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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of Report (Date of Earliest Event Reported): October 1, 2026
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| LEIDOS HOLDINGS, INC. | |
| (Exact name of registrant as specified in its charter) | |
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| Delaware | | 001-33072 | | 20-3562868 |
| (State or other jurisdiction of incorporation or organization) | | (Commission File Number) | | (I.R.S. Employer Identification No.) |
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| 1750 Presidents Street, | Reston, | Virginia | | | | 20190 |
| (Address of principal executive office) | | | | (Zip Code) |
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(571) 526-6000
(Registrants' telephone number, including area code)
Not Applicable
(Former Name or Former Address, If Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
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| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act: | | | | | | | | | | | | | | |
| Title of each class | | Trading symbol(s) | | Name of each exchange on which registered |
| Common stock, par value $.0001 per share | | LDOS | | New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
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| Item 5.02. | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On October 1, 2026, the Board of Directors (the "Board") of Leidos Holdings, Inc. (the "Company") increased the size of the Board to 11 members and elected Jeffery S. McElfresh as a Director of the Company, effective October 1, 2026 (the "Effective Date"). A copy of the press release announcing Mr. McElfresh’s election is attached to this report as Exhibit 99.1.
The Board has determined that Mr. McElfresh is independent and meets the applicable independence requirements of the New York Stock Exchange. Mr. McElfresh will receive compensation for his service as a non-employee member of the Board in accordance with the standard compensatory arrangements for non-employee members of the Board as described in the Company’s proxy statement filed on March 19, 2026. Mr. McElfresh has been appointed to serve on the Board's Corporate Governance and Ethics and Technology and Information Security Committees, effective at the Effective Date.
There are no arrangements or understandings between Mr. McElfresh and any other person pursuant to which Mr. McElfresh was selected as a director, and there are no transactions in which the Company is a party and in which Mr. McElfresh has a material interest subject to disclosure under Item 404(a) of Regulation S-K.
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| Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits
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| Exhibit 99.1 | Press Release dated October 1, 2026, issued by Leidos Holdings, Inc. |
| Exhibit 104 | The cover page from this Current Report on Form 8-K, formatted in Inline XBRL and contained in Exhibit 101. |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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| | | LEIDOS HOLDINGS, INC. |
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| Date: | October 1, 2026 | | By: | | /s/ Henrique B. Canarim |
| | | | | Henrique B. Canarim |
| | | Its: | | Corporate Secretary |
Leidos appoints AT&T COO Jeff McElfresh to board of directors
RESTON, Va. (Oct. 1, 2026) – Leidos (NYSE: LDOS) is welcoming Jeff McElfresh, AT&T’s chief operating officer, to its board of directors effective Oct. 1. His joining the Leidos board represents the addition of another excellent leader with success developing and deploying advanced technologies at scale in commercial and public sector markets.
McElfresh’s AT&T (NYSE: T) career spans more than 30 years. Currently he oversees AT&T’s $250 billion nationwide advanced connectivity infrastructure transformation, an expertise that aligns well with Leidos’ core digital work and expanding energy infrastructure business. Also very relevant to Leidos, in prior roles he oversaw AT&T’s cybersecurity, data management, and labs. Before joining AT&T, McElfresh began his career as a defense tech engineer on aerospace and maritime projects.
“We’re excited to bring Jeff’s expertise and skills to Leidos,” said Board Chair Bob Shapard. “The depth and breadth of his experience and leadership will strengthen the board’s independent oversight as Leidos executes on its strategic vision."
CEO Tom Bell said, “I’m very much looking forward to working with Jeff on our board of directors as we advance our NorthStar 2030 growth strategy. His insights will be invaluable as we develop the critical technologies underpinning our service to national security and other customers.”
Leidos’ board will increase to 11 members with McElfresh’s appointment. He’ll serve on the board’s Corporate Governance and Ethics and Technology and Information Security committees.
About Leidos
Leidos is an industry and technology leader serving government and commercial customers with smarter, more efficient digital and mission innovations. Headquartered in Reston, Virginia, with 50,000 global employees, Leidos reported annual revenues of approximately $17.2 billion for the fiscal year ended January 2, 2026. For more information, visit www.leidos.com.
Media Contact
Todd Blecher
Todd.Blecher@leidos.com
(571) 926-3822
