CACI director Gordon (CACI) vests 84 RSUs, now holds 2,821 shares

Rhea-AI Filing Summary

CACI International director Susan M. Gordon reported a routine equity compensation vesting. On January 14, 2026, 84 Restricted Stock Units (RSUs) previously granted to her converted into CACI common stock at an exercise price of $0 per share. These RSUs are part of a 338-unit grant awarded on October 17, 2025, scheduled to vest in four installments through October 11, 2026.

Following this transaction, Gordon directly beneficially owned 2,821 shares of CACI common stock and 254 RSUs, reflecting ongoing board compensation rather than an open-market purchase or sale.

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

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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^*

Gordon Susan M.

(Last) (First) (Middle)

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
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
01/14/2026

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	01/14/2026		M		84	A	(1)	2,821	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
Restricted Stock Units	(1)	01/14/2026		M			84	(1)	(1)	CACI Common Stock	84	(1)	254	D

Explanation of Responses:

1. On October 17, 2025, Susan M. Gordon was granted 338 Restricted Stock Units (RSUs) that will vest according to the following vesting schedule: 84 shares will vest on January 14, 2026, 84 shares on April 14, 2026,85 shares on July 13, 2026, and 85 shares on October 11, 2026.

Remarks:

	Susan M. Gordon	01/16/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transaction did CACI (CACI) report for Susan M. Gordon?

Director Susan M. Gordon reported the conversion of 84 Restricted Stock Units into CACI common stock on January 14, 2026, at an exercise price of $0 per share.

How many CACI shares does Susan M. Gordon own after this Form 4?

After the reported transaction, Susan M. Gordon directly beneficially owned 2,821 shares of CACI common stock and 254 RSUs.

What is the vesting schedule of Susan M. Gordon’s 338 CACI RSUs?

The 338 RSUs granted on October 17, 2025 vest as follows: 84 shares on January 14, 2026, 84 shares on April 14, 2026, 85 shares on July 13, 2026, and 85 shares on October 11, 2026.

Was this CACI (CACI) insider transaction a market sale or purchase?

No market sale or purchase is shown. The Form 4 reports RSUs converting into CACI common stock at $0 per share as part of equity compensation vesting.

What role does Susan M. Gordon hold at CACI (CACI)?

Susan M. Gordon is reported as a Director of CACI International Inc. on this Form 4.

How many RSUs remain for Susan M. Gordon after the January 14, 2026 vesting?

After 84 RSUs vested on January 14, 2026, Susan M. Gordon held 254 RSUs subject to future vesting dates.