CACI (CACI) executive vests 10,636 RSUs, 4,512 shares withheld for tax

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

CACI International executive DeEtte Gray, President of US Operations, exercised previously granted equity awards that vested on April 26, 2026. She converted 10,636 restricted stock units into an equal number of CACI common shares and, in a separate step, 4,512 shares were withheld to cover tax obligations at a value of $516.54 per share, rather than sold in the open market. After these transactions, she holds 39,485 CACI common shares directly, reflecting routine compensation-related activity rather than discretionary buying or selling.

Insider Trade Summary

10,636 shares exercised/converted

Mixed 3 txns

Insider Gray DeEtte

Role President, US Operations

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units	10,636	$0.00	--
Exercise	CACI Common Stock	10,636	$0.00	--
Tax Withholding	CACI Common Stock	4,512	$516.54	$2.33M

Holdings After Transaction: Restricted Stock Units — 0 shares (Direct, null); CACI Common Stock — 43,997 shares (Direct, null)

Footnotes (1)

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Key Figures

RSUs vested: 10,636 units Tax-withheld shares: 4,512 shares at $516.54 Shares held after transactions: 39,485 shares +1 more

4 metrics

RSUs vested 10,636 units Restricted stock units converting to CACI common stock on April 26, 2026

Tax-withheld shares 4,512 shares at $516.54 Shares withheld to cover tax obligations on April 26, 2026

Shares held after transactions 39,485 shares Direct CACI common stock holdings following reported Form 4 activity

Shares after RSU conversion 43,997 shares Direct holdings immediately after 10,636-share RSU conversion

Key Terms

Restricted Stock Units, tax-withholding disposition, derivative exercise/conversion, Form 4

4 terms

Restricted Stock Units financial

"On April 26, 2022, Ms. Gray was granted 10,636 restricted stock units."

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.

tax-withholding disposition financial

"Transaction code F is described as a tax-withholding disposition of 4,512 shares."

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

derivative exercise/conversion financial

"Transaction code M reflects a derivative exercise/conversion of 10,636 units."

Form 4 regulatory

"The insider activity is reported on a Form 4 insider transaction report."

Form 4 is a official document that company insiders, such as executives or major shareholders, file with regulators whenever they buy or sell company shares. It provides transparency about how those with inside knowledge are trading, helping investors see if insiders are confident in the company's prospects or may be selling for personal reasons. This information can influence investor decisions by revealing insiders' perspectives on the company's value.

Form 4 Insider Transactions: What Each Field Means →

04/27/2026 - 05:16 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^*

Gray DeEtte

(Last)

(First)

(Middle)

TWO RESTON OVERLOOK

12021 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)
	President, US Operations

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/26/2026

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	04/26/2026		M		10,636	A	⁽¹⁾	43,997	D
CACI Common Stock	04/26/2026		F		4,512	D	$516.54	39,485	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)
Restricted Stock Units	⁽¹⁾	04/26/2026		M			10,636	⁽¹⁾	⁽¹⁾	CACI Common Stock	10,636	⁽¹⁾	0	D

Explanation of Responses:

1. On April 26, 2022, Ms. Gray was granted 10,636 restricted stock units. The restricted stock units will vest in full on April 26, 2026.

Remarks:

	DeEtte Gray	04/27/2026
	** 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

FAQ

What insider transactions did CACI (CACI) report for DeEtte Gray?

CACI reported that President of US Operations DeEtte Gray vested 10,636 restricted stock units into CACI common stock. In connection with this vesting, 4,512 shares were withheld to satisfy tax obligations, and she ended the transactions holding 39,485 shares directly.

Did DeEtte Gray buy or sell CACI (CACI) shares on the open market?

The filing shows no open-market purchases or sales by DeEtte Gray. Shares were acquired through the vesting and exercise of 10,636 restricted stock units, while 4,512 shares were withheld to cover tax liabilities, a non-market, compensation-related disposition.

How many CACI (CACI) shares does DeEtte Gray hold after the Form 4 transactions?

After the reported transactions, DeEtte Gray directly holds 39,485 shares of CACI common stock. This figure reflects her position following the vesting of 10,636 restricted stock units and the withholding of 4,512 shares for tax obligations on April 26, 2026.

What equity awards vested for DeEtte Gray at CACI (CACI)?

A grant of 10,636 restricted stock units to DeEtte Gray vested in full on April 26, 2026. These units were originally granted on April 26, 2022 and converted into an equal number of CACI common shares as part of routine executive compensation.

What does the tax-withholding transaction mean in CACI (CACI)’s Form 4?

The Form 4 lists a tax-withholding disposition of 4,512 CACI shares at $516.54 per share. This indicates shares were withheld by the company to pay taxes owed on the vesting, rather than being sold by DeEtte Gray in the market.