[Form 4] Booz Allen Hamilton Holding Corporation Insider Trading Activity

Rhea-AI Filing Summary

Form 4 filing: Booz Allen Hamilton (BAH) director Michele A. Flournoy reported a Code G (gift) transaction dated 22-Jul-2025. She transferred 13,647 Class A shares to the Michele Angelique Flournoy Living Trust for $0 consideration as part of estate-planning.

Following the transfer, Flournoy now holds 3,912 shares directly and 13,647 shares indirectly through the trust, keeping her total beneficial ownership unchanged at 17,559 shares. No open-market sale or purchase occurred and no cash changed hands; this filing solely reclassifies ownership from direct to indirect.

The event carries minimal market impact: share count in public float is unaffected, and insider stake remains the same. Investors typically view such transfers as neutral housekeeping rather than a signal on the company’s outlook.

Insights

Securities Analyst

TL;DR: Neutral insider gift; ownership unchanged, no market signal.

The Code G transfer simply moves shares from Michele Flournoy’s direct account to her living trust. Because she and her spouse are trustees and retain beneficial ownership, float and insider exposure are unaffected. No valuation data, pricing information, or intent to sell is implied. As such, the filing is categorised as not impactful for investors monitoring insider sentiment or liquidity.

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
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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).

1. Name and Address of Reporting Person^*

Flournoy Michele Angelique

(Last) (First) (Middle)

8283 GREENSBORO DRIVE

(Street)

MCLEAN VA 22102

(City) (State) (Zip)

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)

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

3. Date of Earliest Transaction (Month/Day/Year)
07/22/2025

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

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

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

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	07/22/2025		G		13,647	D	$0	3,912(1)	D(2)
Class A Common Stock								13,647	I(2)	By Michele Angelique Flournoy Living Trust

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. Includes shares of Class A restricted common stock of the Issuer.

2. On July 22, 2025, the Reporting Person transferred 13,647 shares of the Issuer's Class A common stock to the Michele Angelique Flournoy Living Trust (the "Trust") for estate planning purposes for no consideration. The Reporting Person and her spouse are trustees of the Trust, and the Reporting Person's spouse is the sole beneficiary of the Trust. The Reporting Person remains the beneficial owner of the securities held by the Trust.

Remarks:

	By: /s/ Jacob D. Bernstein, as Attorney-in-Fact for Michele A. Flournoy	07/24/2025
	** 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.

FAQ

What transaction did BAH director Michele A. Flournoy report?

A gift of 13,647 Class A shares to her living trust on 22-Jul-2025.

Did the Form 4 involve a sale or purchase of Booz Allen shares?

No. The Code G filing reflects a gift with $0 consideration; no shares were sold or bought.

How many BAH shares does Flournoy own after the transaction?

She beneficially owns 17,559 shares: 3,912 directly and 13,647 indirectly via her trust.

What does Form 4 transaction code "G" mean?

Code G denotes a bona fide gift or charitable donation of securities.

Does the transfer affect Booz Allen’s public float or insider ownership percentage?

No. The transfer only changes the form of ownership; total insider holdings remain the same.