LDOS Form 4: Director elects stock deferral for quarterly retainer

Rhea-AI Filing Summary

Harry M. Jansen Kraemer Jr., a director of Leidos Holdings, Inc. (LDOS), reported transactions dated 10/07/2025 on a Form 4. The filing shows an acquisition of 164.9746 shares at a reported price of $0 through the company’s Key Executive Stock Deferral Plan, which the reporting person elected to use to defer a quarterly board retainer. Following the reported activity, the form lists 128,334.466 shares beneficially owned indirectly. The filing also lists a disposition line for 91,360 shares. The Form 4 is signed under power of attorney and dated 10/09/2025.

Positive

• Director used equity deferral to convert a quarterly retainer into company stock, aligning compensation with equity ownership
• Reported indirect beneficial ownership of 128,334.466 shares, indicating substantial ongoing exposure to company equity

Negative

• None.

Insights

Corporate Governance Analyst

Director deferred quarterly retainer into stock, modestly increasing indirect holdings.

The reporting person elected to take a quarterly board retainer in stock and defer receipt under the Key Executive Stock Deferral Plan, resulting in an acquisition of 164.9746 shares on 10/07/2025 at a reported price of $0. The filing records 128,334.466 shares owned indirectly after the transaction, consistent with ongoing use of an executive deferral vehicle.

This is a routine governance action that aligns director compensation with equity ownership while deferring immediate cash receipt; monitor subsequent Form 4 filings for further plan deferrals or cash settlements over the next 12 months to track changes in indirect ownership.

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
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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^*

KRAEMER HARRY M JANSEN JR

(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
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
10/07/2025

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	10/07/2025		A		164.9746(1)	A	$0	128,334.466	I	By Key Executive Stock Deferral Plan
Common Stock								91,360	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 reporting person elected to defer receipt of these shares, which represent a quarterly payment of their retainer for service on the company's Board of Directors, under the terms of the Leidos Holdings, Inc. Key Executive Stock Deferral Plan.

Remarks:

	/s/ Ramune M. Kligys by PoA of Harry M. Jansen Kraemer, Jr.	10/09/2025
	** 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.

FAQ

What did Leidos director Harry M. Jansen Kraemer Jr. report on Form 4 (LDOS)?

He reported an acquisition of 164.9746 shares via a deferral of his quarterly board retainer under the Key Executive Stock Deferral Plan and shows 128,334.466 shares beneficially owned indirectly.

When was the transaction dated on the Form 4 for LDOS?

The transaction date reported is 10/07/2025, and the Form 4 was signed on 10/09/2025.

Did the Form 4 disclose any cash paid for the acquired shares?

The filing shows the acquired 164.9746 shares were reported at a price of $0, reflecting a plan deferral rather than a cash purchase.

What plan was used for the share deferral in the LDOS filing?

The shares were deferred under the Leidos Holdings, Inc. Key Executive Stock Deferral Plan, as stated in the filing explanation.

Does the filing show any dispositions of shares?

Yes, the Form 4 includes a disposition entry listing 91,360 shares.