, for $720 million, subject to customary adjustments. The deal is structured as a stock purchase of all equity interests in Ultra Electronics Advanced Tactical Systems, Inc.

The transaction is expected to close in the second quarter of Booz Allen’s fiscal year 2027, ending September 30, 2026, subject to customary conditions including Hart‑Scott‑Rodino antitrust clearance, absence of legal restraints, and accuracy of representations and covenants. The parties may terminate the agreement if closing has not occurred by December 19, 2026.

Booz Allen plans to combine its AI‑driven battle management, resilient communications, and edge infrastructure products with Ultra Mission Solutions’ offerings such as Apex, ADSI, ACTS, Rain, and Knox into a unified defense technology platform. Booz Allen expects revenue from the acquisition to grow at a strong double‑digit rate over several years, with EBITDA margins well above 20%, and believes its liquidity and financing options are sufficient to fund the purchase.

Rhea-AI Summary

Booz Allen Hamilton reported fiscal 2026 revenue of $11.2 billion, down 6.4%, as a slower procurement and funding environment reduced headcount and billable expenses. Net income was $851 million, down 9.0%, while Adjusted EBITDA reached $1.23 billion, down 6.5%, with margin steady at 11.0%.

Adjusted diluted EPS rose to $6.51, up 2.5%, and free cash flow increased to $951 million. Backlog grew to $38.2 billion with a trailing twelve‑month book‑to‑bill of 1.1x. For fiscal 2027, the company guides revenue of $11.2–$11.7 billion, Adjusted EBITDA of $1,240–$1,290 million, Adjusted diluted EPS of $6.00–$6.35, and free cash flow of $825–$925 million, assuming a 20–23% tax rate and 118–120 million diluted shares. A quarterly dividend of $0.59 per share is payable on June 26, 2026.

Rhea-AI Summary

Booz Allen Hamilton Holding Corporation is expanding its Board of Directors from twelve to thirteen members and has appointed Ryan P. Nolan as a new director, effective June 1, 2026. He will serve on the Board’s Audit Committee and his term runs until the 2026 annual meeting of stockholders.

Nolan is a partner and co-head of global technology at BDT & MSD Partners and previously spent 13 years at Goldman Sachs advising on capital markets transactions totaling more than $50 billion and over $100 billion in mergers and acquisitions. As a non-employee director, he will receive a pro rata portion of the standard unaffiliated director compensation of $345,000 for the period August 1, 2025 through July 31, 2026, split between restricted Class A Common Stock and cash or additional stock.

The company describes itself as an advanced technology firm focused on AI, cyber, and other technologies for U.S. defense, civil, and national security missions, with approximately 31,600 employees globally as of December 31, 2025 and revenue of $12.0 billion for the 12 months ended March 31, 2025.

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Booz Allen Hamilton Holding Corporation is reshaping its leadership team. The Board appointed Troy Lahr as Executive Vice President and Chief Financial Officer, effective May 4, 2026. His package includes an $825,000 base salary, a target $825,000 annual cash bonus, and a $2,000,000 annual equity grant split between performance-based and time-based RSUs, plus a $250,000 cash sign-on bonus and a $3,000,000 time-based RSU new-hire grant.

Chief Operating Officer Kristine Martin Anderson will become President effective May 1, 2026 and will cease serving as Interim CFO. Leadership changes also include Shannon Fitzgerald becoming President of the Civil Sector and Richard Crowe becoming Chief Growth Officer. Booz Allen reports approximately 31,600 employees globally and $12.0 billion in revenue for the 12 months ended March 31, 2025.

Rhea-AI Summary

Booz Allen Hamilton Holding Corporation amended its long-term credit agreement on February 27, 2026. The company replaced its existing $1.0 billion revolving credit commitments with new commitments and increased them by $500 million, creating a single $1.5 billion revolving credit facility maturing on February 27, 2031 for general corporate uses, including working capital.

The company also arranged a new Tranche A-2 term loan maturing on February 27, 2031, borrowing $750 million and using those proceeds to repay $750 million of existing Tranche A term loans, of which about $1.464 billion was outstanding before the change. The amendment further relaxes certain negative covenants, allowing more debt, related liens, and greater flexibility for dividends, share repurchases, and other distributions when specified financial conditions are met and no default is continuing.

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Booz Allen Hamilton Holding Corporation reports that the U.S. Department of the Treasury has cancelled certain contracts with the company. Despite this, Booz Allen is reaffirming its guidance for fiscal year 2026. The company expects the Treasury decision to affect less than 1% of total revenue for the fiscal year ending March 31, 2027.

Rhea-AI Summary

Booz Allen Hamilton Holding Corporation filed a current report to announce that it has released its financial results for the fiscal quarter ended December 31, 2025. The company issued a press release with these quarterly results, which is included as Exhibit 99.1 to the report.

The company also made available an earnings conference call presentation in the Investor Relations section of its website, and attached that presentation as Exhibit 99.2. Both the press release and the presentation are being furnished, rather than filed, which means they are not subject to certain Exchange Act liabilities and will only be incorporated into other SEC documents if specifically referenced.

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Booz Allen Hamilton Holding Corporation reported that Executive Vice President and Chief Financial Officer Matthew A. Calderone has decided to resign, effective February 1, 2026, to pursue another opportunity outside its industry. He currently serves as the company’s principal financial officer.

The company has begun searching for a new chief financial officer. Until a permanent successor is appointed, Executive Vice President and Chief Operating Officer Kristine Martin Anderson will take on the chief financial officer’s duties on an interim basis, relying on experience and responsibilities already established in her current role.

Rhea-AI Summary

Booz Allen Hamilton Holding Corporation furnished an update on its latest performance. The company announced results for the fiscal quarter ended September 30, 2025 and made the related materials available to investors.

On October 24, 2025, the company issued a press release and posted the accompanying earnings presentation on its Investor Relations website. These materials were furnished as Exhibits 99.1 and 99.2. The disclosures in these items are not deemed “filed” under Section 18 of the Exchange Act unless specifically incorporated by reference.