Leidos (NYSE: LDOS) sector chief exercises options, withholds shares for tax

Rhea-AI Filing Summary

Leidos Holdings sector president Elizabeth A. Porter exercised stock options for 3,240 shares of common stock. The options were converted at a stated price of $62.43 per share, increasing her direct holdings to 51,263 shares immediately after the exercise.

On the same date, 2,205 shares of common stock were disposed of at a reported price of $173.50 per share. According to the disclosure footnote, these shares were withheld by Leidos to cover the option exercise price and related fees, a tax-withholding disposition rather than an open-market sale, leaving Porter with 49,058 directly owned shares.

Insider Trade Summary

3,240 shares exercised/converted

Mixed 3 txns

Insider Porter Elizabeth A

Role Sector President

Type	Security	Shares	Price	Value
Exercise	Stock Option (Right to Buy)	3,240	$0.00	--
Exercise	Common Stock	3,240	$62.43	$202K
Tax Withholding	Common Stock	2,205	$173.50	$383K

Holdings After Transaction: Stock Option (Right to Buy) — 0 shares (Direct); Common Stock — 51,263 shares (Direct)

Footnotes (1)

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Form 4 Insider Transactions: What Each Field Means →

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
Estimated average burden
hours per response:			0.5

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^*

Porter Elizabeth A

(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)
02/23/2026

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	02/23/2026		M		3,240	A	$62.43	51,263	D
Common Stock	02/23/2026		F(1)		2,205	D	$173.5	49,058	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
Stock Option (Right to Buy)	$62.43	02/23/2026		M			3,240	03/08/2020	03/07/2026	Common Stock	3,240	$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 Elizabeth M. Porter	02/25/2026
	** 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 insider transactions did Leidos (LDOS) report for Elizabeth A. Porter?

Leidos (LDOS) reported that sector president Elizabeth A. Porter exercised stock options for 3,240 shares and had 2,205 shares withheld. The withholding covered the option exercise price and related fees, leaving her with 49,058 shares of directly owned common stock.

Did the Leidos (LDOS) insider Form 4 show a market sale of shares?

The Form 4 for Leidos (LDOS) does not show an open-market sale. Instead, 2,205 shares were withheld by the company to pay the exercise price and associated fees from an option exercise, a tax-withholding disposition rather than a discretionary stock sale.

How many Leidos (LDOS) shares did Elizabeth A. Porter acquire through option exercise?

Elizabeth A. Porter acquired 3,240 Leidos (LDOS) common shares through exercising stock options. The derivative transaction converted options into common stock at a stated price of $62.43 per share, increasing her direct ownership before subsequent tax-withholding share dispositions.

What is Elizabeth A. Porter’s direct share ownership in Leidos (LDOS) after these transactions?

After the reported transactions, Elizabeth A. Porter directly owns 49,058 Leidos (LDOS) common shares. Her holdings first rose to 51,263 shares following the option exercise, then decreased when 2,205 shares were withheld to cover the exercise price and related fees.

What do the M and F transaction codes mean in the Leidos (LDOS) Form 4?

In the Leidos (LDOS) Form 4, code M indicates an exercise or conversion of a derivative security into common stock. Code F indicates shares disposed of to pay the option exercise price or related tax obligations by delivering or withholding securities instead of paying cash.