Leidos Holdings, Inc. SEC Filings

Leidos Holdings Sector President Stephen Edward Hull reported multiple equity compensation transactions in company common stock. On February 12, 2026, he acquired 3,439 restricted stock units at $0 per share, which will vest over three annual installments beginning on March 7, 2026.

He also acquired 5,846 shares of common stock at $0 per share and had 1,805 shares withheld at $173 per share to cover tax obligations related to performance share settlement. After these transactions, he directly owned 33,296.9809 shares of Leidos common stock.

Leidos officer Jason M. O'Connor reported an equity award and related tax withholding in Leidos Holdings common stock. On February 12, 2026, he acquired 1,771 shares at $0 as a grant or award. On the same date, 572 shares were disposed of at $173 per share to cover tax obligations tied to performance share settlement, as authorized in the award agreement. After these transactions, he directly owned 10,684 common shares of Leidos.

Leidos Holdings executive Elizabeth A. Porter, a Sector President, reported equity awards and related tax withholding in common stock. On February 12, 2026, she acquired 3,552 shares of common stock at $0 per share and separately acquired 10,146 shares at $0 per share, both as stock awards. A related footnote states that one restricted stock unit award will vest in three annual installments beginning on March 7, 2026. On the same date, 4,250 shares were disposed of at $173 per share through a tax-withholding disposition authorized under a performance share award agreement. After these transactions, she directly owned 48,023 shares of Leidos common stock.

Leidos Holdings Sector President Roy E. Stevens reported equity compensation and related tax withholding in company stock. On February 12, 2026, he acquired 3,439 shares of common stock at $0 per share as a restricted stock unit award that will vest over three annual installments beginning on March 7, 2026. He also acquired 9,805 additional common shares at $0 per share and had 3,590 shares withheld at $173 per share to cover taxes tied to settlement of performance shares. After these transactions, he directly owned 59,588 common shares and had an additional 1,792.5419 shares held indirectly through a Key Executive Stock Deferral Plan.

Leidos Holdings, Inc. files its Annual Report on Form 10‑K, describing a technology and engineering company that is heavily focused on U.S. government customers. About 87% of revenues in fiscal 2025 came from U.S. government contracts, with roughly 8% from entities outside the United States.

The business is organized into four segments: National Security & Digital and Health & Civil (each 44% and 30% of fiscal 2025 revenues), plus Commercial & International and Defense Systems (each 13%). Leidos emphasizes digital modernization, mission software, cyber operations, managed health services, transportation solutions and advanced defense hardware and systems.

The company reports approximately 47,000 employees as of January 2, 2026, with more than half holding U.S. security clearances. It spent $187 million on company‑funded research and development in fiscal 2025, or 1.1% of consolidated revenues, up from prior years. During fiscal 2025, Leidos completed the acquisition of Savanna Industries, Inc. ("Kudu Dynamics") and notes small divestitures in Commercial & International and Defense Systems.

As of July 4, 2025, non‑affiliate market value of Leidos common stock was $21,002,965,945, and as of February 10, 2026 there were 126,392,684 shares outstanding. Extensive risk disclosures highlight dependence on U.S. defense and civilian budgets, procurement rules, inflation, cybersecurity, evolving AI and data privacy laws, and potential changes to federal acquisition regulations.

Leidos Holdings reported solid 2025 results with higher earnings and cash generation despite revenue headwinds from an extra 2024 work week and a six-week 2025 government shutdown. Revenue reached $17.17 billion, up 3%, while net income climbed to $1.46 billion and diluted EPS to $11.14, up 21% year over year. Adjusted EBITDA rose to $2.42 billion with a 14.1% margin, and non-GAAP diluted EPS increased to $11.99, up 17%.

Cash generation was a highlight: full-year operating cash flow was $1.75 billion and free cash flow $1.63 billion, a 26% increase and 104% conversion. In Q4 alone, operating cash flow was $495 million and free cash flow $452 million, with 127% conversion, supporting $305 million of share repurchases and $1.63 per-share dividends in 2025.

Leidos reported $17.5 billion of 2025 net bookings and year-end backlog of $49.0 billion, including $9.7 billion funded, underpinned by major awards such as a five-year $2.2 billion Air Base Air Defense contract and a six-year $455 million Air Force cloud award, plus positions on large IDIQ vehicles with ceiling values of $151 billion and $24.5 billion.

The company agreed to acquire power design firm Entrust for $2.4 billion, aiming to expand its utility customer base, and the board declared a $0.43 per-share dividend payable March 31, 2026. For fiscal 2026, Leidos guided to revenue of $17.5–$17.9 billion, mid‑13% adjusted EBITDA margins, non-GAAP diluted EPS of $12.05–$12.45, and about $1.75 billion of operating cash flow.

Leidos Holdings, Inc. announced that its subsidiary Leidos, Inc. has signed a Stock Purchase Agreement to acquire all outstanding shares of Entrust from KENE Holdings, L.P. for a base purchase price of $2,400,000,000 in cash, subject to customary adjustments for cash, debt, transaction expenses and net working capital.

The transaction is expected to close in the second quarter of 2026, conditioned on antitrust clearance under the Hart-Scott-Rodino Act, accuracy of representations and warranties, compliance with covenants, and the absence of a material adverse effect on Entrust. The agreement may be terminated if closing has not occurred by August 14, 2026 or in certain other specified circumstances.

To support financing, Leidos and its subsidiary obtained a Bridge Commitment Letter from Citigroup Global Markets Inc. for a senior unsecured 364-day bridge credit facility of $1.4 billion, available in a single draw to fund the acquisition alongside other available funds. The bridge facility would bear interest at Term SOFR plus a ratings-based margin initially ranging from 1.00% to 1.50%, with an initial applicable margin of 1.25% for SOFR borrowings and step-ups over time.

Leidos Holdings reported an insider stock sale by Sector President Elizabeth A. Porter. On January 20, 2026, Porter sold 3,000 shares of Leidos common stock at a weighted average price of $192.2117 per share, in multiple trades priced between $192.17 and $192.36. The sale was executed under a pre-arranged Rule 10b5-1 trading plan that Porter entered into on September 12, 2025. Following this transaction, she beneficially owns 38,575 shares of Leidos common stock directly.

Leidos Holdings has a Form 144 notice indicating an affiliated seller plans to sell 3,000 shares of its common stock through Citigroup Global Markets on the NYSE, with an aggregate market value of $584,100 as of the filing. These shares were acquired on 01/20/2026 from Leidos Holdings Inc. as vested shares for services rendered and are part of the company’s 127,855,172 shares outstanding.

The notice also reports that the same seller disposed of 3,000 Leidos common shares on 12/19/2025 for gross proceeds of $543,129. By signing the notice, the seller represents they do not know of any undisclosed material adverse information about Leidos’ current or future operations.