SAIC EVP reports small tax share withholding

Science Applications International Corp executive Vincent P. DiFronzo reported a small tax-related share disposition.

Rhea-AI Filing Summary

Science Applications International Corp executive Vincent P. DiFronzo reported a small tax-related share disposition. On the transaction date, 234 shares of Common Stock were withheld at $99.57 per share to satisfy tax obligations related to equity compensation, a non‑market event.

Following this transaction, DiFronzo held 4,949 shares directly. An additional 7,174 shares were reported as held indirectly through a trust, indicating a larger overall economic interest in SAIC beyond the small tax-withholding amount.

Insider Trade Summary

Exercise Price or Tax Liability: 234 shares

Exercise Price or Tax Liability 2 txns

Insider DiFronzo Vincent P.

Role EVP,-Air Force & Space, Intel

Type	Security	Shares	Price	Value
Exercise Price or Tax Liability	Common Stock	234	$99.57	$23K
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 4,949 shares (Direct); Common Stock — 7,174 shares (Indirect, Trust)

Key Figures

Tax-withheld shares: 234 shares Tax-withholding price: $99.57 per share Direct holdings after transaction: 4,949 shares +1 more

4 metrics

Tax-withheld shares 234 shares Shares delivered for tax liability on equity compensation

Tax-withholding price $99.57 per share Value used for 234-share tax-withholding disposition

Direct holdings after transaction 4,949 shares Direct SAIC common stock owned following the Form 4 event

Indirect trust holdings 7,174 shares SAIC common stock held indirectly through a trust

Key Terms

tax-withholding disposition, Common Stock, Trust, indirect ownership

4 terms

tax-withholding disposition financial

"transaction_action: "tax-withholding disposition" for 234 shares"

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

Common Stock financial

"security_title: "Common Stock" in the reported transactions"

Common stock represents ownership shares in a company, giving investors a stake in its success and a say in important decisions through voting rights. It is the most common type of stock traded on markets and can provide income through dividends, as well as potential for value growth. For investors, holding common stock means sharing in the company’s profits and risks.

Trust financial

"nature_of_ownership: "Trust" for the indirect holdings entry"

A trust is a legal setup in which one party (the trustee) holds and manages assets—like cash, stocks or property—on behalf of other people (beneficiaries) according to instructions from the person who created it (the grantor). Think of it as a locked box with a keyholder who must follow written rules; for investors it matters because trusts influence who controls and benefits from assets, affect taxes and succession, and can change how quickly or transparently shares are bought, sold or voted.

indirect ownership financial

"ownership_type: "indirect" for shares held through a trust"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did SAIC executive Vincent P. DiFronzo report in this Form 4 filing?

Vincent P. DiFronzo reported a tax-withholding disposition of 234 SAIC common shares. The shares were withheld to cover tax liabilities tied to equity compensation, not sold in the open market, and his overall holdings remain substantially larger than the withheld amount.

How many SAIC shares were withheld for taxes in DiFronzo’s Form 4?

The filing shows 234 SAIC common shares were withheld for taxes at $99.57 per share. This “F” code transaction reflects payment of tax liability using shares rather than cash and does not represent a discretionary open‑market sale of stock.

How many SAIC shares does Vincent P. DiFronzo hold after this transaction?

After the tax-withholding transaction, DiFronzo held 4,949 SAIC common shares directly. The Form 4 also reports 7,174 additional shares held indirectly through a trust, indicating combined direct and indirect exposure significantly above the 234 shares used for tax withholding.

What does the “F” transaction code mean in this SAIC Form 4?

The “F” code indicates shares were used to pay an exercise price or tax liability, here as a tax-withholding disposition. It signals that 234 shares were delivered for taxes on equity compensation, rather than being voluntarily sold in the open market for investment reasons.

How are the trust-held SAIC shares reported for Vincent P. DiFronzo?

The Form 4 lists 7,174 SAIC common shares as indirectly owned through a trust. These are categorized as indirect ownership, separate from his 4,949 directly held shares, showing additional economic exposure managed via a trust structure associated with the reporting person.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 04/08/2026 - 05:46 PM EDT Learn about SEC filing dates

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^*

DiFronzo Vincent P.

(Last) (First) (Middle)

12010 SUNSET HILLS ROAD

(Street)

RESTON VIRGINIA 20190

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Science Applications International Corp [ SAIC ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP,-Air Force & Space, Intel

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/07/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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	04/07/2026		F		234	D	$99.57	4,949	D
Common Stock								7,174	I	Trust

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:

Remarks:

	Hilary L. Hageman, Attorney-in-fact	04/08/2026
	** 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.
* Form 4: SEC 1474 (03-26)