Form 4: CACI President & CEO Disposes of 10,175 Shares at Near $493

Rhea-AI Filing Summary

Insider sale by CEO and director John S. Mengucci: The Form 4 shows Mr. Mengucci sold 10,175 shares of CACI common stock on 09/15/2025 in multiple transactions at weighted-average prices ranging roughly from $490.29 to $493.96 per share. After these disposals his reported beneficial ownership declined from 111,678 shares to 101,536 shares.

The filing lists Mr. Mengucci as both President & CEO and a director and provides transaction-level price ranges for each grouped sale. No derivative transactions or other compensatory grants are reported in this Form 4. The form is signed by the reporting person on 09/16/2025.

Positive

• Timely and detailed disclosure of multiple open-market sales with weighted-average prices and post-sale holdings, supporting SEC Section 16 transparency.
• Clear role disclosure identifying the reporting person as both President & CEO and a director, improving governance clarity.

Negative

• Insider selling of 10,175 shares reduced the CEO's direct holdings by approximately 9.1%, which investors may view negatively absent an explained reason.
• No checkbox marked for a Rule 10b5-1 plan or other plan explanation in the filing, so the sales are not explicitly tied to a pre-established trading plan in this Form 4.

Insights

Financial Analyst

TL;DR: The CEO executed routine open-market sales totaling 10,175 shares at ~ $490–$494, reducing direct holdings modestly.

The transactions appear to be standard open-market dispositions across multiple trades, with weighted-average prices disclosed for each grouped sale. The total shares sold (10,175) reduced direct beneficial ownership from 111,678 to 101,536 shares, a decline of about 9.1%. There is no indication in this filing of option exercises, derivative activity, or any concurrent material corporate announcement. From a financial-materiality standpoint this is notable as insider selling volume but does not by itself reveal motive or signal a change in company fundamentals.

Corporate Governance Expert

TL;DR: Disclosure is compliant and specific; insider sales are documented with price ranges and post-transaction holdings.

The Form 4 provides the necessary detail: transaction dates, codes, share counts, weighted-average prices, and post-transaction beneficial ownership. The reporting person checked the form as filed by one person and identified his roles. The filing includes explanations for the grouped trade price ranges and a signed disclosure dated 09/16/2025, which supports compliance with Section 16 reporting obligations. The filing does not assert a 10b5-1 plan box or other explanatory plan checkbox.

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^*

Mengucci John S

(Last) (First) (Middle)

TWO RESTON OVERLOOK

12021 SUNSET HILLS ROAD

(Street)

RESTON VA 20190

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
CACI INTERNATIONAL INC /DE/ [ CACI ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
09/15/2025

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
CACI Common Stock	09/15/2025		S		33	D	$490.29	111,678	D
CACI Common Stock	09/15/2025		S		1,742	D	$491.07(1)	109,936	D
CACI Common Stock	09/15/2025		S		1,443	D	$492.28(2)	108,493	D
CACI Common Stock	09/15/2025		S		4,683	D	$493.11(3)	103,810	D
CACI Common Stock	09/15/2025		S		2,274	D	$493.96(4)	101,536	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. This transaction was executed in multiple trades at prices ranging from $490.61 to $491.58. The prices reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

2. This transaction was executed in multiple trades at prices ranging from $491.63 to $492.58. The prices reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

3. This transaction was executed in multiple trades at prices ranging from $492.66 to $493.62. The prices reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

4. This transaction was executed in multiple trades at prices ranging from $493.64 to $494.62. The prices reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

Remarks:

	John S. Mengucci	09/16/2025
	** 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

How many CACI (CACI) shares did John S. Mengucci sell on 09/15/2025?

He sold a total of 10,175 shares on 09/15/2025 as reported in the Form 4.

At what prices were the CACI shares sold by the CEO?

The grouped sales show weighted-average prices of $490.29, $491.07, $492.28, $493.11, and $493.96 for the respective transactions.

What were John Mengucci's beneficial holdings after the reported sales?

Following the transactions his reported direct beneficial ownership was 101,536 shares.

Was the sale reported as part of a 10b5-1 plan on the Form 4?

No checkbox or statement indicating the transactions were made pursuant to a Rule 10b5-1 trading plan is provided in this filing.

Does the Form 4 show any derivative or option transactions by the reporting person?

No. Table II (derivative securities) contains no reported transactions in this Form 4.