Leidos (NYSE: LDOS) sector president receives 4,555-share award, 1,017 withheld

Rhea-AI Filing Summary

Leidos Holdings Sector President Roy E. Stevens reported routine equity compensation activity. On March 6, 2026 he received a grant or award of 4,555 shares of common stock at a stated price of $0.0000 per share, tied to restricted stock units that will vest in 33 1/3% increments over three annual installments beginning on March 6, 2027.

To cover tax obligations from previously reported restricted stock unit awards, 518 shares on March 7, 2026 and 499 shares on March 8, 2026 were withheld by the company at $177.89 per share, classified as tax-withholding dispositions rather than open-market sales. After these transactions, Stevens directly holds 62,221 shares of common stock and indirectly holds 1,792.5419 shares through a Key Executive Stock Deferral Plan.

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

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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^*

Stevens Roy E

(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)

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

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		4,555(1)	A	$0	63,238	D
Common Stock	03/07/2026		F(2)		518	D	$177.89	62,720	D
Common Stock	03/08/2026		F(2)		499	D	$177.89	62,221	D
Common Stock								1,792.5419	I	By Key Executive Stock Deferral Plan

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 Roy E. Stevens	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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FAQ

What did Leidos (LDOS) executive Roy E. Stevens report in this Form 4?

Roy E. Stevens reported a routine equity grant and related tax share withholdings. He received 4,555 common shares on March 6, 2026 and had 1,017 shares withheld on March 7–8, 2026 to satisfy tax obligations on prior restricted stock unit awards.

How many Leidos (LDOS) shares did Roy E. Stevens receive as an equity award?

Roy E. Stevens received 4,555 shares of Leidos common stock on March 6, 2026. These shares relate to restricted stock units that will vest in three equal annual installments, beginning March 6, 2027, reflecting typical long-term incentive compensation for a senior executive.

Why were Leidos (LDOS) shares disposed of in Roy E. Stevens’ Form 4 filing?

The dispositions reflect tax withholding, not market sales. On March 7 and 8, 2026, a total of 1,017 shares were withheld by Leidos at $177.89 per share to satisfy Stevens’ tax obligations on earlier restricted stock unit awards, as authorized in the award agreement.

How many Leidos (LDOS) shares does Roy E. Stevens hold after these transactions?

After the reported transactions, Roy E. Stevens directly holds 62,221 shares of Leidos common stock. He also indirectly holds 1,792.5419 shares through a Key Executive Stock Deferral Plan, giving a combined position that remains sizable following the routine compensation and tax withholding entries.

How will Roy E. Stevens’ new Leidos (LDOS) restricted stock units vest?

The restricted stock units underlying the 4,555-share award will vest in three equal installments. Vesting is scheduled at 33 1/3% per year over three years, beginning on March 6, 2027, aligning Stevens’ compensation with longer-term company performance and service.

Are the Leidos (LDOS) share dispositions in this Form 4 open-market sales?

No, the dispositions are tax-withholding events. The company withheld 518 and 499 shares at $177.89 per share to cover Roy E. Stevens’ tax obligations on prior restricted stock unit awards, rather than executing discretionary open-market sales of his holdings.