STOCK TITAN

Booz Allen (NYSE: BAH) EVP discloses stock and option awards

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
3

Rhea-AI Filing Summary

Booz Allen Hamilton Holding Corp Executive Vice President Shannon Fitzgerald Buffum filed an initial ownership report showing existing equity in the company, not a new trade. The filing lists 3,187 shares of Class A common stock held directly, including 274 and 804 restricted stock units granted under the 2023 Equity Incentive Plan. These restricted stock units each represent a right to receive one share upon vesting, with 274 units scheduled to vest on March 31, 2027 and half of the 804 units vesting on each of March 31, 2026 and 2027, all subject to continued employment. The report also discloses fully vested employee stock options covering 6,446 shares at an exercise price of $148.44 per share expiring on March 28, 2034, and additional options covering 19,359 shares at $74.59 per share expiring on May 20, 2030, which vest over time through March 31, 2029 and accelerate upon certain change in control events.

Positive

  • None.

Negative

  • None.
Insider Fitzgerald Buffum Shannon
Role Executive Vice President
Type Security Shares Price Value
holding Employee Stock Option (right to buy) -- -- --
holding Employee Stock Option (right to buy) -- -- --
holding Class A Common Stock -- -- --
Holdings After Transaction: Employee Stock Option (right to buy) — 19,359 shares (Direct, null); Class A Common Stock — 3,187 shares (Direct, null)
Footnotes (1)
  1. Includes 274 and 804 restricted stock units, issued under the Issuer's 2023 Equity Incentive Plan exempt under Rule 16b-3. Each restricted stock unit represents a contingent right to receive one share of the Issuer's Class A common stock upon vesting. 274 restricted stock units are scheduled to vest and settle on March 31, 2027, subject to the Reporting Person's continued employment. Half of the 804 restricted stock units are scheduled to vest and settle on each of March 31, 2026, and 2027, subject to the Reporting Person's continued employment. All options are fully vested and exercisable. 2,578 options are fully vested and exercisable. The remaining options vest and become exercisable, subject to the reporting person's continued employment, on March 31, 2027, 2028, and 2029. These options fully vest and become exercisable immediately prior to the effective date of certain change in control events.
Direct Class A shares 3,187 shares Total Class A common stock held directly after reporting
Restricted stock units grant 1 274 units RSUs vesting and settling on March 31, 2027
Restricted stock units grant 2 804 units RSUs vesting half on March 31, 2026 and half on March 31, 2027
Options at $148.44 6,446 underlying shares at $148.44/share Employee stock option fully vested, expiring March 28, 2034
Options at $74.59 19,359 underlying shares at $74.59/share Employee stock option expiring May 20, 2030 with staged vesting
Partially vested options 2,578 options Portion of 19,359-share grant already fully vested and exercisable
Future vesting window March 31, 2027–March 31, 2029 Remaining options vesting schedule for 19,359-share grant
restricted stock units financial
"Includes 274 and 804 restricted stock units, issued under the Issuer's 2023 Equity Incentive Plan"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
2023 Equity Incentive Plan financial
"restricted stock units, issued under the Issuer's 2023 Equity Incentive Plan exempt under Rule 16b-3"
Rule 16b-3 regulatory
"issued under the Issuer's 2023 Equity Incentive Plan exempt under Rule 16b-3"
Rule 16b-3 is a Securities and Exchange Commission regulation that exempts certain routine, pre-approved transactions by company insiders from automatic liability for short-term trading profits. It acts like a safe harbor: if an insider follows a formal plan or the board approves specific transactions in advance, profits from buying and selling company stock within six months are not automatically reclaimed. Investors care because the rule clarifies when insider trades are permissible and reduces uncertainty about potential clawbacks.
change in control events financial
"These options fully vest and become exercisable immediately prior to the effective date of certain change in control events"
Employee Stock Option (right to buy financial
"Employee Stock Option (right to buy) ... underlying security title Class A Common Stock"
SEC Form 3
FORM 3UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0104
Estimated average burden
hours per response:0.5
1. Name and Address of Reporting Person*
Fitzgerald Buffum Shannon

(Last)(First)(Middle)
8283 GREENSBORO DRIVE

(Street)
MCLEAN VIRGINIA 22102

(City)(State)(Zip)

UNITED STATES

(Country)
2. Date of Event Requiring Statement (Month/Day/Year)
05/20/2026
3. Issuer Name and Ticker or Trading Symbol
Booz Allen Hamilton Holding Corp [ BAH ]
3a. Foreign Trading Symbol
5. If Amendment, Date of Original Filed (Month/Day/Year)
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Executive Vice President
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Class A Common Stock3,187(1)D
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year)3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date ExercisableExpiration DateTitleAmount or Number of Shares
Employee Stock Option (right to buy) (2)05/20/2030Class A Common Stock19,359$74.59D
Employee Stock Option (right to buy) (3)03/28/2034Class A Common Stock6,446$148.44D
Explanation of Responses:
1. Includes 274 and 804 restricted stock units, issued under the Issuer's 2023 Equity Incentive Plan exempt under Rule 16b-3. Each restricted stock unit represents a contingent right to receive one share of the Issuer's Class A common stock upon vesting. 274 restricted stock units are scheduled to vest and settle on March 31, 2027, subject to the Reporting Person's continued employment. Half of the 804 restricted stock units are scheduled to vest and settle on each of March 31, 2026, and 2027, subject to the Reporting Person's continued employment.
2. All options are fully vested and exercisable.
3. 2,578 options are fully vested and exercisable. The remaining options vest and become exercisable, subject to the reporting person's continued employment, on March 31, 2027, 2028, and 2029. These options fully vest and become exercisable immediately prior to the effective date of certain change in control events.
Remarks:
By: /s/ Jamie Weatherby, as Attorney-in-Fact for Shannon Fitzgerald Buffum05/22/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 3: SEC 1473 (03-26)

FAQ

What does the Form 3 filing for Booz Allen (BAH) report for Shannon Fitzgerald Buffum?

The Form 3 reports Shannon Fitzgerald Buffum’s existing ownership in Booz Allen, including 3,187 Class A shares and multiple restricted stock unit and stock option awards, rather than any new stock purchase or sale activity.

How many Booz Allen (BAH) Class A shares does Shannon Fitzgerald Buffum hold?

Shannon Fitzgerald Buffum holds 3,187 shares of Booz Allen Class A common stock directly. This amount includes restricted stock units that will convert into shares as they vest over the next several years, subject to continued employment.

What restricted stock units are disclosed for Shannon Fitzgerald Buffum in Booz Allen (BAH)?

The filing notes 274 and 804 restricted stock units under Booz Allen’s 2023 Equity Incentive Plan. Each unit converts into one Class A share upon vesting, with vesting dates in March 2026 and March 2027, contingent on continued employment with the company.

What stock options does Shannon Fitzgerald Buffum hold in Booz Allen (BAH)?

Shannon Fitzgerald Buffum holds fully vested options for 6,446 Booz Allen shares at $148.44 per share expiring March 28, 2034, and options for 19,359 shares at $74.59 per share expiring May 20, 2030, which vest over several future dates.

Are Shannon Fitzgerald Buffum’s Booz Allen (BAH) options fully vested?

One option grant for 6,446 shares is fully vested and exercisable. Of the 19,359-share grant, 2,578 options are vested; the remaining options vest between March 31, 2027 and March 31, 2029, and fully vest earlier upon certain change in control events.

Do the Booz Allen (BAH) restricted stock units for Shannon Fitzgerald Buffum have specific vesting dates?

Yes. The 274 restricted stock units are scheduled to vest March 31, 2027. The 804 restricted stock units vest in two equal installments on March 31, 2026 and March 31, 2027, all conditioned on Shannon Fitzgerald Buffum’s continued employment with Booz Allen.