Form 4: Leidos CFO Acquires Shares via Deferral Plan

Leidos Holdings, Inc.'s Chief Financial Officer, Christopher R. Cage, acquired 58.8718 shares of common stock through a Key Executive Stock Deferral Plan, effective December 31, 2025.

Summary

• Christopher R. Cage, Chief Financial Officer of Leidos Holdings, Inc. (LDOS), acquired 58.8718 shares of common stock.
• The transaction is dated December 31, 2025, and was made pursuant to dividend equivalent rights at a price of $0 per share.
• The shares are held indirectly through a Key Executive Stock Deferral Plan.
• Following this transaction, Mr. Cage beneficially owns 29,401.5352 shares indirectly.
• The acquisition was made under a Rule 10b5-1 plan, indicating a pre-arranged trading plan.

Sentiment

Score: 7

Explanation: The acquisition of shares by a key executive, even if through a deferral plan and dividend equivalents, is generally seen as a positive signal of confidence in the company's long-term prospects. The transaction is routine for executive compensation and compliance.

Positives

• The acquisition of shares by a key executive (CFO) can signal confidence in the company's long-term prospects.
• Participation in a Key Executive Stock Deferral Plan aligns executive interests with long-term shareholder value.
• The use of a Rule 10b5-1 plan demonstrates a commitment to compliant and transparent insider trading practices.

Future Outlook

The transaction, dated December 31, 2025, is a future-dated event, indicating a pre-planned acquisition under a Rule 10b5-1 plan. This suggests a structured and compliant approach to executive compensation and equity management, aligning executive incentives with the company's long-term performance.

Industry Context

Insider transactions, particularly acquisitions by C-suite executives, are often viewed by the market as a positive signal, aligning executive incentives with shareholder interests. The use of a 10b5-1 plan is a common practice for executives to manage their equity holdings in a compliant manner, especially in the defense and government services sector where Leidos operates.

Comparison to Industry Standards

• The acquisition of shares through a stock deferral plan and the use of a Rule 10b5-1 plan are standard practices in executive compensation and insider trading compliance across various industries, including the defense and government services sector.
• This aligns with typical corporate governance structures for managing executive equity, similar to practices observed at peers like Lockheed Martin (LMT) or Northrop Grumman (NOC) where executives participate in similar equity-based compensation and deferral programs.

Corporate Governance

Related Party Transactions

• Acquisition of common stock by Christopher R. Cage, CFO, through the company's Key Executive Stock Deferral Plan, which is a standard component of executive compensation.

Stakeholder Impact

• Shareholders: The acquisition by the CFO may be viewed positively as it aligns management's interests with shareholder value.
• Employees: The existence of executive stock deferral plans can be part of a broader compensation strategy that may influence employee morale and retention.

Key Dates

Recommendation

This Form 4 reports a routine, future-dated acquisition of a relatively small number of shares by the CFO through a pre-existing executive stock deferral plan and dividend equivalent rights. While insider buying can be a positive signal, this specific transaction is part of a compensation structure rather than a discretionary open-market purchase, and its future date further reduces its immediate market impact. It does not provide new information warranting a change in investment thesis, thus a 'hold' recommendation is appropriate.

Keywords

Leidos Holdings, LDOS, Christopher R. Cage, CFO, Insider Trading, SEC Form 4, Stock Deferral Plan, Equity Acquisition, 10b5-1 Plan, Dividend Equivalent Rights