Leidos (NYSE: LDOS) CFO records tax share withholdings and small stock award

Rhea-AI Filing Summary

Leidos Holdings, Inc. Chief Financial Officer Christopher R. Cage reported routine share movements related to equity compensation. On March 3 and 4, 2026, the Company withheld a total of 1,028 shares of common stock at prices of $179.4000 and $180.6500 per share to satisfy his tax obligations associated with previously reported restricted stock unit awards, as noted in the footnote. These tax-withholding dispositions affected both his direct holdings and his indirect holdings through the Key Executive Stock Deferral Plan. Following these transactions, he held 57,479.0000 shares of common stock directly and 31,679.7308 shares indirectly. He also acquired 16.1956 common shares on March 4, 2026 through a grant or award recorded as dividend equivalent rights in 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)
03/03/2026

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	03/03/2026		F(1)		789	D	$179.4	57,697	D
Common Stock	03/04/2026		F(1)		218	D	$180.65	57,479	D
Common Stock	03/04/2026		F(1)		21	D	$180.65	31,663.5352	I	By Key Executive Stock Deferral Plan
Common Stock	03/04/2026		A		16.1956(2)	A	$0	31,679.7308	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. 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.

2. Dividend equivalent rights.

Remarks:

	/s/ Ramune M. Kligys by PoA of Christopher R. Cage	03/05/2026
	** 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).
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FAQ

What insider transactions did Leidos (LDOS) CFO Christopher R. Cage report?

Christopher R. Cage reported Company tax-withholding dispositions of common stock and a small grant. Shares were withheld to cover tax obligations on restricted stock units, and 16.1956 shares were acquired as dividend equivalent rights in the Key Executive Stock Deferral Plan.

Were the Leidos (LDOS) CFO’s Form 4 transactions open-market buys or sells?

The reported transactions were not open-market buys or sells. They were coded as F for tax-withholding dispositions and A for a grant or award, reflecting share withholding for tax obligations and dividend equivalent rights under compensation arrangements.

How many Leidos (LDOS) shares did the CFO have after these Form 4 transactions?

After the reported transactions, Christopher R. Cage held 57,479.0000 Leidos common shares directly and 31,679.7308 shares indirectly through the Key Executive Stock Deferral Plan, based on the post-transaction balances shown in the Form 4 data.

What does the tax-withholding disposition code F mean in the Leidos (LDOS) Form 4?

Transaction code F indicates payment of an exercise price or tax liability by delivering securities. In this case, the Company withheld Leidos common shares to satisfy the CFO’s tax obligations tied to previously reported restricted stock unit awards.

What is the Key Executive Stock Deferral Plan mentioned in the Leidos (LDOS) filing?

The Key Executive Stock Deferral Plan is referenced as the vehicle for the CFO’s indirect holdings. Some transactions, including tax-withholding dispositions and the 16.1956-share grant, are reported as occurring within this plan rather than in his direct ownership account.

What are dividend equivalent rights in the Leidos (LDOS) CFO Form 4?

Dividend equivalent rights are noted in the footnote as the basis for a 16.1956-share acquisition. They represent additional common stock credited in connection with existing awards, recorded here as a grant or award under the Key Executive Stock Deferral Plan.