CACI EVP Meisha Lutsey converts awards to 3,497 shares

Q: How many CACI shares were involved in Meisha Lutsey's RSU and PRSU conversions?

The reported conversions involved 3,497 CACI common shares on October 1, 2026. Separately, 1,480 common shares were delivered or withheld for payment of exercise price or tax liability, at a reported $627.06 per share.

Q: How do Meisha Lutsey's new CACI stock awards vest?

The 638 performance restricted stock units vest on the third anniversary of the grant date based on achievement of a three-year performance measure. The 638 restricted stock units vest one-third per year for three years.

The new performance units are tied to a three-year measure, while the restricted stock units vest in thirds over three years.

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Rhea-AI Filing Summary

CACI International Inc. reported that EVP, Mission and Eng. Support Meisha Lutsey exercised or converted RSUs and PRSUs into 3,497 CACI common shares on October 1, 2026. On the same date, 1,480 shares were delivered or withheld for payment of exercise price or tax liability, at a reported $627.06 per share.

Lutsey also received grants of 638 performance RSUs and 638 RSUs. The performance units vest on the third anniversary based on a three-year performance measure; the RSUs vest one-third per year for three years.

Insider Trade Summary

3,497 shares exercised/converted

Exercise 14 txns

Insider Lutsey Meisha

Role EVP, Mission and Eng. Support

Type	Security	Shares	Price	Value
Exercise	Performance Restricted Stock Units ^F1	2,550	--	--
Exercise	Restricted Stock Units ^F2	425	--	--
Exercise	Restricted Stock Units ^F3	264	--	--
Exercise	Restricted Stock Units ^F4	258	--	--
Grant/Award	Performance Restricted Stock Units ^F5	638	--	--
Grant/Award	Restricted Stock Units ^F6	638	--	--
Exercise	CACI Common Stock ^F1	2,550	--	--
Exercise Price or Tax Liability	CACI Common Stock	1,115	$627.06	$699K
Exercise	CACI Common Stock ^F2	425	--	--
Exercise Price or Tax Liability	CACI Common Stock	128	$627.06	$80K
Exercise	CACI Common Stock ^F3	264	--	--
Exercise Price or Tax Liability	CACI Common Stock	120	$627.06	$75K
Exercise	CACI Common Stock ^F4	258	--	--
Exercise Price or Tax Liability	CACI Common Stock	117	$627.06	$73K

Holdings After Transaction: Restricted Stock Units — 1,420 contracts (Direct); Performance Restricted Stock Units — 638 contracts (Direct); CACI Common Stock — 9,965 shares (Direct)

Footnotes (6)

F1. On October 1, 2023, Ms. Lutsey was granted 1,275 performance restricted stock units. The PRSU's will vest on the third anniversary of the grant date based on the achievement of a three-year performance measure.
F2. On October 1, 2023, Ms. Lutsey was granted 1,274 restricted stock units. These restricted stock units will vest 1/3 per year for three years.
F3. On October 1, 2024, Ms. Lutsey was granted 791 restricted stock units. These restricted stock units will vest 1/3 per year for three years.
F4. On October 1, 2025, Ms. Lutsey was granted 776 restricted stock units. These restricted stock units will vest 1/3 per year for three years.
F5. On October 1, 2026, Ms. Lutsey was granted 638 performance restricted stock units. The PRSU's will vest on the third anniversary of the grant date based on the achievement of a three-year performance measure.
F6. On October 1, 2026, Ms. Lutsey was granted 638 restricted stock units. These restricted stock units will vest 1/3 per year for three years.

Key Figures

Common shares in RSU and PRSU exercises or conversions: 3,497 shares Shares delivered or withheld for exercise price or tax liability: 1,480 shares Reported per-share price for delivered or withheld shares: $627.06 per share +2 more

5 metrics

Common shares in RSU and PRSU exercises or conversions 3,497 shares October 1, 2026

Shares delivered or withheld for exercise price or tax liability 1,480 shares October 1, 2026

Reported per-share price for delivered or withheld shares $627.06 per share October 1, 2026

Performance restricted stock units granted 638 units Granted October 1, 2026

Restricted stock units granted 638 units Granted October 1, 2026

Key Terms

Performance Restricted Stock Units, Restricted Stock Units, three-year performance measure

3 terms

Performance Restricted Stock Units financial

"vest on the third anniversary of the grant date"

Performance restricted stock units (PRSUs) are promises to deliver company shares to employees or executives only if the business meets specific performance targets and any time-based holding rules. Think of them as a bonus that converts into stock only after set goals are reached, so investors watch PRSUs for two reasons: they can dilute existing shares if paid out, and they signal how closely management’s pay is tied to company performance.

Restricted Stock Units financial

"will vest 1/3 per year for three years"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

three-year performance measure financial

"based on the achievement of a three-year performance measure"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many CACI shares were involved in Meisha Lutsey's RSU and PRSU conversions?

The reported conversions involved 3,497 CACI common shares on October 1, 2026. Separately, 1,480 common shares were delivered or withheld for payment of exercise price or tax liability, at a reported $627.06 per share.

How do Meisha Lutsey's new CACI stock awards vest?

The 638 performance restricted stock units vest on the third anniversary of the grant date based on achievement of a three-year performance measure. The 638 restricted stock units vest one-third per year for three years.

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

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Available on EDGAR 10/05/2026 - 05:17 PM Accepted by SEC EDGAR 10/05/2026 - 05:17 PM

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^*

Lutsey Meisha

(Last)

(First)

(Middle)

11487 SUNSET HILLS ROAD

(Street)

RESTON

VIRGINIA

20190

(City)

(State)

(Zip)

UNITED STATES

(Country)

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

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	EVP, Mission and Eng. Support

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
10/01/2026

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

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

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

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
CACI Common Stock	10/01/2026		M		2,550	A	⁽¹⁾	10,498	D
CACI Common Stock	10/01/2026		F		1,115	D	$627.06	9,383	D
CACI Common Stock	10/01/2026		M		425	A	⁽²⁾	9,808	D
CACI Common Stock	10/01/2026		F		128	D	$627.06	9,680	D
CACI Common Stock	10/01/2026		M		264	A	⁽³⁾	9,944	D
CACI Common Stock	10/01/2026		F		120	D	$627.06	9,824	D
CACI Common Stock	10/01/2026		M		258	A	⁽⁴⁾	10,082	D
CACI Common Stock	10/01/2026		F		117	D	$627.06	9,965	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Performance Restricted Stock Units	⁽¹⁾	10/01/2026		M			2,550	⁽¹⁾	⁽¹⁾	CACI Common Stock	2,550	⁽¹⁾	0	D
Restricted Stock Units	⁽²⁾	10/01/2026		M			425	⁽²⁾	⁽²⁾	CACI Common Stock	425	⁽²⁾	0	D
Restricted Stock Units	⁽³⁾	10/01/2026		M			264	⁽³⁾	⁽³⁾	CACI Common Stock	264	⁽³⁾	264	D
Restricted Stock Units	⁽⁴⁾	10/01/2026		M			258	⁽⁴⁾	⁽⁴⁾	CACI Common Stock	258	⁽⁴⁾	518	D
Performance Restricted Stock Units	⁽⁵⁾	10/01/2026		A		638		⁽⁵⁾	⁽⁵⁾	CACI Common Stock	638	⁽⁵⁾	638	D
Restricted Stock Units	⁽⁶⁾	10/01/2026		A		638		⁽⁶⁾	⁽⁶⁾	CACI Common Stock	638	⁽⁶⁾	638	D

Explanation of Responses:

1. On October 1, 2023, Ms. Lutsey was granted 1,275 performance restricted stock units. The PRSU's will vest on the third anniversary of the grant date based on the achievement of a three-year performance measure.

2. On October 1, 2023, Ms. Lutsey was granted 1,274 restricted stock units. These restricted stock units will vest 1/3 per year for three years.

3. On October 1, 2024, Ms. Lutsey was granted 791 restricted stock units. These restricted stock units will vest 1/3 per year for three years.

4. On October 1, 2025, Ms. Lutsey was granted 776 restricted stock units. These restricted stock units will vest 1/3 per year for three years.

5. On October 1, 2026, Ms. Lutsey was granted 638 performance restricted stock units. The PRSU's will vest on the third anniversary of the grant date based on the achievement of a three-year performance measure.

6. On October 1, 2026, Ms. Lutsey was granted 638 restricted stock units. These restricted stock units will vest 1/3 per year for three years.

Remarks:

	/s/ Meisha Lutsey	10/05/2026
	** 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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR