Form 4: CACI Director Szews Granted 338 Restricted Stock Units

CACI International Inc. Director Charles L. Szews received a grant of 338 Restricted Stock Units, vesting quarterly through October 2026.

Summary

• Charles L. Szews, a Director of CACI International Inc. (CACI), was granted 338 Restricted Stock Units (RSUs).
• The grant date for these RSUs was October 16, 2025.
• The RSUs will vest in four tranches: 84 shares on January 14, 2026; 84 shares on April 14, 2026; 85 shares on July 13, 2026; and 85 shares on October 11, 2026.
• Following this transaction, Mr. Szews beneficially owns 338 derivative securities (RSUs) and 338 shares of CACI Common Stock underlying these RSUs.

Sentiment

Score: 7

Explanation: The grant of equity to a director is generally a positive event as it aligns interests with shareholders and is a standard compensation practice. The small size of the grant means it has minimal impact on dilution.

Positives

• The grant of Restricted Stock Units to Director Charles L. Szews aligns his interests with those of shareholders, incentivizing long-term performance.
• Equity compensation is a standard practice for retaining and motivating key personnel.

Negatives

• The grant of 338 RSUs represents a very small potential dilution to existing shareholders, which is negligible.

Risks

• No specific risks are mentioned in this Form 4 filing beyond the inherent risks associated with equity compensation, such as potential dilution if grants were significantly larger or if the company's stock price declines.

Future Outlook

The vesting schedule indicates that Director Szews will acquire full ownership of the granted shares in tranches over the next year, concluding in October 2026, contingent on continued service.

Industry Context

The grant of Restricted Stock Units is a common form of equity compensation for directors and executives in publicly traded companies, particularly in the government contracting and technology services sector where CACI operates. It serves to align leadership incentives with long-term shareholder value creation.

Comparison to Industry Standards

• Equity grants, such as RSUs, are a standard component of director compensation across most industries, including the defense and government services sector.
• Without specific details on CACI's overall compensation philosophy or peer group data, a direct comparison of the size of this specific grant to industry benchmarks is not feasible from this filing alone.
• The mechanism of granting RSUs with a vesting schedule is consistent with best practices for executive and director compensation aimed at retention and performance alignment.

Stakeholder Impact

• Shareholders: Minor potential dilution from the issuance of shares upon vesting, but improved alignment of director's interests with long-term shareholder value.
• Management: The director's compensation structure is enhanced, potentially increasing retention and motivation.

Next Steps

• Vesting of 84 RSUs on January 14, 2026.
• Vesting of 84 RSUs on April 14, 2026.
• Vesting of 85 RSUs on July 13, 2026.
• Vesting of 85 RSUs on October 11, 2026.

Key Dates

Recommendation

This Form 4 filing details a routine equity grant to a director and does not contain information significant enough to warrant a change in investment recommendation. The transaction is a standard part of executive compensation and has a negligible impact on the company's overall financial position or share structure. Investors should consider broader company fundamentals and market conditions for investment decisions.

Keywords

CACI International, CACI, Form 4, Restricted Stock Units, RSU, Insider Transaction, Equity Grant, Director Compensation, Charles L. Szews