Leidos (LDOS) CFO exercises 3,333 options, withholds 2,152 shares for taxes

Rhea-AI Filing Summary

Leidos Holdings, Inc. Chief Financial Officer Christopher R. Cage reported several equity transactions involving company stock. He exercised stock options for 3,333 shares, resulting in the acquisition of an equal number of Leidos common shares at a price of $62.43 per share.

To cover the option exercise price and related obligations, 2,152 shares of common stock were withheld in a tax-withholding disposition, rather than sold on the open market. After these transactions, Cage held 58,486 shares of Leidos common stock directly and 31,684.5352 shares indirectly through the 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

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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^*

Cage Christopher R

(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)
	Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/20/2026

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	02/20/2026		M		3,333	A	$62.43	60,638	D
Common Stock	02/20/2026		F(1)		2,152	D	$176.27	58,486	D
Common Stock								31,684.5352	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
Stock Option (Right to Buy)	$62.43	02/20/2026		M			3,333	03/08/2020	03/07/2026	Common Stock	3,333	$0	0	D

Explanation of Responses:

1. Represents shares of common stock withheld by the issuer in connection with the option exercise to cover the exercise price and associated fees.

Remarks:

	/s/ Ramune M. Kligys by PoA of Christopher R. Cage	02/24/2026
	** 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 insider transactions did Leidos (LDOS) CFO Christopher R. Cage report?

Christopher R. Cage reported exercising stock options for 3,333 shares and acquiring 3,333 Leidos common shares at $62.43 per share. He also had 2,152 shares withheld to cover the option exercise price and related obligations, as part of a tax-withholding disposition.

Did the Leidos (LDOS) CFO sell any shares on the open market in this Form 4?

The Form 4 shows shares withheld for taxes and exercise costs, not open market sales. Specifically, 2,152 common shares were retained by Leidos to satisfy the option exercise price and associated obligations, consistent with a tax-withholding disposition rather than a discretionary share sale.

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

After these transactions, Christopher R. Cage holds 58,486 Leidos common shares directly. He also has an additional 31,684.5352 common shares held indirectly through the Key Executive Stock Deferral Plan, reflecting both direct and deferred equity interests in the company.

What does the option exercise by the Leidos (LDOS) CFO involve?

The option exercise involved converting a stock option into 3,333 shares of Leidos common stock. The exercise used a strike price structure where shares were acquired at $62.43 each, and some shares were withheld to cover the option exercise cost and related obligations.

What is the meaning of the tax-withholding disposition in the Leidos (LDOS) Form 4?

The tax-withholding disposition reflects shares surrendered to the company instead of cash to cover costs. In this filing, 2,152 Leidos common shares were withheld by the issuer in connection with the option exercise to pay the exercise price and associated obligations, rather than being sold on the market.