Leidos (LDOS) CEO receives 37,288-share award; shares withheld for taxes

Rhea-AI Filing Summary

Leidos Holdings CEO Thomas Arthur Bell reported routine equity compensation activity. On March 6, 2026, he received a grant of 37,288 shares of common stock, recorded at $0 per share as a stock award. A footnote explains these are restricted stock units that will vest in three equal annual installments of 33 1/3% beginning on March 6, 2027.

To cover tax obligations from previously reported restricted stock unit awards, the company withheld shares from his holdings using share dispositions coded as tax payments, not open-market sales. On March 7, 2026, 3,245 shares were withheld at $177.89 per share, followed by 2,306 shares on March 8, 2026 at the same price. After these transactions, Bell directly owned 111,226 shares of Leidos common stock.

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^*

Bell Thomas Arthur

(Last) (First) (Middle)

1750 PRESIDENTS STREET

(Street)

RESTON VA 20190

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Leidos Holdings, Inc. [ LDOS ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
03/06/2026

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
Common Stock	03/06/2026		A		37,288(1)	A	$0	116,777	D
Common Stock	03/07/2026		F(2)		3,245	D	$177.89	113,532	D
Common Stock	03/08/2026		F(2)		2,306	D	$177.89	111,226	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. The restricted stock units will vest in 33 1/3% over three annual installments, beginning on March 6, 2027.

2. These shares were withheld by the Company to satisfy the reporting person's tax obligation associated with previously reported awards of restricted stock units. This share withholding was authorized in the restricted stock award agreement.

Remarks:

	/s/ Ramune M. Kligys by PoA of Thomas A. Bell	03/10/2026
	** 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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** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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FAQ

What insider transactions did Leidos (LDOS) CEO Thomas Arthur Bell report?

Thomas Arthur Bell reported a stock award and related tax-withholding dispositions. He received 37,288 shares of Leidos common stock as a grant, and the company withheld 5,551 shares in total to cover taxes tied to restricted stock unit awards.

Were the Leidos (LDOS) CEO’s recent share disposals open-market sales?

No, the reported disposals were tax-withholding transactions, not open-market sales. The company withheld a total of 5,551 shares at $177.89 per share to satisfy Bell’s tax obligations from earlier restricted stock unit awards.

How many Leidos (LDOS) shares did the CEO receive in his latest award?

Thomas Arthur Bell received an award of 37,288 shares of Leidos common stock. These are restricted stock units that vest in three equal annual installments of 33 1/3% starting on March 6, 2027, aligning his compensation with longer-term company performance.

What is the vesting schedule for the Leidos (LDOS) CEO’s new restricted stock units?

The CEO’s new restricted stock units vest in three equal annual tranches. Specifically, 33 1/3% of the 37,288-unit grant will vest each year, beginning on March 6, 2027, spreading the award’s benefit over a multi‑year period.

How many Leidos (LDOS) shares does the CEO hold after these transactions?

Following the award and tax-withholding transactions, Thomas Arthur Bell directly holds 111,226 shares of Leidos common stock. This figure reflects his position after the company withheld shares to satisfy tax obligations related to restricted stock unit compensation.

What price was used for the Leidos (LDOS) tax-withholding share dispositions?

The tax-withholding dispositions used a price of $177.89 per share. On March 7, 2026, 3,245 shares were withheld at this price, and on March 8, 2026, a further 2,306 shares were withheld at the same per‑share value to cover tax liabilities.