Leonardo DRS, Inc. — fact timeline

Leonardo DRS, Inc. shareholders approved Ratification of Appointment of Ernst & Young LLP as the Company’s Independent Registered Public Accounting Firm for the fiscal year ending December 31, 2026 at the 2026-05-14 meeting.

“Ratification of Appointment of Ernst & Young LLP as the Company’s Independent Registered Public Accounting Firm for the fiscal year ending December 31, 2026 255,915,526 57,972 32,759 0”

Leonardo DRS, Inc. shareholders approved Advisory Resolution Regarding Compensation of the Company’s NEOs at the 2026-05-14 meeting.

“Shares Voted For Shares Voted Against Abstentions Broker Non-Votes Advisory Resolution Regarding Compensation of the Company’s NEOs 249,961,000 246,614 87,846 5,710,797”

Leonardo DRS, Inc. shareholders approved Election of Directors at the 2026-05-14 meeting.

“Election of Directors Shares Voted For Shares Voted Against Withheld Broker Non-Votes Frances F. Townsend 249,645,446 N/A 650,014 5,710,797 Gail S. Baker 249,983,388 N/A 312,072 5,710,797 John A. Baylouny 250,199,261 N/A 96,199 5,710,797 Dr. Louis R. Brothers 250,007,405 N/A 288,055 5,710,797 General George W. Casey, Jr. 250,005,085 N/A 290,375 5,710,797 Mary E. Gallagher 249,969,944 N/A 325,516 5,710,797 Reuben Jeffery III 250,193,834 N/A 101,626 5,710,797 Kenneth J. Krieg 247,306,328 N/A 2,989,132 5,710,797 Eric C. Salzman 249,916,267 N/A 379,193 5,710,797”

Leonardo DRS, Inc. reported first quarter ended March 31, 2026 results: revenue $846 million, net income $62 million, EPS $0.23. Guidance raised.

“Leonardo DRS Announces Financial Results for First Quarter 2026 • Revenue: $846 million, up 6% year-over-year • Net Earnings: $62 million, up 24% year-over-year • Adjusted EBITDA: $105 million, up 28% year-over-year • Diluted EPS: $0.23, up 21% year-over-year • Adjusted Diluted EPS: $0.26, up 30% year-over-year • Bookings: $885 million (book-to-bill ratio of 1.0x) • Funded Backlog: $4.7 billion, up 8% year-over-year • Raises 2026 guidance across key metrics”

Leonardo DRS, Inc. incurred revolving credit of $500 million with JPMorgan Chase Bank, N.A. at Term SOFR plus 1.250% to 1.625% maturing five years.

“The Credit Agreement provides for a five-year senior unsecured $500 million revolving credit facility”

Leonardo DRS, Inc. terminated Old Credit Agreement with Bank of America, N.A., as administrative agent, Swing Line Lender and L/C Issuer, the Guarantors, and the other lenders party thereto (effective 2026-01-28).

“the Company terminated its existing credit agreement, dated as of November 29, 2022, with Bank of America, N.A., as administrative agent, Swing Line Lender and L/C Issuer, the Guarantors, and the other lenders party thereto (the “Old Credit Agreement”).”

Leonardo DRS, Inc. entered into Credit Agreement with JPMorgan Chase Bank, N.A., as Administrative Agent and Swing Line Lender, and the other lenders party thereto valued at $500 million (effective 2026-01-28).

“On January 28, 2026, Leonardo DRS, Inc., a Delaware corporation (the “Company”), and certain direct and indirect U.S. subsidiaries of the Company (the “Guarantors”) entered into a credit agreement (the “Credit Agreement”) by and among the Company, as borrower, the Guarantors, JPMorgan Chase Bank, N.A. (“JPMorgan”), as Administrative Agent and Swing Line Lender, and the other lenders party thereto.”

Leonardo DRS, Inc.: Amended and restated bylaws to remove a 'pop-up' supermajority requirement to amend, alter, or repeal the bylaws, consistent with the charter amendment (effective 2025-06-05).

“The Bylaws were amended and restated to remove a “pop-up” supermajority requirement to amend, alter, or repeal the Bylaws consistent with the provisions in the Amendment.”

Leonardo DRS, Inc.: Removed certain 'pop-up' supermajority voting requirements in Article Twelfth of the Amended and Restated Certificate of Incorporation, changing approval thresholds from 66 2/3% to a majority vote for certain amendments (effective 2025-06-05).

“The Amendment calls for the elimination of requirements in Article Twelfth that currently provide that under certain circumstances, certain provisions of the Charter may only be altered, amended, or repealed and any provisions inconsistent therewith be adopted or added if such alteration, amendment, repeal, adoption or addition is approved by 66 2⁄3% of the voting power of the outstanding common stock then entitled to vote at any annual meeting or special meeting of stockholders.”

Leonardo DRS, Inc. shareholders approved Approval of the Amendment and Restatement of the Leonardo DRS, Inc. 2022 Omnibus Equity Compensation Plan at the 2024-05-15 meeting.

“Approval of the Amendment and Restatement of the Leonardo DRS, Inc. 2022 Omnibus Equity Compensation Plan 250,467,618 861,989 87,959 3,912,857”

Leonardo DRS, Inc. shareholders approved Approval of the Leonardo DRS, Inc. Employee Stock Purchase Plan at the 2024-05-15 meeting.

“Approval of the Leonardo DRS, Inc. Employee Stock Purchase Plan 251,319,881 69,247 28,438 3,912,857”

Leonardo DRS, Inc. shareholders approved Ratification of Appointment of Ernst & Young LLP as the Company’s Independent Registered Public Accounting Firm for the fiscal year ending December 31, 2024 at the 2024-05-15 meeting.

“Ratification of Appointment of Ernst & Young LLP as the Company’s Independent Registered Public Accounting Firm for the fiscal year ending December 31, 2024 255,204,772 67,207 58,444 N/A”

Leonardo DRS, Inc. shareholders approved Advisory Resolution Regarding Compensation of the Company’s NEOs at the 2024-05-15 meeting.

“Advisory Resolution Regarding Compensation of the Company’s NEOs 250,541,067 755,296 121,203 3,912,857”

Leonardo DRS, Inc. shareholders approved Election of Directors at the 2024-05-15 meeting.

“Election of Directors Shares Voted For Shares Voted Against Withheld Broker Non-Votes William J. Lynn III 249,843,624 N/A 1,573,942 3,912,857 Frances F. Townsend 249,969,986 N/A 1,447,580 3,912,857 Gail S. Baker 250,761,350 N/A 656,216 3,912,857 Dr. Louis R. Brothers 250,768,672 N/A 648,894 3,912,857 David W. Carey 249,336,972 N/A 2,080,594 3,912,857 General George W. Casey, Jr. 250,763,399 N/A 654,167 3,912,857 Mary E. Gallagher 250,765,518 N/A 652,048 3,912,857 Kenneth J. Krieg 236,280,607 N/A 15,136,959 3,912,857 Eric Salzman 250,051,465 N/A 1,366,101 3,912,857”

Leonardo DRS, Inc. reported first quarter ended March 31, 2024 results: revenue $688 million, net income $29 million, EPS $0.11. Guidance reaffirmed.

“Leonardo DRS Announces Financial Results for First Quarter 2024 • Revenue: $688 million, up 21% year-over-year • Net Earnings: $29 million, up 142% year-over-year • Adjusted EBITDA: $70 million, up 43% year-over-year • Diluted EPS: $0.11, up 120% year-over-year • Adjusted Diluted EPS: $0.14, up 100% year-over-year • Bookings: $815 million (book-to-bill ratio of 1.2x) • Backlog: $7.8 billion, up 84% year-over-year • Confirms solid 2024 guidance”

Leonardo DRS, Inc. updated its 2024 - 2026 guidance (initiated).

“Initiation of a strong three-year framework (2024 - 2026) for revenue, adjusted EBITDA and free cash flow”

Leonardo DRS, Inc. updated its guidance (reaffirmed).

“On March 14, 2024, Leonardo DRS, Inc. (the "Company") issued a news release reporting, among other things, the reaffirmation of its financial guidance previously issued on February 27, 2024, the initiation of a three year framework for revenue, adjusted EBITDA and free cash flow as well as information related to targeted capital deployment.”

Leonardo DRS, Inc. reported fourth quarter and full year ended December 31, 2023 results: revenue $926 million for the fourth quarter and $2.8 billion for the year, net income $74 million for the fourth quarter and $168 million for the year, EPS $0.28 for the fourth quarter and $0.64 for the year. Guidance initiated.

“considered “filed” or incorporated by reference therein. --- EX-99.1 (EX-99.1) --- Leonardo DRS Announces Financial Results for Fourth Quarter and Full Year 2023 • Revenue: $926 million for the fourth quarter and $2.8 billion for the year • Net Earnings: $74 million for the fourth quarter and $168 million for the year • Adjusted EBITDA: $131 million for the”

General George W. Casey was appointed as proxy holder director at Leonardo DRS, Inc..

“extended the term of, and reappointed, General George W. Casey (Ret.) as a proxy holder director to the Board.”

Leonardo DRS, Inc. reported third quarter ended September 30, 2023 results: revenue $703 million, net income $47 million, EPS $0.18. Guidance raised.

“is to be considered “filed” or incorporated by reference therein. --- EX-99.1 (EX-99.1) --- Leonardo DRS Announces Financial Results for Third Quarter 2023 • Revenue: $703 million • Net Earnings: $47 million • Adjusted EBITDA: $82 million • Diluted EPS: $0.18 • Adjusted Diluted EPS: $0.20 • Bookings: $1.1 billion (book-to-bill ratio of 1.5x) • Backlog:”

Leonardo DRS, Inc. reported Q2 2023 results: revenue $628 million, net income $35 million, EPS $0.13.

“Leonardo DRS Announces Financial Results for Second Quarter 2023 • Revenue: $628 million • Net Earnings: $35 million • Adjusted EBITDA: $62 million • Diluted EPS: $0.13”

Leonardo DRS, Inc. reported financial results for the half year ended June 30, 2023.

“On July 28, 2023, Leonardo DRS, Inc.’s (the “Company”) majority stockholder, Leonardo S.p.A., an Italian società per azioni, listed on the Milan Stock Exchange (“Leonardo S.p.A”), of which the Company is a consolidated subsidiary, issued a press release announcing its consolidated financial results for the half year ended June 30, 2023”

Leonardo DRS, Inc.: Amendment to the Company's Amended and Restated Certificate of Incorporation to delete Article Eighth and insert a new Article Eighth eliminating or limiting monetary liability of specified executive officers for breach of the duty of care, consistent with Section 102(b)(7) of DGCL (effective 2023-06-06).

“On June 1, 2023, the stockholders of Leonardo DRS, Inc. (“Leonardo DRS” or the "Company”) voted at the 2023 Annual Meeting of Stockholders (the “Annual Meeting”) to approve an amendment to the Company’s Amended and Restated Certificate of Incorporation (the “Charter”) to delete Article Eighth in its entirety and insert in its place a new Article Eighth. The amendment provides for the elimination or limitation of monetary liability of specified executive officers of the Company for breach of the duty of care, consistent with the recent amendment to Section 102(b)(7) of the Delaware General Corporation Law. The amendments to the Charter took effect upon the filing of a Certificate of Amendment to the Company’s Charter with the Secretary of State of the State of Delaware (the “Amendment”) on June 6, 2023.”

Leonardo DRS, Inc. shareholders approved Approval of Amendment to the Company’s Charter to Reflect New DGCL Provisions Regarding Officer Exculpation.

“Approval of Amendment to the Company’s Charter to Reflect New DGCL Provisions Regarding Officer Exculpation 218,527,817 26,152,193 100,053 5,633,439”

Leonardo DRS, Inc. shareholders approved Ratification of Appointment of Ernst & Young LLP as the Company’s Independent Registered Public Accounting Firm for the fiscal year ending December 31, 2023 at the 2023-12-31 meeting.

“Ratification of Appointment of Ernst & Young LLP as the Company’s Independent Registered Public Accounting Firm for the fiscal year ending December 31, 2023 250,290,169 28,770 94,563 N/A”

Leonardo DRS, Inc. shareholders approved Advisory Resolution Regarding Compensation of the Company’s NEOs.

“Advisory Resolution Regarding Compensation of the Company’s NEOs 240,756,219 3,875,891 147,953 5,633,439”

Leonardo DRS, Inc. shareholders approved Advisory Proposal Regarding the Frequency of Stockholder Advisory Vote on the Compensation of the Company’s Named Executive Officers.

“Shares Voted for One-Year Shares Voted for Two-Years Shares Voted for Three-Years Abstentions Broker Non-Votes Advisory Proposal Regarding the Frequency of Stockholder Advisory Vote on the Compensation of the Company’s Named Executive Officers (“NEOs”) 243,324,787 530,657 859,319 65,300 5,633,439”

Leonardo DRS, Inc. shareholders approved Election of Directors.

“Election of Directors Shares Voted For Shares Voted Against Withheld Broker Non-Votes William J. Lynn III 242,173,409 N/A 2,606,654 5,633,439 Frances F. Townsend 243,635,062 N/A 1,145,001 5,633,439 Gail Baker 244,450,483 N/A 329,580 5,633,439 Dr. Louis R. Brothers 244,465,263 N/A 314,800 5,633,439 David W. Carey 243,511,347 N/A 1,268,716 5,633,439 General George W. Casey, Jr. 244,450,366 N/A 329,697 5,633,439 Mary E. Gallagher 244,448,711 N/A 331,352 5,633,439 Kenneth J. Krieg 233,365,928 N/A 11,414,135 5,633,439 Eric Salzman 236,462,745 N/A 8,317,318 5,633,439”

Leonardo DRS, Inc. reported first quarter ended March 31, 2023 results: revenue $569 million, net income $12 million, EPS $0.05. Guidance reaffirmed.

“Leonardo DRS Announces Financial Results for First Quarter 2023 • Revenue: $569 million • Net Earnings: $12 million • Adjusted EBITDA: $49 million • Diluted EPS: $0.05 • Adjusted Diluted EPS: $0.07 • Bookings: $749 million (book-to-bill ratio of 1.3x) • Backlog: $4.3 billion • Reaffirms 2023 guidance”

Leonardo DRS, Inc. reported Full Year 2022 results: revenue $2.7 billion, net income $405 million, EPS $1.88. Guidance initiated.

“Leonardo DRS Announces Financial Results for Fourth Quarter and Fiscal Year 2022 • Revenue: $820 million for the fourth quarter and $2.7 billion for the year • Net Earnings: $65 million for the fourth quarter and $405 million for the year • Adjusted EBITDA: $120 million for the fourth quarter and $318 million for the year • Diluted EPS: $0.28 for the fourth quarter and $1.88 for the year • Adjusted Diluted EPS: $0.35 for the fourth quarter and $0.83 for the year • Bookings: $852 million for the fourth quarter and $3.2 billion for the year (book-to-bill ratio of 1.2) • Backlog: A record $4.3 billion, up 49% as result of a multi-boat Columbia Class electric power and propulsion contract • Initiates solid 2023 guidance”

Leonardo DRS, Inc. reported Fourth Quarter 2022 results: revenue $820 million, net income $65 million, EPS $0.28. Guidance initiated.

“Leonardo DRS Announces Financial Results for Fourth Quarter and Fiscal Year 2022 • Revenue: $820 million for the fourth quarter and $2.7 billion for the year • Net Earnings: $65 million for the fourth quarter and $405 million for the year • Adjusted EBITDA: $120 million for the fourth quarter and $318 million for the year • Diluted EPS: $0.28 for the fourth quarter and $1.88 for the year • Adjusted Diluted EPS: $0.35 for the fourth quarter and $0.83 for the year • Bookings: $852 million for the fourth quarter and $3.2 billion for the year (book-to-bill ratio of 1.2) • Backlog: A record $4.3 billion, up 49% as result of a multi-boat Columbia Class electric power and propulsion contract • Initiates solid 2023 guidance”

Leonardo DRS, Inc. reported financial results for the year ended December 31, 2022.

“On March 9, 2023, Leonardo DRS, Inc.'s (the “Company”) majority stockholder, Leonardo S.p.A., an Italian società per azioni, listed on the Milan Stock Exchange, (“Leonardo S.p.A”), of which the Company is a consolidated subsidiary, issued a press release announcing consolidated financial results for the year ended December 31, 2022 (the "Press Release”), which is attached hereto as Exhibit 99.1, as well as its Integrated Annual Report for the year ended December 31, 2023 (the “Annual Report”) which is attached hereto as Exhibit 99.2.”

Frances F. Townsend was appointed as Lead Outside Director at Leonardo DRS, Inc..

“Concurrently, effective January 1, 2023, the Board appointed Ms. Frances F. Townsend to serve as Lead Outside Director of the Board until earlier resignation or removal, replacing Mr. Carey in such function.”

Peter A. Marino departed as proxy holder director at Leonardo DRS, Inc..

“whose term is due to expire on December 31, 2022 at which point he will cease to be a proxy holder director”

Louis R. Brothers was appointed as proxy holder director at Leonardo DRS, Inc..

“appointed Dr. Louis R. Brothers, each as a proxy holder director to the Board of Directors of the Company”

David W. Carey changed role as Lead Outside Director at Leonardo DRS, Inc..

“Concurrently, effective January 1, 2023, the Board appointed Ms. Frances F. Townsend to serve as Lead Outside Director of the Board until earlier resignation or removal, replacing Mr. Carey in such function.”

Leonardo DRS, Inc. entered into Credit Agreement with Bank of America, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer, and the other lenders party thereto valued at $225 million term loan A facility and $275 million revolving credit facility (effective 2022-11-29).

“On November 29, 2022, Leonardo DRS, Inc. a Delaware corporation ("the Company ") and certain direct and indirect U.S. subsidiaries of the Company (the " Guarantors ") entered into a credit agreement (the " Credit Agreement ") by and among the Company, as borrower, the Guarantors, Bank of America, N.A. (" Bank of America "), as Administrative Agent, Swing Line Lender and L/C Issuer, and the other lenders party thereto.”

Leonardo DRS, Inc.: Company amended and restated its bylaws to permit appointment of non-proxy holder directors to the Nominating and Governance Committee (effective 2022-11-23).

“On November 23, 2022, and prior to the effective time of the Merger, the Company Board also amended and restated its amended and restated bylaws (as amended and restated, the “ Bylaws ”) to, among other things, permit the appointment of non-proxy holder directors to the Nominating and Governance Committee of the Board.”

Leonardo DRS, Inc.: Company filed an Amended and Restated Certificate of Incorporation to effect a stock split and increase authorized common shares from 300,000,000 to 350,000,000 (effective 2022-11-23).

“On November 23, 2022, the Company filed an Amended and Restated Certificate of Incorporation (the “ A&R Certificate of Incorporation ”) with the Secretary of State of the State of Delaware to amend and restate the Company’s Certificate of Incorporation, as amended, restated or amended and restated from time to time, to effect the Stock Split and increase the authorized shares of Company Common Stock from 300,000,000 to 350,000,000.”

Leonardo DRS, Inc. entered into Cooperation Agreement with US Holding and Company TopCo valued at Grants Company TopCo consent, access and cooperation rights; grants US Holding consent rights over s (effective 2022-11-28).

“Cooperation Agreement At the Effective Time, the Company, US Holding and Company TopCo entered into a cooperation agreement (the “ Cooperation Agreement ”) pursuant to which, among other things, (a) Company TopCo has certain consent, access and cooperation rights, (b) US Holding has certain consent rights with respect to actions taken by the Company and its subsidiaries, including with respect to the creation or issuance of any new classes or series of stock (subject to customary exceptions), listing or delisting from any securities exchange, and making material changes to the Company’s accounting policies and changing the Company’s auditor, and (c) neither US Holding nor Company TopCo has the ability to transfer any Company voting securities for a period of six months following the Effective Time, except in connection with a change in control of the Company or for transfers to affiliates.”

Leonardo DRS, Inc. entered into Registration Rights Agreement with Leonardo S.p.A. (Company TopCo) and Leonardo US Holding, LLC (US Holding) valued at Provides Company TopCo and its affiliates with customary demand, shelf and piggy-back registration r (effective 2022-11-28).

“Registration Rights Agreement At the Effective Time, the Company entered into a registration rights agreement (the “ Registration Rights Agreement ”) with Leonardo S.p.A, (“ Company TopCo ”) and Leonardo US Holding, LLC (“ US Holding ”), which, among other things, provides Company TopCo and its affiliated entities with customary demand, shelf and piggy-back registration rights to facilitate a public offering of the Company Common Stock held by US Holding.”

Eric C. Salzman was appointed as Director at Leonardo DRS, Inc..

“New Director Appointment In accordance with the terms of the Merger Agreement, the Company and RADA mutually agreed to appoint Eric C. Salzman”

Philip A. Odeen departed as proxy holder director at Leonardo DRS, Inc..

“Effective July 31, 2022, Mr. Philip A. Odeen’s term as a proxy holder director of the Board of Directors of Leonardo DRS, Inc. (the “Company”), expired.”

Philip A. Odeen was appointed as proxy holder director at Leonardo DRS, Inc..

“extended the term of, and reappointed, Philip A. Odeen as a proxy holder director to the Board. The appointment is effective July 1, 2022, subject to approval by the Defense Counterintelligence and Security Agency.”