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McClain Gretchen W reported acquisition or exercise transactions in this Form 4 filing.
Booz Allen Hamilton Holding Corp director Gretchen W. McClain received a grant of 4,689 shares of Class A restricted common stock on August 4, 2026, at a stated price of $0.0000 per share.
After this equity award, she directly holds 37,836 shares of Class A common stock, including restricted shares.
Flournoy Michele Angelique reported acquisition or exercise transactions in this Form 4 filing.
Booz Allen Hamilton Holding Corp director Michele Angelique Flournoy received a grant of 5,028 shares of Class A restricted common stock on August 4, 2026. After this award, she holds 12,216 shares directly and 13,647 shares indirectly through the Michele Angelique Flournoy Living Trust.
Thornberry William McClellan reported acquisition or exercise transactions in this Form 4 filing.
Booz Allen Hamilton Holding Corp director William McClellan Thornberry received a grant of 3058.0000 shares of Class A restricted common stock on August 4, 2026, at no cost. Following this award, he directly holds 7103.0000 shares, including both unrestricted and restricted stock.
Nolan Ryan reported acquisition or exercise transactions in this Form 4 filing.
Booz Allen Hamilton Holding Corp reported that director Nolan Ryan received a grant of 4,689 shares of Class A restricted common stock on 2026-08-04. The award, reported at $0.00 per share, increased his directly held Class A shares to 5,494, which include restricted shares; the Rule 10b5-1 trading-plan box was not checked.
OBrien Robert C reported acquisition or exercise transactions in this Form 4 filing.
Booz Allen Hamilton Holding Corp reported that director Robert C. O'Brien received a grant of 3,330 shares of Class A restricted common stock on 2026-08-04, recorded at $0.0000 per share. Following this award, he directly holds 5,642 shares of Class A Common Stock, which include restricted shares.
Booz Allen Hamilton Holding Corp CEO Horacio Rozanski reported internal gift transfers of company stock. On August 3, 2026, he transferred 74,014 shares of Class A Common Stock as a bona fide gift to a spousal lifetime access trust benefiting his spouse. After these transactions, 719,306 shares are held directly, including restricted stock units, and 74,015 shares are held indirectly by the trust, for which he disclaims beneficial ownership.
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.
Nolan Ryan reported acquisition or exercise transactions in this Form 4 filing.
Booz Allen Hamilton Holding Corp reported that director Nolan Ryan received a grant of 805 shares of Class A restricted common stock on 2026-07-27. The award, recorded at $0.00 per share, brought his directly held Class A common stock position to 805 shares.
Booz Allen Hamilton Holding Corporation and its operating subsidiary Booz Allen Hamilton Inc. have filed an automatic shelf registration statement on Form S-3 to permit flexible, from-time-to-time offerings of multiple securities. The shelf covers debt securities, guarantees, preferred stock, common stock, depositary shares, warrants, purchase contracts and units, which may be issued separately or in combination, with specific terms to be set in future prospectus supplements.
The filing explains that Booz Allen Hamilton Inc. may guarantee certain non-convertible securities of the holding company, and the holding company will fully and unconditionally guarantee debt issued by Booz Allen Hamilton Inc., creating a senior unsecured capital structure that is structurally subordinated to non-guaranteeing subsidiaries. The document outlines key indenture terms, events of default, ranking, redemption, and defeasance mechanics, as well as the company’s capital structure, including authorized common and preferred stock and change-of-control-related governance provisions under Delaware law.
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.