Leidos Holdings, Inc. — fact timeline

Leidos Holdings, Inc. shareholders approved Approval of the 2026 Employee Stock Purchase Plan at the 2026-05-01 meeting.

“The proposal to approve the 2026 Employee Stock Purchase Plan was approved based upon the following votes: Votes for approval 93,480,480 Votes against 378,610 Abstentions 260,433 Broker non-votes 10,494,880”

Leidos Holdings, Inc. shareholders approved Approval of the 2026 Omnibus Incentive Plan at the 2026-05-01 meeting.

“The proposal to approve the 2026 Omnibus Incentive Plan was approved based upon the following votes: Votes for approval 90,310,588 Votes against 3,322,318 Abstentions 486,617 Broker non-votes 10,494,880”

Leidos Holdings, Inc. shareholders approved Ratification of appointment of Deloitte & Touche LLP as independent registered public accounting firm at the 2026-05-01 meeting.

“The proposal to ratify the appointment of Deloitte & Touche LLP as the Company's independent registered public accounting firm for the fiscal year ending January 1, 2027, was approved based upon the following votes: Votes for approval 97,307,718 Votes against 7,074,729 Abstentions 231,956 Broker non-votes N/A”

Leidos Holdings, Inc. shareholders approved The proposal to approve, on a non-binding, advisory basis, the compensation of the Company's named executive officers as disclosed in the Company's Proxy Statement at the 2026-05-01 meeting.

“The proposal to approve, on a non-binding, advisory basis, the compensation of the Company's named executive officers as disclosed in the Company's Proxy Statement was approved based upon the following votes: Votes for approval 88,904,849 Votes against 4,449,801 Abstentions 764,873 Broker non-votes 10,494,880”

Leidos Holdings, Inc. shareholders approved Election of directors at the 2026-05-01 meeting.

“The nominees for election to the Company's Board set forth in Proposal 1 to the Company’s Proxy Statement, were elected, each for a one-year term, based upon the following votes: Nominee For Against Abstentions Broker Non-Votes Thomas A. Bell 92,671,357 1,216,775 231,391 10,494,880 Gregory R. Dahlberg 91,801,057 1,932,716 385,750 10,494,880 David G. Fubini 89,026,842 4,737,376 355,305 10,494,880 Noel B. Geer 90,094,311 3,675,875 349,337 10,494,880 Tina W. Jonas 91,579,107 2,290,039 250,376 10,494,880 Harry M. J. Kraemer, Jr. 90,309,819 3,499,434 310,269 10,494,880 Gary S. May 90,524,899 3,239,893 354,731 10,494,880 Nancy A. Norton 91,823,309 2,050,181 246,033 10,494,880 Patrick M. Shanahan 92,225,068 1,538,565 355,890 10,494,880 Robert S. Shapard 82,238,171 11,532,656 348,696 10,494,880”

Leidos Holdings, Inc. reported first fiscal quarter ended April 3, 2026 results: revenue $4.4 billion, net income $335 million, EPS $2.56 per diluted share. Guidance raised.

“be expressly set forth by specific reference in such filing. --- EX-99.1 (EX-99.1) --- Leidos Posts Strong First Quarter Results and Raises Full-Year Guidance u Revenues of $4.4 billion, up 4% year-over-year u Net income of $335 million or $2.56 per diluted share u Adjusted EBITDA (non-GAAP) of $614 million and Adjusted EBITDA margin (non-GAAP) of 14.0% u”

Leidos Holdings, Inc. entered into Contribution and Equity Purchase Agreement with Altaris, LLC valued at Leidos Inc. contributes SES/IA Business to JV for 41.5% equity; AHP Entities contribute Analogic Hol (effective 2026-04-14).

“On April 14, 2026, Leidos, Inc. (“ Leidos Inc. ”), a Delaware corporation and a wholly-owned subsidiary of Leidos Holdings, Inc. (“ Leidos ”), entered into a Contribution and Equity Purchase Agreement (the “ Contribution Agreement ”), together with Leidos solely for certain limited purposes set forth therein, with certain affiliates of Altaris, LLC, a Delaware limited liability company (“ Altaris ,” and such affiliates, the “ AHP Entities ”), to form a new joint venture (the “ JV ”) combining the Security Enterprise Solutions and the Industrial Automation businesses of Leidos (together, the “ SES/IA Business ”) with Analogic Corporation (“ Analogic ”), a portfolio company of Altaris.”

Leidos Holdings, Inc. completed an acquisition involving KENE Holdings, L.P. for $2,400,000,000 in cash (closed 2026-03-27).

“On March 27, 2026, Leidos, Inc. (the “ Purchaser ”), a Delaware corporation and wholly-owned subsidiary of Leidos Holdings, Inc. (the “ Company ”), completed its acquisition of KENE Parent, Inc., a Delaware corporation (“ Entrust ”), pursuant to the terms of the previously announced Stock Purchase Agreement dated January 23, 2026 (the “ Purchase Agreement ”) by and among the Purchaser, KENE Holdings, L.P., a Delaware limited partnership (the “ Seller ”) and Entrust. Pursuant to the terms of the Purchase Agreement, the Purchaser purchased and acquired from the Seller, and the Seller sold, assigned, transferred, conveyed and delivered to the Purchaser, all of the issued and outstanding shares of capital stock of Entrust, free and clear of all liens, for $2,400,000,000 in cash, subject to customary adjustments set forth in the Purchase Agreement for Entrust’s cash, debt, transaction expenses and net working capital (the “ Transaction ”).”

Leidos Holdings, Inc. entered into October 2020 Indenture with Citibank, N.A. valued at $600 million aggregate principal amount of 4.100% senior notes due 2029 and $800 million aggregate p (effective 2026-03-02).

“On March 2, 2026, Leidos, Inc. (the “ Issuer ”), a direct wholly-owned subsidiary of Leidos Holdings, Inc. (“ Leidos ”), issued and sold $600 million aggregate principal amount of 4.100% senior notes due 2029 (the “ 2029 Notes ”) and $800 million aggregate principal amount of 5.000% senior notes due 2036 (the “ 2036 Notes ” and, collectively with the 2029 Notes, the “ Notes ” and, such offering, the “ Notes Offering ”).”

Leidos Holdings, Inc. incurred senior notes of $800 million aggregate principal amount of 5.000% senior notes due 2036 with Citibank, N.A. at 5.000% maturing March 15, 2036.

“On March 2, 2026, Leidos, Inc. (the “ Issuer ”), a direct wholly-owned subsidiary of Leidos Holdings, Inc. (“ Leidos ”), issued and sold $600 million aggregate principal amount of 4.100% senior notes due 2029 (the “ 2029 Notes ”) and $800 million aggregate principal amount of 5.000% senior notes due 2036 (the “ 2036 Notes ” and, collectively with the 2029 Notes, the “ Notes ” and, such offering, the “ Notes Offering ”).”

Leidos Holdings, Inc. incurred senior notes of $600 million aggregate principal amount of 4.100% senior notes due 2029 with Citibank, N.A. at 4.100% maturing March 15, 2029.

“On March 2, 2026, Leidos, Inc. (the “ Issuer ”), a direct wholly-owned subsidiary of Leidos Holdings, Inc. (“ Leidos ”), issued and sold $600 million aggregate principal amount of 4.100% senior notes due 2029 (the “ 2029 Notes ”)”

Leidos Holdings, Inc. amended credit facility of $1,500,000,000 with Citibank, N.A. maturing five years after the Restatement Effective Date.

“The Restatement Agreement amends and restates the Existing Credit Agreement to, among other things, (i) increase the aggregate commitments under the revolving credit facility from $1,000,000,000 to $1,500,000,000, (ii) extend the maturity date of the revolving credit facility to five years after the Restatement Effective Date, (iii) reduce the unused commitment fee to a range of 0.08% to 0.20% per annum (based on a ratings-based grid), rather than 0.09% to 0.25% per annum, and (iv) remove the 0.10% per annum credit spread adjustment previously applicable to borrowings under the revolving credit facility.”

Leidos Holdings, Inc. amended Amendment and Restatement Agreement with Citibank, N.A., as administrative agent (effective 2026-02-12).

“On February 12, 2026 (the “ Restatement Effective Date ”), Leidos Holdings, Inc. (“ Leidos ”), Leidos, Inc., a Delaware corporation and a wholly-owned subsidiary of Leidos, as borrower (the “ Borrower ”), and certain other wholly-owned domestic subsidiaries of Leidos, as guarantors (collectively, the “ Subsidiary Guarantors ” and, together with Leidos and the Borrower, collectively, the “ Loan Parties ”), entered into an Amendment and Restatement Agreement (the “ Restatement Agreement ”), which amended and restated that certain Credit Agreement dated as of March 10, 2023 (prior to giving effect to this amendment and restatement, the “ Existing Credit Agreement ”), among the Loan Parties, the lenders party thereto and Citibank, N.A., as administrative agent (as amended and restated pursuant to the Restatement Agreement, the “ Credit Agreement ”).”

Leidos Holdings, Inc. entered into Purchase Agreement with KENE Holdings, L.P. and KENE Parent, Inc. ("Entrust") valued at $2,400,000,000 (effective 2026-01-23).

“On January 23, 2026, Leidos, Inc. (the “ Purchaser ”), a Delaware corporation and wholly-owned subsidiary of Leidos Holdings, Inc. (“ Leidos ”), entered into a Stock Purchase Agreement (the “ Purchase Agreement ”) with KENE Holdings, L.P., a Delaware limited partnership (the “ Seller ”) and KENE Parent, Inc., a Delaware corporation (“ Entrust ”).”

Leidos Holdings, Inc.: Amended certificate of incorporation to clarify rights of stockholders to call a special meeting and limit officer liability (effective 2025-05-02).

“the Company's Board of Directors ("Board") approved amendments to the Company’s Amended and Restated Certificate of Incorporation to (a) clarify rights of stockholders to call a special meeting, and (b) limit liability of officers as permitted by law ("Amendments"), subject to stockholder approval at the Company's Annual Meeting of Stockholders held on May 2, 2025 ("Annual Meeting").”

Tina W. Jonas was elected as Director at Leidos Holdings, Inc..

“elected Tina W. Jonas as a Director of the Company, effective September 25, 2024”

Leidos Holdings, Inc. reported first fiscal quarter ended March 29, 2024 results: revenue $4.0 billion, net income $283 million, EPS $2.07 per diluted share. Guidance raised.

“be expressly set forth by specific reference in such filing. --- EX-99.1 (EX-99.1) --- Leidos Holdings, Inc. Reports First Quarter Fiscal Year 2024 Results • Revenues of $4.0 billion , up 7% year-over-year • Net income of $283 million or $2.07 per diluted share • Adjusted EBITDA (non-GAAP) of $490 million (12.3% margin) • Non-GAAP Dilut ed Earnings per Share”

Leidos Holdings, Inc. shareholders rejected Stockholder proposal regarding a special shareholder meeting improvement at the 2024-04-26 meeting.

“The stockholder proposal regarding a special shareholder meeting improvement was not approved based upon the following votes: Votes for approval 26,398,569 Votes against 78,599,578 Abstentions 799,096 Broker non-votes 8,166,497”

Leidos Holdings, Inc. shareholders approved Ratification of Deloitte & Touche LLP as independent auditor at the 2024-04-26 meeting.

“The proposal to ratify the appointment of Deloitte & Touche LLP as the Company's independent registered public accounting firm for the fiscal year ending January 3, 2025, was approved based upon the following votes: Votes for approval 108,913,803 Votes against 4,738,768 Abstentions 311,169 Broker non-votes N/A”

Leidos Holdings, Inc. shareholders approved Advisory vote on executive compensation at the 2024-04-26 meeting.

“The proposal to approve, on a non-binding, advisory basis, the compensation of the Company's named executive officers as disclosed in the Company's Proxy Statement was approved based upon the following votes: Votes for approval 100,842,733 Votes against 4,365,354 Abstentions 589,156 Broker non-votes 8,166,497”

Leidos Holdings, Inc. shareholders approved Election of twelve nominees to the Board of Directors for a one-year term at the 2024-04-26 meeting.

“The nominees for election to the Company's Board of Directors set forth in Item 1 to the Company’s Proxy Statement filed with the U.S. Securities and Exchange Commission on March 12, 2024 ("Proxy Statement"), were elected, each for a one-year term, based upon the following votes: Nominee For Against Abstentions Broker Non-Votes Thomas A. Bell 104,747,673 788,806 260,764 8,166,497 Gregory R. Dahlberg 101,169,552 4,244,103 383,588 8,166,497 David G. Fubini 100,465,435 5,011,834 319,974 8,166,497 Noel B. Geer 101,765,258 3,737,294 294,691 8,166,497 Robert C. Kovarik, Jr. 104,418,320 1,073,255 305,668 8,166,497 Harry M. J. Kraemer, Jr. 100,286,996 5,208,573 301,674 8,166,497 Gary S. May 104,844,119 668,164 284,960 8,166,497 Surya N. Mohapatra 104,703,365 771,866 322,012 8,166,497 Nancy A. Norton 105,208,523 334,188 254,532 8,166,497 Patrick M. Shanahan 99,403,373 6,081,176 312,695 8,166,497 Robert S. Shapard 97,783,790 7,710,762 302,691 8,166,497 Susan M. Stalnecker 104,886,504 653,233 257”

Leidos Holdings, Inc. reported fourth quarter and fiscal year ended December 29, 2023 results: revenue $4.0 billion for fourth quarter (up 8% year-over-year); $15.4 billion for the year (up 7% year-over-year), EPS $1.66 for fourth quarter (up 30% year-over-year); $1.44 for the year (down 71% year-over-year).

“not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐ FORM 8-K Item 2.02 Results of Operations and Financial Condition. On February 13, 2024, Leidos Holdings, Inc. (the "Company") issued a press release announcing its financial results for”

Daniel J. Antal was appointed as General Counsel and Corporate Secretary at Leidos Holdings, Inc..

“the Board of Directors of the Company appointed Daniel J. Antal as General Counsel and Corporate Secretary of the Company, effective April 1, 2024”

Jerald S. Howe, Jr. retired as General Counsel and Corporate Secretary at Leidos Holdings, Inc..

“Jerald S. Howe, Jr., will be leaving his role as the Company’s General Counsel and Corporate Secretary effective April 1, 2024”

Carly E. Kimball was appointed as Chief Performance Officer at Leidos Holdings, Inc..

“Carly E. Kimball will continue to serve as the Company's Chief Accounting Officer and Corporate Controller until the Effective Date, in addition to her new role as Chief Performance Officer, which will be effective January 1, 2024.”

Daniel A. Atkinson IV was appointed as Senior Vice President, Chief Accounting Officer and Corporate Controller at Leidos Holdings, Inc..

“appointed Daniel A. Atkinson IV, age 45, as the Company's Senior Vice President, Chief Accounting Officer and Corporate Controller, to be effective upon the filing of the Company's Annual Report on Form 10-K for the year ended December 29, 2023 (the " Effective Date ").”

Nancy Ann Norton was elected as Director at Leidos Holdings, Inc..

“elected Vice Admiral (Retired) Nancy Ann Norton as a Director of the Company, effective January 1, 2024.”

Carly E. Kimball was appointed as Executive Vice President, Chief Performance Officer at Leidos Holdings, Inc..

“On October 27, 2023, the Board of Directors of the Company appointed Carly E. Kimball as Executive Vice President, Chief Performance Officer, effective at the Effective Date.”

Gerard A. Fasano was appointed as Executive Vice President, Chief Growth Officer at Leidos Holdings, Inc..

“On October 27, 2023, the Board of Directors of Leidos Holdings, Inc. ("Company") appointed Gerard A. Fasano as Executive Vice President, Chief Growth Officer, effective January 1, 2024 ("Effective Date").”

Leidos Holdings, Inc. reported third fiscal quarter ended September 29, 2023 results: revenue $3.9 billion, net income $396 million, EPS $2.91 per diluted share. Guidance raised.

“Leidos Holdings, Inc. Reports Third Quarter Fiscal Year 2023 Results • Revenues of $3.9 billion, up 9% year-over-year • Net loss of $396 million or $2.91 per diluted share • Adjusted EBITDA of $451 million (11.5% margin) • Non-GAAP Diluted Earnings per Share of $2.03, up 28% year-over-year • Cash Flows from Operations of $795 million; Free Cash Flow of $745 million • Net Bookings of $7.9 billion (book-to-bill ratio of 2.0 for the quarter and 1.2 for trailing twelve months)”

Leidos Holdings, Inc. reported second fiscal quarter ended June 30, 2023 results: revenue $3.8 billion, net income $210 million, EPS $1.50.

“Leidos Holdings, Inc. Reports Second Quarter Fiscal Year 2023 Results • Revenues of $3.8 billion, up 7% year-over-year • Net Income of $210 million (5.5% margin); Adjusted EBITDA of $420 million (10.9% margin) • Diluted Earnings per Share of $1.50, or $1.80 on a non-GAAP basis”

Leidos Holdings, Inc. amended guarantee of $1,000,000,000 maturing up to 397 days from the date of issue.

“may be borrowed, repaid and re-borrowed from time to time, with the aggregate face or principal amount of the Notes outstanding under the Program at any time not to exceed $1,000,000,000. The Notes will have maturities of up to 397 days from the date of issue. The Notes will rank at least pari passu with all other unsecured and unsubordinated indebtedness of the”

Leidos Holdings, Inc. amended Commercial Paper Program with Various commercial paper dealers valued at Increased the size of the existing commercial paper program by $250 million to an aggregate face or (effective 2023-05-26).

“On May 26, 2023, Leidos, Inc. (the “ Issuer ”), a wholly-owned subsidiary of Leidos Holdings, Inc. (the “ Guarantor ”), increased the size of its existing commercial paper program (the “ Program ”), originally entered into on July 12, 2021, by $250 million, pursuant to which it may issue short-term, unsecured commercial paper notes (the “ Notes ”), the payment of which have been unconditionally guaranteed by the Guarantor, under the exemption from registration contained in Section 4(a)(2) of the Securities Act of 1933, as amended (the “ Securities Act ”).”

Leidos Holdings, Inc. shareholders rejected Stockholder proposal regarding an independent board chair at the 2023-04-28 meeting.

“The stockholder proposal regarding an independent board chair was not approved based upon the following votes:”

Leidos Holdings, Inc. shareholders rejected Stockholder proposal regarding a report on political expenditures congruence at the 2023-04-28 meeting.

“The stockholder proposal regarding a report on political expenditures congruence was not approved based upon the following votes:”

Leidos Holdings, Inc. shareholders approved Ratification of Deloitte & Touche LLP as independent registered public accounting firm for fiscal year ending December 29, 2023 at the 2023-04-28 meeting.

“The proposal to ratify the appointment of Deloitte & Touche LLP as the Company's independent registered public accounting firm for the fiscal year ending December 29, 2023, was approved based upon the following votes:”

Leidos Holdings, Inc. shareholders approved Frequency of future advisory votes on executive compensation at the 2023-04-28 meeting.

“The proposal on the frequency of future advisory votes to approve the compensation of the Company's named executive officers received the following votes: For One Year 104,383,618 For Two Years 287,371 For Three Years 2,635,140 Abstentions 265,275 Broker non-votes 8,178,891”

Leidos Holdings, Inc. shareholders approved Advisory vote to approve named executive officer compensation at the 2023-04-28 meeting.

“The proposal to approve, on a non-binding, advisory basis, the compensation of the Company's named executive officers as disclosed in the Company's Proxy Statement was approved based upon the following votes:”

Leidos Holdings, Inc. shareholders approved Election of the nominees for a one-year term to the Company's Board of Directors at the 2023-04-28 meeting.

“The nominees for election to the Company's Board of Directors set forth in Item 1 to the Company’s Proxy Statement filed with the U.S. Securities and Exchange Commission on March 15, 2023 ("Proxy Statement"), were elected, each for a one-year term, based upon the following votes:”

Leidos Holdings, Inc. reported first fiscal quarter ended March 31, 2023 results: revenue Revenues of $3.7 billion, net income Net Income of $164 million, EPS Diluted Earnings per Share of $1.17. Guidance reaffirmed.

“Leidos Holdings, Inc. Reports First Quarter Fiscal Year 2023 Results • Revenues of $3.7 billion, up 6% year-over-year • Net Income of $164 million; Adjusted EBITDA of $346 million • Diluted Earnings per Share of $1.17 , or $1.47 on a non-GAAP basis • Net Bookings of $3.0 billion (book-to-bill ratio of 0.8)”

Roger A. Krone departed as Chairman at Leidos Holdings, Inc..

“As previously disclosed by the Company on February 27, 2023, Roger A. Krone will retire as the Company’s Chief Executive Officer on May 3, 2023 and as Chairman at the time of the Company’s 2023 annual meeting of stockholders.”

Roger A. Krone departed as Chief Executive Officer at Leidos Holdings, Inc..

“As previously disclosed by the Company on February 27, 2023, Roger A. Krone will retire as the Company’s Chief Executive Officer on May 3, 2023 and as Chairman at the time of the Company’s 2023 annual meeting of stockholders.”

Leidos Holdings, Inc. terminated Terminated Credit Agreement with Citibank, N.A., as administrative agent (effective 2023-03-10).

“On the Closing Date, the Borrower repaid in full all indebtedness, and terminated all commitments, under, and discharged and released all guarantees in connection with the Terminated Credit Agreement.”

Leidos Holdings, Inc. entered into Credit Agreement with Citibank, N.A., as administrative agent valued at $1,000,000,000 (effective 2023-03-10).

“The Credit Agreement provides for (i) a senior unsecured term loan facility in an aggregate principal amount of $1,000,000,000”

Leidos Holdings, Inc. incurred senior notes of $750 million with Citibank, N.A., as trustee at 5.750% maturing March 15, 2033.

“issued and sold $750 million aggregate principal amount of 5.750% senior notes due 2033”

Leidos Holdings, Inc. entered into a notes offering valued at $750 million (effective 2023-02-28).

“On February 28, 2023, Leidos, Inc. (the “ Issuer ”), a direct wholly-owned subsidiary of Leidos Holdings, Inc. (“ Leidos ”), issued and sold $750 million aggregate principal amount of 5.750% senior notes due 2033”

Robert S. Shapard was appointed as independent non-executive chair at Leidos Holdings, Inc..

“The Board expects to appoint Robert S. Shapard as independent, non-executive chair after the 2023 Annual Meeting”

Roger A. Krone departed as Chairman of the Board at Leidos Holdings, Inc..

“Roger A. Krone, who will retire as Chairman at the time of the Company’s 2023 annual meeting of stockholders (“2023 Annual Meeting”), and Chief Executive Officer as of the Effective Date.”

Roger A. Krone departed as Chief Executive Officer at Leidos Holdings, Inc..

“Roger A. Krone, who will retire as Chairman at the time of the Company’s 2023 annual meeting of stockholders (“2023 Annual Meeting”), and Chief Executive Officer as of the Effective Date.”

Thomas A. Bell was appointed as Director at Leidos Holdings, Inc..

“will also nominate Mr. Bell to the Board”