T. Rowe Price reports 5.0% stake in Booz Allen (BAH)

Rhea-AI Filing Summary

T. Rowe Price Investment Management, Inc. amended its Schedule 13G/A to report ownership of 5,997,188 shares of Booz Allen Hamilton Holdings common stock, representing 5.0% of the class as disclosed in the filing. The filing also states T. Rowe Price disclaims beneficial ownership and provides detailed voting and dispositive power counts: 5,979,076 shares with sole voting power and 5,997,188 shares with sole dispositive power. The amendment is signed and dated by a company officer.

Insights

Institutional Ownership Analyst

Large passive position disclosed; voting and dispositive counts are provided.

The filing lists 5,997,188 shares and a 5.0% stake, with sole voting power on 5,979,076 shares. This quantifies the reported position and clarifies control indicators the filer holds over those shares.

Because the filer expressly disclaims beneficial ownership, interpretation of economic exposure depends on underlying arrangements not shown here; subsequent filings or fund-level disclosures may provide further clarity.

Regulatory Compliance Specialist

Amendment documents voting/dispositive authority and includes an explicit disclaimer of beneficial ownership.

The amendment provides the required Item 4 breakdown: sole voting power 5,979,076, sole dispositive power 5,997,188, and a 5.0% class percentage. The signature block shows an officer attestation dated 05/15/2026.

This filing fulfills Schedule 13G/A disclosure mechanics; any change to beneficial ownership status would require further amendment per reporting rules.

Key Figures

Shares beneficially owned: 5,997,188 shares Percent of class: 5.0% Sole voting power: 5,979,076 shares +2 more

5 metrics

Shares beneficially owned 5,997,188 shares Amount reported in Item 4 of Schedule 13G/A

Percent of class 5.0% Percent of common stock reported in Item 4

Sole voting power 5,979,076 shares Number with sole power to vote listed in Item 4

Sole dispositive power 5,997,188 shares Number with sole power to dispose listed in Item 4

Signature date 05/15/2026 Date shown on signature block of the amendment

Key Terms

Schedule 13G/A, Beneficial ownership, Sole dispositive power

3 terms

Schedule 13G/A regulatory

"Amendment No. 1 BOOZ ALLEN HAMILTON HOLDINGS"

A Schedule 13G/A is an amended public filing with the U.S. securities regulator that updates a previous Schedule 13G, disclosing when an individual or group holds a substantial (typically over 5%) stake in a company and is claiming a passive, non‑controlling intent. Investors monitor these updates because rising or falling holdings can signal changing confidence, potential future moves, or shifts in voting power — like watching a public ledger where large shareholders quietly adjust their positions.

Beneficial ownership regulatory

"hereby declares and affirms that the filing of shall not be construed as an admission that Price Investment Management is the beneficial owner"

Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.

Sole dispositive power financial

"Sole power to dispose or to direct the disposition of: 5997188"

Sole dispositive power is the exclusive legal authority to decide what happens to a security — for example, whether to sell, transfer, or retain shares — without needing anyone else’s permission. Investors care because it signals who truly controls the economic outcome of an investment: like holding the only key to a safe, the holder can realize gains or losses and may trigger regulatory reporting, insider rules, or influence over corporate ownership.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 05/15/2026 - 10:06 AM Learn about SEC filing dates

FAQ

What stake in BAH does T. Rowe Price report?

T. Rowe Price reports owning 5,997,188 shares, which the filing says represent 5.0% of Booz Allen Hamilton Holdings' common stock. The filing provides both voting and dispositive power counts tied to that position.

Does T. Rowe Price claim beneficial ownership of the shares?

No. The filing includes an explicit statement that T. Rowe Price "expressly denied" beneficial ownership of the securities, despite reporting voting and dispositive power figures in the Schedule 13G/A amendment.

What voting and dispositive powers are disclosed?

The amendment shows sole voting power for 5,979,076 shares and sole dispositive power for 5,997,188 shares, with zero shared voting or dispositive power reported in the excerpt.

Who signed the Schedule 13G/A amendment for T. Rowe Price?

The amendment is signed by Ellen York, identified as Vice President, with a signature date of 05/15/2026, attesting to the filing's contents as shown in the excerpt.

Does this Schedule 13G/A change require further filings?

The amendment updates reported ownership figures and includes an attestation; if underlying ownership or beneficial status changes materially, additional amendments would be required under federal reporting rules.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 1)

BOOZ ALLEN HAMILTON HOLDINGS

(Name of Issuer)

COMMON STOCK

(Title of Class of Securities)

099502106

(CUSIP Number)

03/31/2026

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

schemaVersion:

SCHEDULE 13G

CUSIP Number(s): 099502106

1

Names of Reporting Persons

T. Rowe Price Investment Management, Inc.

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

MARYLAND

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 5,979,076.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 5,997,188.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

5,997,188.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

5.0 %

12

Type of Reporting Person (See Instructions)

IA

SCHEDULE 13G

Item 1.
(a)	Name of issuer: BOOZ ALLEN HAMILTON HOLDINGS
(b)	Address of issuer's principal executive offices: 8283 GREENSBORO DRIVE, MCLEAN, VA, 22102
Item 2.
(a)	Name of person filing: T. Rowe Price Investment Management, Inc.
(b)	Address or principal business office or, if none, residence: 1307 Point Street, Baltimore, MD 21231
(c)	Citizenship: Maryland
(d)	Title of class of securities: COMMON STOCK
(e)	CUSIP No.: 099502106
Item 3.	If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)	An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)	An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)	A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:
(k)	Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.	Ownership
(a)	Amount beneficially owned: 5997188
(b)	Percent of class: 5.0 %
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: 5979076
	(ii) Shared power to vote or to direct the vote: 0
	(iii) Sole power to dispose or to direct the disposition of: 5997188
	(iv) Shared power to dispose or to direct the disposition of: 0
Item 5.	Ownership of 5 Percent or Less of a Class.
	Not Applicable
Item 6.	Ownership of more than 5 Percent on Behalf of Another Person.
	Not Applicable
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
	Not Applicable
Item 8.	Identification and Classification of Members of the Group.
	Not Applicable
Item 9.	Notice of Dissolution of Group.
	Not Applicable

Item 10.

Certifications:

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11. T. Rowe Price Investment Management, Inc. hereby declares and affirms that the filing of Schedule 13G shall not be construed as an admission that Price Investment Management is the beneficial owner of the securities referred to, which beneficial ownership is expressly denied.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

T. Rowe Price Investment Management, Inc.

Signature:	Ellen York
Name/Title:	Vice President
Date:	05/15/2026