Booz Allen Hamilton Holding Corp — fact timeline

Booz Allen Hamilton Holding Corp entered into Purchase Agreement with Ultra I&C Holdings Limited (Seller) and Ultra Electronics Holdings Limited (Seller Parent) valued at $720 million (effective 2026-06-19).

“On June 19, 2026, Booz Allen Hamilton Inc., a Delaware corporation (the “Acquiror”) and a wholly-owned subsidiary of Booz Allen Hamilton Holding Corporation, a Delaware corporation (“Booz Allen”), entered into a stock purchase agreement (the “Purchase Agreement”) by and among (i) the Acquiror, (ii) Ultra I&C Holdings Limited, a private limited company incorporated under the Laws of England and Wales (the “Seller”), (iii) Ultra Electronics Holdings Limited, a private limited company incorporated under the Laws of England and Wales (the “Seller Parent”), and (iv) Ultra Electronics Advanced Tactical Systems, Inc., a Texas corporation (the “Company”), pursuant to which the Acquiror will purchase from the Seller, and the Seller will sell to the Acquiror, all of the issued and outstanding equity interests of the Company (the “Company Shares”).”

Booz Allen Hamilton Holding Corp reported the fourth quarter and full year of fiscal 2026 results: revenue $2.8 billion, net income $205 million, EPS $1.68. Guidance reaffirmed.

“for the year ahead. We’re investing in proven growth areas and building tech to create long-term value for our shareholders and our nation.” Q4 Summary • Revenue of $2.8 billion, a 6.4 percent year-over-year decrease ◦ Revenue ex-billables of $1.9 billion, a 6.8 percent decrease • Net Income of $205 million, a 6.2 percent increase • Adjusted Net Income1”

Ryan Nolan was appointed as Director at Booz Allen Hamilton Holding Corp.

“the Board appointed Ryan Nolan as a new member of the Board, effective as of June 1, 2026.”

Booz Allen Hamilton Holding Corp incurred term loan of $750 million with certain lenders maturing February 27, 2031.

“Pursuant to the Eleventh Amendment, certain lenders made terms loans under a new tranche of term loans (the “Tranche A-2 Term Loan”) with a maturity of February 27, 2031 (the fifth anniversary of the Eleventh Amendment Effective Date) under which the Company borrowed an aggregate principal amount of $750 million.”

Booz Allen Hamilton Holding Corp incurred revolving credit of $1.5 billion with Bank of America, N.A., as administrative agent and the lenders from time to time party thereto maturing February 27, 2031.

“Pursuant to the Eleventh Amendment, the Existing Revolving Commitments were replaced in full with new revolving commitments and then increased by $500 million, resulting in aggregate revolving commitments under the Credit Agreement (the “Revolving Credit Facility”) of $1.5 billion, treated as a single revolving tranche, and with a maturity of February 27, 2031.”

Booz Allen Hamilton Holding Corp entered into Eleventh Amendment to the Credit Agreement with Bank of America, N.A. valued at aggregate revolving commitments of $1.5 billion and Tranche A-2 Term Loan of $750 million (effective 2026-02-27).

“On February 27, 2026 (the “Eleventh Amendment Effective Date”), Booz Allen Hamilton Holding Corporation and its wholly-owned subsidiary Booz Allen Hamilton Inc. (the “Company”) entered into an eleventh amendment (the “Eleventh Amendment”) to the Credit Agreement, dated as of July 31, 2012”

Robert C. O'Brien was appointed as Director at Booz Allen Hamilton Holding Corp.

“On June 2, 2025, the Board appointed Robert C. O’Brien as a new member of the Board, effective June 9, 2025”

Melody Barnes departed as Director at Booz Allen Hamilton Holding Corp.

“On May 27, 2025, Melody Barnes, a member of the Board of Directors (the “Board”) of the Company informed the Board of her intention to not stand for re-election and to retire as a member of the Board, effective as of the Company’s annual meeting of stockholders to be held on July 23, 2025.”

Booz Allen Hamilton Holding Corp incurred senior notes of $650,000,000 aggregate principal amount with U.S. Bank Trust Company, National Association at 5.950% maturing 2035.

“On March 14, 2025, Booz Allen Hamilton Inc., a Delaware corporation (the "Company") and a wholly-owned subsidiary of Booz Allen Hamilton Holding Corporation, a Delaware corporation (the "Parent Guarantor"), issued $650,000,000 aggregate principal amount of its 5.950% Senior Notes due 2035”

Debra L. Dial was appointed as Director at Booz Allen Hamilton Holding Corp.

“On November 21, 2024, the Board appointed Debra L. Dial as a new member of the Board, effective January 2, 2025,”

William McClellan Thornberry was appointed as director at Booz Allen Hamilton Holding Corp.

“On February 28, 2024, the Board appointed William McClellan Thornberry as a new member of the Board, effective April 1, 2024, upon the recommendation of the Company’s Nominating and Corporate Governance Committee, to fill the newly-created vacancy on the Board.”

Booz Allen Hamilton Holding Corp updated its the fiscal quarter ended December 31, 2023 guidance (raised).

“On January 26, 2024, Booz Allen Hamilton Holding Corporation (the “Company”) issued a press release announcing its results of operations for the fiscal quarter ended December 31, 2023.”

Scott M. Murphy resigned as Vice President, Chief Accounting Officer and Controller at Booz Allen Hamilton Holding Corp.

“On January 7, 2024, Scott M. Murphy, Vice President, Chief Accounting Officer and Controller (Principal Accounting Officer) of Booz Allen Hamilton Holding Corporation (the “Company”), informed the Company of his decision to resign, effective February 16, 2024, to pursue another opportunity.”

Booz Allen Hamilton Holding Corp reported second quarter fiscal year 2024 results: revenue Quarterly Revenue Increase of 16.0 percent over the Prior Year Period to $2.7 billion, net income Net Income was flat at $170.7 million, EPS Diluted EPS was $1.29. Guidance raised.

“+ Company Raises Full-Year Guidance at the Top and Bottom Lines + Quarterly Revenue Increase of 16.0 percent over the Prior Year Period to $2.7 billion, 14.8 percent Organic Revenue Growth1, and Revenue, Excluding Billable Expenses2 Growth of 14.1 percent + Quarterly Diluted Earnings Per Share of $1.29 and Adjusted Diluted Earnin”

Booz Allen Hamilton Holding Corp incurred senior notes of $650,000,000 aggregate principal amount with U.S. Bank Trust Company, National Association at 5.950% maturing due 2033.

“On August 4, 2023, Booz Allen Hamilton Inc., a Delaware corporation (the “Company”) and a wholly-owned subsidiary of Booz Allen Hamilton Holding Corporation, a Delaware corporation (the “Parent Guarantor”), issued $650,000,000 aggregate principal amount of its 5.950% Senior Notes due 2033 (the “Notes”).”

Booz Allen Hamilton Holding Corp entered into Indenture with U.S. Bank Trust Company, National Association valued at $650,000,000 aggregate principal amount (effective 2023-08-04).

“On August 4, 2023, Booz Allen Hamilton Inc., a Delaware corporation (the “Company”) and a wholly-owned subsidiary of Booz Allen Hamilton Holding Corporation, a Delaware corporation (the “Parent Guarantor”), issued $650,000,000 aggregate principal amount of its 5.950% Senior Notes due 2033 (the “Notes”). The Notes were issued pursuant to an Indenture, dated as of August 4, 2023 (the “Base Indenture”), among the Company, the Parent Guarantor and U.S. Bank Trust Company, National Association, as trustee, as supplemented by the First Supplemental Indenture, dated as of August 4, 2023, (the “Supplemental Indenture” and, together with the Base Indenture, the “Indenture”).”

Booz Allen Hamilton Holding Corp: Amended and restated bylaws adopted with changes to stockholder meeting notice, proxies, voting lists, adjournment, stockholder proposals, and board meeting notice (effective 2023-07-26).

“Additionally, on and as effective of July 26, 2023, the Company adopted the amended and restated bylaws (the “Amended and Restated Bylaws”).”

Booz Allen Hamilton Holding Corp: Seventh amended and restated certificate of incorporation approved to limit officer liability and remove obsolete director class provisions (effective 2023-07-26).

“On July 26, 2023 at the Annual Meeting, the holders of the Company’s Class A common stock approved the adoption of the seventh amended and restated certificate of incorporation (the “Amended and Restated Certificate of Incorporation”) to limit the liability of certain officers of the Company in specific circumstances as permitted by recent amendments to Delaware law and to remove obsolete provisions related to classes of directors.”

Booz Allen Hamilton Holding Corp shareholders approved The approval of the 2023 Equity Incentive Plan. at the 2023-07-26 meeting.

“Proposal 6: The approval of the 2023 Equity Incentive Plan. For 105,286,032 Against 2,645,356 Abstained 90,242 Broker Non-Votes 7,798,839”

Booz Allen Hamilton Holding Corp shareholders approved The approval of the adoption of the Seventh Amended and Restated Certificate of Incorporation to, among other things, limit the liability of certain officers of the Company as permitted by recent amendments to Delaware law. at the 2023-07-26 meeting.

“Proposal 5: The approval of the adoption of the Seventh Amended and Restated Certificate of Incorporation to, among other things, limit the liability of certain officers of the Company as permitted by recent amendments to Delaware law. For 88,827,286 Against 19,146,321 Abstained 48,023 Broker Non-Votes 7,798,839”

Booz Allen Hamilton Holding Corp shareholders approved A non-binding advisory vote on the frequency of future advisory votes on the compensation of the Company's named executive officers. at the 2023-07-26 meeting.

“Proposal 4: A non-binding advisory vote on the frequency of future advisory votes on the compensation of the Company's named executive officers. One Year 106,331,662 Two Years 29,370 Three Years 1,626,507 Abstained 34,091 Broker Non-Votes 7,798,839”

Booz Allen Hamilton Holding Corp shareholders approved A non-binding advisory vote on the compensation program for the Company's named executive officers, as disclosed in the Compensation Discussion and Analysis section of the Proxy Statement. at the 2023-07-26 meeting.

“Proposal 3: A non-binding advisory vote on the compensation program for the Company's named executive officers, as disclosed in the Compensation Discussion and Analysis section of the Proxy Statement. For 104,762,432 Against 3,160,587 Abstained 98,611 Broker Non-Votes 7,798,839”

Booz Allen Hamilton Holding Corp shareholders approved The ratification of the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for fiscal year 2024. at the 2023-07-26 meeting.

“Proposal 2: The ratification of the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for fiscal year 2024. For 113,292,851 Against 2,496,689 Abstained 30,929”

Booz Allen Hamilton Holding Corp shareholders approved Election of Directors at the 2023-07-26 meeting.

“Proposal 1: Election of Directors Nominees Votes For Votes Against Votes Abstained Broker Non-Votes Ralph W. Shrader 103,477,036 4,509,184 35,410 7,798,839 Horacio D. Rozanski 107,186,804 801,673 33,153 7,798,839 Joan Lordi C. Amble 106,146,607 1,829,291 45,732 7,798,839 Melody C. Barnes 107,352,024 627,630 41,976 7,798,839 Michèle A. Flournoy 106,414,185 1,562,003 45,442 7,798,839 Mark Gaumond 104,603,341 3,374,008 44,281 7,798,839 Ellen Jewett 107,791,034 187,032 43,564 7,798,839 Arthur E. Johnson 105,207,196 2,764,975 49,459 7,798,839 Gretchen W. McClain 106,853,022 1,126,683 41,925 7,798,839 Rory P. Read 107,885,295 89,991 46,344 7,798,839 Charles O. Rossotti 104,307,268 3,672,344 42,018 7,798,839”

Booz Allen Hamilton Holding Corp entered into Settlement Agreement with the United States of America, acting through the United States Department of Justice (the “DOJ”) and on behalf of the Defense Contract Management Agency (collectively, the “United States”) valued at $377.5 million (effective 2023-07-21).

“On July 21, 2023, Booz Allen Hamilton Holding Corporation (the “Company”) entered into a Settlement Agreement (the “Settlement Agreement”) with the United States of America, acting through the United States Department of Justice (the “DOJ”) and on behalf of the Defense Contract Management Agency (collectively, the “United States”), to resolve the previously disclosed civil investigation related to certain elements of the Company's cost accounting and indirect cost charging practices from April 1, 2011 through March 31, 2021 (the “Covered Conduct ”). Under the terms of the Settlement Agreement, the Company has agreed to pay to the United States $377.5 million (the “Settlement Amount”), which the Company expects to pay with cash on hand and by drawing on its revolving credit facility.”

Booz Allen Hamilton Holding Corp reported the fiscal year ended March 31, 2023 results: revenue $9.3 billion, net income $271.2 million, EPS $2.03.

“Organic Revenue Growth1, Record Headcount Growth, and Strong Backlog + Annual Revenue Increase of 10.7 percent over the Prior Year Period to $9.3 billion, 9.0 percent Organic Revenue Growth1, and Revenue, Excluding Billable Expenses2 Growth of 9.5 percent + Annual Diluted Earnings Per Share of $2.03 and Adjusted Diluted Earnings Pe”

Booz Allen Hamilton Holding Corp updated its third quarter of fiscal year 2023 guidance (raised).

“On January 27, 2023 , Booz Allen Hamilton Holding Corporation (the “Company”) issued a press release announcing its results of operations for the fiscal quarter ended December 31, 2022.”

Rory P. Read was appointed as Director at Booz Allen Hamilton Holding Corp.

“On January 18, 2023, the Board appointed Rory P. Read as a new member of the Board, effective January 18, 2023”

Booz Allen Hamilton Holding Corp reported the fiscal quarter ended September 30, 2022 results: revenue $2.3 billion, net income $170.8 million, EPS $1.28 per diluted share. Guidance raised.

“Organic Growth + Company Raises Full-Year Guidance at the Top and Bottom Lines + Quarterly Revenue Increase of 9.2 percent over the Prior Year Period to $2.3 billion, and Revenue, Excluding Billable Expenses1 Growth of 10.1 percent + Quarterly Diluted Earnings Per Share of $1.28 and Adjusted Diluted Earnings Per Share1 of $1.34 +”

Matthew A. Calderone was appointed as Executive Vice President and Chief Financial Officer at Booz Allen Hamilton Holding Corp.

“On September 12, 2022 the Company appointed Matthew A. Calderone to the position of Executive Vice President and Chief Financial Officer (Principal Financial Officer), effective as of October 1, 2022.”

Lloyd W. Howell, Jr. retired as Chief Financial Officer at Booz Allen Hamilton Holding Corp.

“Lloyd W. Howell, Jr., the Chief Financial Officer (Principal Financial Officer) of Booz Allen Hamilton Holding Corporation (the "Company"), informed the Company of his intention to retire at the end of the calendar year.”