Equity grant gives Booz Allen (NYSE: BAH) EVP 4,005 RSUs vesting through 2029

Rhea-AI Filing Summary

Fitzgerald Buffum Shannon reported acquisition or exercise transactions in this Form 4 filing.

Booz Allen Hamilton Holding Corp Executive Vice President Shannon Fitzgerald Buffum reported receiving 4,005 restricted stock units (RSUs) of Class A common stock as a compensation grant under the company’s 2023 Equity Incentive Plan, exempt under Rule 16b-3.

Each RSU represents a contingent right to receive one Class A share upon vesting. One-third of the RSUs are scheduled to vest on March 31, 2027, March 31, 2028, and March 31, 2029, subject to continued employment. Following this grant, the filing shows total direct holdings of 7,192 shares, including RSUs.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Fitzgerald Buffum Shannon

Role Executive Vice President

Type	Security	Shares	Price	Value
Grant/Award	Class A Common Stock	4,005	$0.00	--

Holdings After Transaction: Class A Common Stock — 7,192 shares (Direct, null)

Footnotes (1)

1. Grant of restricted stock units 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. One-third of these restricted stock units are scheduled to vest on each of March 31, 2027, 2028 and 2029, subject to the Reporting Person's continued employment. Includes restricted stock units.

Key Figures

RSUs granted: 4,005 units Grant price per share: $0.00 per share Total holdings after grant: 7,192 shares +3 more

6 metrics

RSUs granted 4,005 units Restricted stock units of Class A common stock granted to EVP

Grant price per share $0.00 per share Compensation grant; no purchase price shown

Total holdings after grant 7,192 shares Direct holdings of Class A common stock including RSUs

First vesting date March 31, 2027 One-third of RSUs scheduled to vest

Second vesting date March 31, 2028 Second third of RSUs scheduled to vest

Final vesting date March 31, 2029 Final third of RSUs scheduled to vest

Key Terms

restricted stock units, 2023 Equity Incentive Plan, Rule 16b-3, contingent right, +1 more

5 terms

restricted stock units financial

"Grant of restricted stock units 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

"Grant of restricted stock units under the Issuer's 2023 Equity Incentive Plan"

Rule 16b-3 regulatory

"Grant of restricted stock units 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.

contingent right financial

"Each restricted stock unit represents a contingent right to receive one share"

continued employment financial

"scheduled to vest on each of March 31, 2027, 2028 and 2029, subject to the Reporting Person's continued employment"

Continued employment means that an individual remains in their current job without interruption. For investors, it signals stability and ongoing work that can affect company performance and future prospects. Like a steady heartbeat for a business, sustained employment helps ensure consistent operations and financial health.

Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

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. Issuer Name and Ticker or Trading Symbol
Booz Allen Hamilton Holding Corp [ BAH ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Executive Vice President

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/26/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	05/26/2026		A		4,005(1)	A	$0	7,192(2)	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Grant of restricted stock units 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. One-third of these restricted stock units are scheduled to vest on each of March 31, 2027, 2028 and 2029, subject to the Reporting Person's continued employment.

2. Includes restricted stock units.

Remarks:

	By: /s/ Jamie Weatherby, as Attorney-in-Fact for Shannon Fitzgerald Buffum	05/28/2026
	** Signature of Reporting Person	Date
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 4 (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 4: SEC 1474 (03-26)

FAQ

What insider transaction did Booz Allen (BAH) report for Shannon Fitzgerald Buffum?

Booz Allen reported a grant of 4,005 restricted stock units of Class A common stock to Executive Vice President Shannon Fitzgerald Buffum. The award was granted under the company’s 2023 Equity Incentive Plan and is structured as equity compensation rather than an open-market share purchase.

How many restricted stock units did the Booz Allen EVP receive in this Form 4?

The Form 4 reports a grant of 4,005 restricted stock units (RSUs) of Class A common stock. Each RSU represents a contingent right to receive one share upon vesting, giving the executive a potential future equity interest tied to continued employment with the company.

What is the vesting schedule for the 4,005 RSUs granted by Booz Allen (BAH)?

The 4,005 RSUs vest in three equal annual installments. One-third is scheduled to vest on March 31, 2027, another third on March 31, 2028, and the final third on March 31, 2029, all subject to the executive’s continued employment with Booz Allen.

Was the Booz Allen EVP equity transaction an open-market purchase or a compensation grant?

The transaction was a compensation grant, not an open-market purchase. The filing describes it as a grant of restricted stock units under Booz Allen’s 2023 Equity Incentive Plan, exempt under Rule 16b-3, with no purchase price per share disclosed in the transaction details.

What are Shannon Fitzgerald Buffum’s total reported Booz Allen holdings after this RSU grant?

After the grant, total direct holdings are reported as 7,192 shares of Class A common stock, including restricted stock units. This figure reflects the executive’s position immediately following the 4,005-unit equity award, as shown in the Form 4’s post-transaction ownership line.

Under what plan were the new Booz Allen RSUs granted and how are they structured?

The RSUs were granted under Booz Allen’s 2023 Equity Incentive Plan. Each restricted stock unit represents a contingent right to receive one share of Class A common stock upon vesting, aligning the executive’s compensation with the company’s future equity performance and continued service.