New tech and cyber leaders join SAIC (NYSE: SAIC) board of directors
Filing Impact
Filing Sentiment
Form Type
8-K
Rhea-AI Filing Summary
Science Applications International Corporation added two new members to its Board of Directors, appointing Paul Eremenko and Admiral Michael Rogers, USN Retired, effective April 8, 2026, with terms running until the 2026 annual meeting of stockholders.
The company increased the Board size from eleven to thirteen members and assigned both new directors to the Audit Committee and the Technology Committee. Eremenko brings senior leadership experience in AI, aerospace and advanced technology from roles at P-1 AI, Universal Hydrogen, United Technologies, Airbus, Google and DARPA. Admiral Rogers contributes deep expertise in cyber operations, intelligence, national security and advanced defense technology from his service leading U.S. Cyber Command and the National Security Agency and from subsequent advisory and academic roles.
Both non-employee directors will receive standard pro-rated cash and equity compensation for Board service and may participate in the company’s Deferred Compensation Plan. The company states there are no arrangements, understandings, or related-party relationships tied to their selection that require disclosure.
Positive
- None.
Negative
- None.
8-K Event Classification
Item 5.02 — Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers
1 item
Item 5.02
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers
Governance
Key personnel changes including departures, elections, or appointments of directors and executive officers.
Key Terms
Audit Committee, Technology Committee, Deferred Compensation Plan, emerging growth company, +1 more
5 terms
Audit Committee financial
"As of the Effective Date, Mr. Eremenko and Adm. Rogers will each become members of both the Audit Committee"
A company's audit committee is a small group of board members who act like independent inspectors for the firm's finances, overseeing how financial reports are prepared, monitoring internal controls, and managing the relationship with external auditors. Investors care because a strong audit committee reduces the risk of accounting errors, fraud, or misleading statements, making financial statements more trustworthy and helping protect shareholder value.
Technology Committee financial
"Mr. Eremenko and Adm. Rogers will each become members of both the Audit Committee and the Technology Committee of the Board."
A technology committee is a group of board members or senior managers who oversee a company’s technology strategy, major IT investments, and related risks—like a project steering team that sets priorities and checks progress. For investors, this matters because the committee influences how effectively a company uses technology to compete, control costs, protect data, and scale operations; strong oversight can reduce the chance of costly failures or missed opportunities.
Deferred Compensation Plan financial
"and to participate in the Company’s Deferred Compensation Plan, which allows directors to defer 100% of the cash retainer"
A deferred compensation plan is an arrangement where an employer agrees to pay part of an employee’s pay or bonus at a later date instead of immediately, often to reduce current tax bills or to tie rewards to long-term performance. For investors it matters because these promises create future cash obligations and influence executive incentives and retention; they can affect a company’s reported liabilities, cash flow planning and the risk profile if the business faces financial trouble.
emerging growth company regulatory
"405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company"
An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.
Item 404(a) of Regulation S-K regulatory
"would be required to be reported under Item 404(a) of Regulation S-K."
FAQ
What board changes did SAIC announce in this 8-K filing?
SAIC added two new directors, Paul Eremenko and Admiral Michael Rogers, effective April 8, 2026. Their initial terms run until the 2026 annual meeting of stockholders, and the overall Board size increased from eleven to thirteen members.
What committees will the new SAIC directors serve on?
Both Paul Eremenko and Admiral Michael Rogers will serve on SAIC’s Audit Committee and Technology Committee. This places their technology, cyber, and governance experience directly into oversight of financial reporting and the company’s technology-related strategy and risks.
What experience does new SAIC director Paul Eremenko bring?
Paul Eremenko is CEO and Co-Founder of P-1 AI and previously led advanced engineering and R&D at Universal Hydrogen, United Technologies, Airbus and Google. His background spans AI, aerospace, complex systems engineering, and government research work at DARPA, with graduate degrees in aeronautics and law.
What is Admiral Michael Rogers’ background relevant to SAIC?
Admiral Michael Rogers is a retired four-star Navy officer who led U.S. Cyber Command and the National Security Agency from 2014 to 2018. He has extensive experience in cyber operations, intelligence, national security and defense technology and now serves as a senior advisor and adjunct professor.
How will SAIC compensate the new non-employee directors?
SAIC will pay Paul Eremenko and Admiral Rogers the standard annual cash and equity compensation for non-employee directors, pro-rated until the 2026 annual meeting. They may also use the company’s Deferred Compensation Plan to defer up to 100% of cash retainers and meeting fees.