SAI / SAI.TECH Global Corporation - SEC-arkivering, Årsberetning, Fuldmagtserklæring

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report LEIDOS HOLDINGS, INC. (Exact name of the registrant as specified in its charter)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report LEIDOS HOLDINGS, INC. (Exact name of the registrant as specified in its charter) Delaware 001-33072 (State or Other Jurisdiction of Incorporation) (Commission File Number) 1750 Presidents Street, Reston, Virginia 20190 (Address of Principal Executive Offices) (Zip Code) Henrique B. Canarim

Conflict Minerals Report of Leidos Holdings, Inc. for the reporting period from January 1 to December 31, 2025

Exhibit 1.01 Conflict Minerals Report of Leidos Holdings, Inc. for the reporting period from January 1 to December 31, 2025 The following should be read in conjunction with the definitions contained in the Securities and Exchange Commission (“SEC”) instructions to Form SD and related rules. This report for the reporting period from January 1 to December 31, 2025, is presented by Leidos Holdings, I

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): May 6, 2026 (May 1, 2026) LEIDOS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): May 6, 2026 (May 1, 2026) LEIDOS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-33072 20-3562868 (State or other jurisdiction of incorporation or o

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended April 3, 2026 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-33072 Leidos Hold

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): May 5, 2026 LEIDOS HOLDINGS, INC.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): May 5, 2026 LEIDOS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-33072 20-3562868 (State or other jurisdiction of incorporation or organization) (

FY26 Guidance Measure Current Prior Revenues (B) $18.00 - $18.40 $17.50 - $17.90 Adjusted EBITDA Margin Mid 13% Mid 13% Non-GAAP Diluted EPS $12.10 - $12.50 $12.05 - $12.45 Cash Flows Provided by Operating Activities (B) Approximately $1.80 Approxima

EXHIBIT 99.1 Leidos Posts Strong First Quarter Results and Raises Full-Year Guidance uRevenues of $4.4 billion, up 4% year-over-year uNet income of $335 million or $2.56 per diluted share uAdjusted EBITDA (non-GAAP) of $614 million and Adjusted EBITDA margin (non-GAAP) of 14.0% uNon-GAAP Diluted Earnings per Share of $3.13, up 5% year-over-year uCash Flows from Operations of $301 million; Non-GAAP

LIST OF GUARANTORS AND SUBSIDIARY ISSUERS OF GUARANTEED SECURITIES

Exhibit 22 LIST OF GUARANTORS AND SUBSIDIARY ISSUERS OF GUARANTEED SECURITIES Leidos Holdings, Inc.

Table 1: Newly Registered Securities

Calculation of Filing Fee Tables S-8 Leidos Holdings, Inc. Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee 1 Equity Common Stock, par value $0.0001 per share Other 6,000,000 $ 145.115 $ 870,690,000.00 0.0001381 $ 120,242.29 2 E

LEIDOS HOLDINGS, INC. 2026 OMNIBUS INCENTIVE PLAN

EX-99.1 Exhibit 99.1 LEIDOS HOLDINGS, INC. 2026 OMNIBUS INCENTIVE PLAN 1. PURPOSE The Plan is intended to enhance the Company’s and its Subsidiaries’ ability to attract and retain employees, Consultants and Non-Employee Directors, and to motivate such employees, Consultants and Non-Employee Directors to serve the Company and its Subsidiaries and to expend maximum effort to improve the business res

LEIDOS HOLDINGS, INC. 2026 EMPLOYEE STOCK PURCHASE PLAN

EX-99.2 Exhibit 99.2 LEIDOS HOLDINGS, INC. 2026 EMPLOYEE STOCK PURCHASE PLAN 1. ESTABLISHMENT OF PLAN Leidos Holdings, Inc. (the “Company”) proposes to grant options for purchase of the Company’s Common Stock as determined by the Committee to eligible Employees of the Company and its Participating Subsidiaries pursuant to this 2026 Employee Stock Purchase Plan (this “Plan”). This Plan is an omnibu

As filed with the Securities and Exchange Commission on May 1, 2026

S-8 As filed with the Securities and Exchange Commission on May 1, 2026 Registration No.

CONTRIBUTION AND EQUITY PURCHASE AGREEMENT by and among AHP-ANLG IV, LLC, ANLG INTERMEDIATE COMPANY, LLC, LEIDOS, INC., solely for purposes of Section 6.10(e), LEIDOS HOLDINGS, INC. Dated as of April 14, 2026

EX-2.1 Exhibit 2.1 EXECUTION VERSION CONTRIBUTION AND EQUITY PURCHASE AGREEMENT by and among AHP-ANLG IV, LLC, ANLG INTERMEDIATE COMPANY, LLC, LEIDOS, INC., and, solely for purposes of Section 6.10(e), LEIDOS HOLDINGS, INC. Dated as of April 14, 2026 Table of Contents Page ARTICLE 1 DEFINITIONS; INTERPRETATION 2    1.1 Definitions 2 1.2 Other Capitalized Terms 26 1.3 Interpretation 29 ARTICLE 2 TR

Leidos Security Enterprise Solutions and Analogic partner to form American joint venture and strengthen global security screening capabilities

EX-99.1 Exhibit 99.1 Leidos Security Enterprise Solutions and Analogic partner to form American joint venture and strengthen global security screening capabilities The new joint venture brings together advanced security detection systems and imaging technology to strengthen airports, borders and critical infrastructure worldwide RESTON, Va. (April 15, 2026) – Leidos (NYSE: LDOS) and investment fir

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported) April 15, 2026 (April 14, 2026) LE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported) April 15, 2026 (April 14, 2026) LEIDOS HOLDINGS, INC. (Exact name of Registrant as specified in its charter) Delaware 001-33072 20-3562868 (State or Other Jurisdiction of Incorporation

Leidos completes $2.4 billion acquisition of ENTRUST

EX-99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE Leidos completes $2.4 billion acquisition of ENTRUST (RESTON, Va.) March 30, 2026 – Leidos (NYSE:LDOS) has completed its previously announced approximately $2.4 billion acquisition of ENTRUST Solutions Group from Kohlberg, creating a scaled, end-to-end energy infrastructure organization focused on grid modernization and helping utilities nationwide improv

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): March 27, 2026 LEIDOS HOLDINGS, I

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): March 27, 2026 LEIDOS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-33072 20-3562868 (State or other jurisdiction of incorporation or organization

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) ☑ Filed by the Registrant ☐ Filed by a party other than the Registrant CHECK THE APPROPRIATE BOX: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) ☑ Filed by the Registrant ☐ Filed by a party other than the Registrant CHECK THE APPROPRIATE BOX: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☑ Defin

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): March 2, 2026 LEIDOS HOLDINGS, IN

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): March 2, 2026 LEIDOS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-33072 20-3562868 (State or other jurisdiction of incorporation or organization)

Leidos, Inc. $600,000,000 4.100% Notes due 2029 $800,000,000 5.000% Notes due 2036 Underwriting Agreement

EX-1.1 Exhibit 1.1 EXECUTION VERSION Leidos, Inc. $600,000,000 4.100% Notes due 2029 $800,000,000 5.000% Notes due 2036 Underwriting Agreement February 19, 2026 Citigroup Global Markets Inc. BofA Securities, Inc. MUFG Securities Americas Inc. As Representatives of the several Underwriters, c/o Citigroup Global Markets Inc. 388 Greenwich Street New York, New York 10013 c/o BofA Securities, Inc. One

LEIDOS, INC. Officers’ Certificate March 2, 2026

EX-4.1 Exhibit 4.1 LEIDOS, INC. Officers’ Certificate March 2, 2026 Reference is made to the Indenture, dated as of October 8, 2020 (the “Indenture”), by and between Leidos, Inc. (the “Issuer”), Leidos Holdings, Inc., the Issuer’s parent company (the “Guarantor”) and Citibank, N.A., as trustee (the “Trustee”). The Trustee is the trustee for any and all securities issued under the Indenture. Pursua

Security Type

Calculation of Filing Fee Tables S-3 Leidos Holdings, Inc. Table 1: Newly Registered and Carry Forward Securities ☐Not Applicable Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initi

$1,400,000,000 Leidos, Inc. $600,000,000 4.100% Notes due 2029 $800,000,000 5.000% Notes due 2036 Guaranteed by Leidos Holdings, Inc.

424B2 Filed Pursuant to Rule 424(b)(2) Registration No. 333-293564 and 333-293564-01 PROSPECTUS SUPPLEMENT (To Prospectus dated February 19, 2026) $1,400,000,000 Leidos, Inc. $600,000,000 4.100% Notes due 2029 $800,000,000 5.000% Notes due 2036 Guaranteed by Leidos Holdings, Inc. Leidos, Inc. is offering $600,000,000 aggregate principal amount of our 4.100% Notes due 2029 (the “2029 Notes”) and $8

$1,400,000,000 Leidos, Inc. $600,000,000 4.100% Notes due 2029 $800,000,000 5.000% Notes due 2036 Guaranteed by Leidos Holdings, Inc.

424B2 Filed Pursuant to Rule 424(b)(2) Registration No. 333-293564 and 333-293564-01 PROSPECTUS SUPPLEMENT (To Prospectus dated February 19, 2026) $1,400,000,000 Leidos, Inc. $600,000,000 4.100% Notes due 2029 $800,000,000 5.000% Notes due 2036 Guaranteed by Leidos Holdings, Inc. Leidos, Inc. is offering $600,000,000 aggregate principal amount of our 4.100% Notes due 2029 (the “2029 Notes”) and $8

Security Type

Calculation of Filing Fee Tables S-3 Leidos Holdings, Inc. Table 1: Newly Registered and Carry Forward Securities ☐Not Applicable Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE

EX-25.1 Exhibit 25.1 File No. ———————— UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE ☐ CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(B)(2) CITIBANK, N.A. (Exact name of trustee as specified in its charter) 13-5266470

Security Type

Calculation of Filing Fee Tables S-3 Leidos Holdings, Inc. Table 1: Newly Registered and Carry Forward Securities ☐Not Applicable Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initi

LEIDOS, INC., as Issuer LEIDOS HOLDINGS, INC., as Guarantor CITIBANK, N.A., as Trustee Dated as of October 8, 2020

EX-4.3 Exhibit 4.3 EXECUTION VERSION LEIDOS, INC., as Issuer LEIDOS HOLDINGS, INC., as Guarantor and CITIBANK, N.A., as Trustee Dated as of October 8, 2020 Reconciliation and tie between Trust Indenture Act of 1939 and Indenture, dated as of October 8, 2020   Trust Indenture    Act Section Indenture Section Sec. 310(a)(1) 6.09 (a)(2) 6.09 (b) 6.10 Sec. 312(c) 7.01 Sec. 314(a) 7.03 (a)(4) 12.02 (c)

LEIDOS, INC. $600,000,000 4.100% NOTES DUE 2029 (the “2029 Notes”) $800,000,000 5.000% NOTES DUE 2036 (the “2036 Notes”) PRICING TERM SHEET February 19, 2026 Issuer: Leidos, Inc. Guarantor: Leidos Holdings, Inc. Security Description: 4.100% Notes due

FWP Filed Pursuant to Rule 433 Registration No. 333-293564 Issuer Free Writing Prospectus dated February 19, 2026 Relating to Preliminary Prospectus Supplement dated February 19, 2026 LEIDOS, INC. $600,000,000 4.100% NOTES DUE 2029 (the “2029 Notes”) $800,000,000 5.000% NOTES DUE 2036 (the “2036 Notes”) PRICING TERM SHEET February 19, 2026 Issuer: Leidos, Inc. Guarantor: Leidos Holdings, Inc. Secu

SUBJECT TO COMPLETION, FEBRUARY 19, 2026

424B2 Table of Contents Filed Pursuant to Rule 424(b)(2) Registration No. 333-293564 and 333-293564-01 The information in this Preliminary Prospectus Supplement and the accompanying Prospectus is not complete and may be changed. This Preliminary Prospectus Supplement and the accompanying Prospectus are not an offer to sell the Notes nor do they seek an offer to buy the Notes in any jurisdiction wh

LEIDOS, INC., as Issuer LEIDOS HOLDINGS, INC., as Guarantor CITIBANK, N.A., as Trustee Dated as of October 8, 2020

EX-4.3 Exhibit 4.3 EXECUTION VERSION LEIDOS, INC., as Issuer LEIDOS HOLDINGS, INC., as Guarantor and CITIBANK, N.A., as Trustee Dated as of October 8, 2020 Reconciliation and tie between Trust Indenture Act of 1939 and Indenture, dated as of October 8, 2020   Trust Indenture    Act Section Indenture Section Sec. 310(a)(1) 6.09 (a)(2) 6.09 (b) 6.10 Sec. 312(c) 7.01 Sec. 314(a) 7.03 (a)(4) 12.02 (c)

As filed with the Securities and Exchange Commission on February 19, 2026

S-3ASR Table of Contents As filed with the Securities and Exchange Commission on February 19, 2026 Registration No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE

EX-25.1 Exhibit 25.1 File No. ———————— UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE ☐ CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(B)(2) CITIBANK, N.A. (Exact name of trustee as specified in its charter) 13-5266470

LEIDOS, INC. $600,000,000 4.100% NOTES DUE 2029 (the “2029 Notes”) $800,000,000 5.000% NOTES DUE 2036 (the “2036 Notes”) PRICING TERM SHEET February 19, 2026 Issuer: Leidos, Inc. Guarantor: Leidos Holdings, Inc. Security Description: 4.100% Notes due

FWP Filed Pursuant to Rule 433 Registration No. 333-293564 Issuer Free Writing Prospectus dated February 19, 2026 Relating to Preliminary Prospectus Supplement dated February 19, 2026 LEIDOS, INC. $600,000,000 4.100% NOTES DUE 2029 (the “2029 Notes”) $800,000,000 5.000% NOTES DUE 2036 (the “2036 Notes”) PRICING TERM SHEET February 19, 2026 Issuer: Leidos, Inc. Guarantor: Leidos Holdings, Inc. Secu

Security Type

Calculation of Filing Fee Tables S-3 Leidos Holdings, Inc. Table 1: Newly Registered and Carry Forward Securities ☐Not Applicable Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initi

SUBJECT TO COMPLETION, FEBRUARY 19, 2026

424B2 Table of Contents Filed Pursuant to Rule 424(b)(2) Registration No. 333-293564 and 333-293564-01 The information in this Preliminary Prospectus Supplement and the accompanying Prospectus is not complete and may be changed. This Preliminary Prospectus Supplement and the accompanying Prospectus are not an offer to sell the Notes nor do they seek an offer to buy the Notes in any jurisdiction wh

As filed with the Securities and Exchange Commission on February 19, 2026

S-3ASR Table of Contents As filed with the Securities and Exchange Commission on February 19, 2026 Registration No.

[Signature Pages Follow]

EX-10.1 Exhibit 10.1 EXECUTION VERSION AMENDMENT AND RESTATEMENT AGREEMENT dated as of February 12, 2026 (this “Agreement”), among LEIDOS HOLDINGS, INC., a Delaware corporation (“Holdings”), LEIDOS, INC., a Delaware corporation (the “Borrower”), the other GUARANTORS party hereto, the LENDERS party hereto and CITIBANK, N.A., as administrative agent (in such capacity, the “Administrative Agent”) und

Asset markdowns associated with restructuring activities were recorded to "Cost of revenues" in the condensed consolidated statements of operations.

Exhibit 99.2 LEIDOS HOLDINGS, INC. BACKGROUND Beginning in fiscal 2026, Leidos will operate in four reportable segments that are focused on specific, defined capability sets delivered to customers: uIntelligence & Digital - provides IT services and solutions to U.S. federal government customers. Services and offerings include technological research and development, digital solutions, software deve

Name Jurisdiction of Formation Leidos, Inc. Delaware Leidos Biomedical Research, Inc. Delaware Leidos Consulting Engineers, Inc. California Leidos Engineering, LLC Delaware Leidos Global Technology Corporation Delaware Leidos Services, Inc. Delaware

Exhibit 21 SUBSIDIARIES In accordance with SEC rules, the following is a list of Leidos Holdings, Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended January 2, 2026 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-33072 Leidos Holdings, Inc. (Exact

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): February 17, 2026 LEIDOS HOLDINGS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): February 17, 2026 LEIDOS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-33072 20-3562868 (State or other jurisdiction of incorporation or organizat

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): February 12, 2026 LEIDOS HOLDINGS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): February 12, 2026 LEIDOS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-33072 20-3562868 (State or other jurisdiction of incorporation or organizat

LIST OF GUARANTORS AND SUBSIDIARY ISSUERS OF GUARANTEED SECURITIES

Exhibit 22 LIST OF GUARANTORS AND SUBSIDIARY ISSUERS OF GUARANTEED SECURITIES Leidos Holdings, Inc.

January 3, 2025(1)

EXHIBIT 99.1 Leidos Posts Strong Fourth Quarter and Fiscal Year 2025 Results uRevenues: $4.2 billion for fourth quarter (down 4% year-over-year); $17.2 billion for the year (up 3% year-over-year) uDiluted Earnings per Share: $2.53 for fourth quarter (up 19% year-over-year); $11.14 for the year (up 21% year-over-year) uNon-GAAP Diluted Earnings per Share: $2.76 for fourth quarter (up 16% year-over-

Forward Looking Statement Certain statements in this release contain or are based on "forward-looking" information within the meaning of the Private Securities Litigation Reform Act of 1995. These statements reflect our belief and assumptions as to f

EX-99.2 Merging for Power Propelling our Energy Infrastructure Growth Pillar Forward + Exhibit 99.2 Forward Looking Statement Certain statements in this release contain or are based on "forward-looking" information within the meaning of the Private Securities Litigation Reform Act of 1995. These statements reflect our belief and assumptions as to future events that may not prove to be accurate. Ac

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): January 23, 2026 LEIDOS HOLDINGS,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): January 23, 2026 LEIDOS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-33072 20-3562868 (State or other jurisdiction of incorporation or organizati

STOCK PURCHASE AGREEMENT by and among LEIDOS, INC., KENE PARENT, INC. KENE HOLDINGS, L.P. Dated as of January 23, 2026

EX-10.1 Exhibit 10.1 Execution Version STOCK PURCHASE AGREEMENT by and among LEIDOS, INC., KENE PARENT, INC. and KENE HOLDINGS, L.P. Dated as of January 23, 2026 TABLE OF CONTENTS PAGE ARTICLE I DEFINITIONS 1 Section 1.1. Definitions 1 Section 1.2. Rules of Construction 20 ARTICLE II PURCHASE AND SALE OF STOCK 21 Section 2.1. Purchase and Sale of Stock; Options 21 Section 2.2. Closing 22 Section 2

Leidos to acquire power design firm ENTRUST, bolstering its energy infrastructure portfolio

EX-99.1 Exhibit 99.1 Leidos to acquire power design firm ENTRUST, bolstering its energy infrastructure portfolio • Acquisition expands Leidos’ access to growing, resilient utility budgets • Adds complementary capabilities and customers, bringing Leidos into the utility gas and electric generation infrastructure markets • Projected to be immediately accretive to revenue growth and EBITDA margin • L

FY25 Guidance Measure Current Prior Revenues (B) $17.00 - $17.25 $17.00 - $17.25 Adjusted EBITDA Margin High 13% Mid 13% Non-GAAP Diluted EPS $11.45 - $11.75 $11.15 - $11.45 Cash Flows Provided by Operating Activities (B) Approximately $1.65 Approxim

EXHIBIT 99.1 Leidos Posts Strong Third Quarter Results and Raises Full-Year Guidance uRecord Revenues of $4.5 billion, up 7% year-over-year, including 6% organically uNet income of $369 million or $2.82 per diluted share uAdjusted EBITDA (non-GAAP) of $616 million and Adjusted EBITDA margin (non-GAAP) of 13.8% uNon-GAAP Diluted Earnings per Share of $3.05, up 4% year-over-year uCash Flows from Ope

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended October 3, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-33072 Leidos Ho

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): November 4, 2025 LEIDOS HOLDINGS,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): November 4, 2025 LEIDOS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-33072 20-3562868 (State or other jurisdiction of incorporation or organizati

144

144 0002002273 XXXXXXXX LIVE 0001336920 Leidos Holdings, Inc. 001-33072 1750 PRESIDENTS STREET RESTON VA 20190 571-526-6000 Hull Stephen Edward Sector President Common Stock Citigroup Global Markets, Inc. 390 Greenwich St New York NY 10013 12497 2227590.00 128297332 09/04/2025 NYSE Common Stock 09/04/2025 Restricted Stock Vesting/Stock Option Exercise Leidos N 12497 09/04/2025 Cash/Services Render

Restated Certificate of Incorporation of Leidos Holdings, Inc., dated August 1, 2025.

Exhibit 3.1 RESTATED CERTIFICATE OF INCORPORATION OF LEIDOS HOLDINGS, INC. Leidos Holdings, Inc., a Delaware corporation, hereby certifies as follows: 1.The name of the Corporation is Leidos Holdings, Inc. 2.The original Certificate of Incorporation of the Corporation was filed with the Secretary of State of the State of Delaware on August 12, 2005. The name under which the corporation was origina

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): August 5, 2025 LEIDOS HOLDINGS, I

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): August 5, 2025 LEIDOS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-33072 20-3562868 (State or other jurisdiction of incorporation or organization

FY25 Guidance Measure Current Prior Revenues (B) $17.00 - $17.25 $16.90 - $17.30 Adjusted EBITDA Margin Mid 13% Mid-High 12% Non-GAAP Diluted EPS $11.15 - $11.45 $10.35 - $10.75 Cash Flows Provided by Operating Activities (B) Approximately $1.65 Appr

EXHIBIT 99.1 Leidos Posts Strong Second Quarter Results and Raises Full-Year Guidance uRevenues of $4.3 billion, up 3% organically year-over-year uNet income of $393 million or $3.01 per diluted share uRecord Adjusted EBITDA (non-GAAP) of $647 million and Adjusted EBITDA margin of 15.2% uRecord Non-GAAP Diluted Earnings per Share of $3.21, up 22% year-over-year uCash Flows from Operations of $486

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended July 4, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-33072 Leidos Holdi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 11-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 11-K ☒ ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-33072 A. Full title of plan and the address

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report LEIDOS HOLDINGS, INC. (Exact name of the registrant as specified in its charter)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report LEIDOS HOLDINGS, INC. (Exact name of the registrant as specified in its charter) Delaware 001-33072 (State or Other Jurisdiction of Incorporation) (Commission File Number) 1750 Presidents Street, Reston, Virginia 20190 (Address of Principal Executive Offices) (Zip Code) Brian Z. Liss SVP,

Conflict Minerals Report as required by Items 1.01 and 1.02 of this Form

Exhibit 1.01 Conflict Minerals Report of Leidos Holdings, Inc. for the reporting period from January 1 to December 31, 2024 The following should be read in conjunction with the definitions contained in the Securities and Exchange Commission (“SEC”) instructions to Form SD and related rules. This report for the reporting period from January 1 to December 31, 2024, is presented by Leidos Holdings, I

Temporary Suspension of Trading Under Registrant's Employee Benefit Plans, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): May 15, 2025 LEIDOS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-33072 20-3562868 (State or other jurisdiction of incorporation or organization)

Notice of Retirement Plan Blackout Period to Directors and Executive Officers of Leidos Holdings, Inc.

Exhibit 99.1 Notice of Retirement Plan Blackout Period to Directors and Executive Officers of Leidos Holdings, Inc. As a director or executive officer of Leidos Holdings, Inc. (“Leidos”), you are subject to restrictions under Section 306(a) of the Sarbanes-Oxley Act of 2002 (“Sarbanes-Oxley”) and Rule 104 of Regulation BTR under the Securities Exchange Act of 1934 (“Regulation BTR”). Those restric

Measure FY25 Guidance Revenues (billions) $16.90 - $17.30 Adjusted EBITDA Margin Mid-High 12% Non-GAAP Diluted EPS $10.35 - $10.75 Cash Flows Provided by Operating Activities (billions) Approximately $1.45

EXHIBIT 99.1 Leidos Posts Strong First Quarter Results and Reaffirms Full-Year Guidance uRevenues of $4.2 billion, up 7% year-over-year uNet income of $365 million or $2.77 per diluted share uAdjusted EBITDA (non-GAAP) of $601 million (14.2% margin) uNon-GAAP Diluted Earnings per Share of $2.97, up 30% year-over-year uCash Flows from Operations of $58 million; Free Cash Flow (non-GAAP) of $36 mill

List of Guarantors and Subsidiary Issuers of Guaranteed Securities.

Exhibit 22 List of Guarantors and Subsidiary Issuers of Guaranteed Securities Leidos Holdings, Inc.

Certificate of Amendment to Amended and Restated Certificate of Incorporation of Leidos Holdings, Inc.

Exhibit 3.1 CERTIFICATE OF AMENDMENT OF RESTATED CERTIFICATE OF INCORPORATION OF LEIDOS HOLDINGS, INC. Leidos Holdings, Inc., a Delaware corporation (the “Corporation”), hereby certifies: I.The amendments set forth herein were duly adopted in accordance with the provisions of Section 242 of the Delaware General Corporation Law. II.Article EIGHTH of the Restated Certificate of Incorporation of the

1 Leidos Holdings, Inc. Exhibit 99.2

EXHIBIT 99.2 LEIDOS HOLDINGS, INC. UNAUDITED HISTORICAL FINANCIAL MEASURES Background Beginning in fiscal 2025, Leidos revised its backlog policy to include estimated future revenue on task orders expected to be awarded under sole source indefinite delivery/indefinite quantity contracts. Leidos believes this presentation provides enhanced visibility for investors and more accurately reflects the f

change in accounting principles

Exhibit 18 May 6, 2025 Leidos Holdings, Inc. 1750 Presidents Street Reston, Virginia 20190 Dear Sirs/Madams: At your request, we have read the description included in your Quarterly Report on Form 10-Q to the Securities and Exchange Commission for the quarter ended April 4, 2025, of the facts relating to the policy change excluding outstanding payments from “Cash and cash equivalents” on the conde

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): May 6, 2025 (May 2, 2025) LEIDOS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-33072 20-3562868 (State or other jurisdiction of incorporation or o

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): May 6, 2025 LEIDOS HOLDINGS, INC.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): May 6, 2025 LEIDOS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-33072 20-3562868 (State or other jurisdiction of incorporation or organization) (

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended April 4, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-33072 Leidos Hold

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) ☑ Filed by the Registrant ☐ Filed by a party other than the Registrant CHECK THE APPROPRIATE BOX: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☑ Defin

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) ☑ Filed by the Registrant ☐ Filed by a party other than the Registrant CHECK THE APPROPRIATE BOX: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) ☑ Filed by the Registrant ☐ Filed by a party other than the Registrant CHECK THE APPROPRIATE BOX: ☑ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin

Leidos, Inc. Announces the Expiration and Results of Cash Tender Offer for Any and All 3.625% Senior Notes Due 2025

Exhibit 99.2 Leidos, Inc. Announces the Expiration and Results of Cash Tender Offer for Any and All 3.625% Senior Notes Due 2025 RESTON, Va., Feb. 21, 2025 /PRNewswire/ — Leidos Holdings, Inc. (NYSE:LDOS) (“Holdings”) today announced that the previously announced offer by its wholly-owned subsidiary, Leidos, Inc. (“Leidos”) to purchase for cash (the “Tender Offer”) any and all of its outstanding 3

CUSIP number / ISIN

EX-99.1 Exhibit 99.1 Leidos, Inc. Announces Pricing Terms of Cash Tender Offer for Any and All 3.625% Senior Notes Due 2025 RESTON, Va., Feb. 20, 2025 /PRNewswire/ — Leidos Holdings, Inc. (NYSE:LDOS) (“Holdings”), today announced the pricing terms of the previously announced offer by its wholly-owned subsidiary, Leidos, Inc. (“Leidos”) to purchase for cash (the “Tender Offer”) any and all of its o

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): February 20, 2025 LEIDOS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-33072 20-3562868 (State or other jurisdiction of incorporation or organizat

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): February 20, 2025 LEIDOS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-33072 20-3562868 (State or other jurisdiction of incorporation or organizat

Form of Global Note representing Leidos, Inc.’s 5.400% Notes due 2032 (included in Exhibit 4.1)

Exhibit 4.1 LEIDOS, INC. Officers’ Certificate February 20, 2025 Reference is made to the Indenture, dated as of October 8, 2020 (the “Indenture”), by and between Leidos, Inc. (the “Issuer”), Leidos Holdings, Inc., the Issuer’s parent company (the “Guarantor”) and Citibank, N.A., as trustee (the “Trustee”). The Trustee is the trustee for any and all securities issued under the Indenture. Pursuant

Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): February 20, 2025 (February 13, 2025) LEIDOS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-33072 20-3562868 (State or other jurisdiction of incorp

Underwriting Agreement, dated as of February 13, 2025, between Leidos, Inc., Leidos Holdings, Inc., Citigroup Global Markets Inc., J.P. Morgan Securities LLC and U.S. Bancorp Investments, Inc.

Exhibit 1.1 EXECUTION VERSION Leidos, Inc. $500,000,000 5.400% Notes due 2032 $500,000,000 5.500% Notes due 2035 Underwriting Agreement February 13, 2025 Citigroup Global Markets Inc. J.P. Morgan Securities LLC U.S. Bancorp Investments, Inc. As Representatives of the several Underwriters, c/o Citigroup Global Markets Inc. 388 Greenwich Street New York, New York 10013 c/o J.P. Morgan Securities LLC

Calculation of Filing Fee Table (Form Type) Leidos, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities

Exhibit 107 Calculation of Filing Fee Table 424(b)(2) (Form Type) Leidos, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee(1) Carry F

$1,000,000,000 Leidos, Inc. $500,000,000 5.400% Notes due 2032 $500,000,000 5.500% Notes due 2035 Guaranteed by Leidos Holdings, Inc.

Filed pursuant to Rule 424(b)(2) Registration No. 333-269820 and 333-269820-01 PROSPECTUS SUPPLEMENT (To Prospectus dated February 16, 2023) $1,000,000,000 Leidos, Inc. $500,000,000 5.400% Notes due 2032 $500,000,000 5.500% Notes due 2035 Guaranteed by Leidos Holdings, Inc. Leidos, Inc. is offering $500,000,000 aggregate principal amount of our 5.400% Notes due 2032 (the “2032 Notes”) and $500,000

SUBJECT TO COMPLETION, FEBRUARY 13, 2025

Table of Contents Filed pursuant to Rule 424(b)(2) Registration No. 333-269820 and 333-269820-01 The information in this Preliminary Prospectus Supplement and the accompanying Prospectus is not complete and may be changed. This Preliminary Prospectus Supplement and the accompanying Prospectus are not an offer to sell the Notes nor do they seek an offer to buy the Notes in any jurisdiction where th

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): February 13, 2025 LEIDOS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-33072 20-3562868 (State or other jurisdiction of incorporation or organizat

LEIDOS, INC. $500,000,000 5.400% NOTES DUE 2032 (the “2032 Notes”) $500,000,000 5.500% NOTES DUE 2035 (the “2035 Notes”) PRICING TERM SHEET February 13, 2025 Issuer: Leidos, Inc. Guarantor: Leidos Holdings, Inc. Security Description: 5.400% Notes due

FWP Filed Pursuant to Rule 433 Registration No. 333-269820 Issuer Free Writing Prospectus dated February 13, 2025 Relating to Preliminary Prospectus Supplement dated February 13, 2025 LEIDOS, INC. $500,000,000 5.400% NOTES DUE 2032 (the “2032 Notes”) $500,000,000 5.500% NOTES DUE 2035 (the “2035 Notes”) PRICING TERM SHEET February 13, 2025 Issuer: Leidos, Inc. Guarantor: Leidos Holdings, Inc. Secu

Leidos, Inc. Commences Tender Offer for Any and All 3.625% Senior Notes Due 2025

Exhibit 99.1 Leidos, Inc. Commences Tender Offer for Any and All 3.625% Senior Notes Due 2025 February 13, 2025 RESTON, Va., February 13, 2025 /PRNewswire/ — Leidos Holdings, Inc. (NYSE:LDOS) (“Holdings”), today announced its wholly-owned subsidiary, Leidos, Inc. (“Leidos”), has commenced an offer to purchase for cash (the “Tender Offer”) any and all of its outstanding 3.625% Senior Notes due 2025

1 Leidos Holdings, Inc. Exhibit 99.1

EXHIBIT 99.1 Leidos Posts Strong Fourth Quarter and Fiscal Year 2024 Results uRevenues: $4.4 billion for fourth quarter (up 10% year-over-year); $16.7 billion for the year (up 8% year-over-year) uDiluted Earnings per Share: $2.12 for fourth quarter (up 28% year-over-year); $9.22 for the year (up 540% year-over-year) uNon-GAAP Diluted Earnings per Share: $2.37 for fourth quarter (up 19% year-over-y

Subsidiaries of the Registrant.

Exhibit 21 Subsidiaries In accordance with SEC rules, the following is a list of Leidos Holdings, Inc.

List of Guarantors and Subsidiary Issuers of Guaranteed Securities.

Exhibit 22 List of Guarantors and Subsidiary Issuers of Guaranteed Securities Leidos Holdings, Inc.

Insider Trading Policy

Exhibit 19 Policy LP-LG-2: Insider Trading Policy 1. Purpose and Compliance This policy is intended to promote compliance with the securities laws, protect the Company’s (as defined in Section 6.1) and its employees’ reputation for integrity and ethical behavior and avoid the misuse of Material Nonpublic Information (as defined in Section 6.8) by establishing procedures designed to prevent insider

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): February 11, 2025 LEIDOS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-33072 20-3562868 (State or other jurisdiction of incorporation or organizat

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended January 3, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-33072 Leidos Holdings, Inc. (Exact

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): January 14, 2025 (January 13, 2025) LEIDOS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-33072 20-3562868 (State or other jurisdiction of incorpor

LDOS / Leidos Holdings, Inc. / BlackRock, Inc. Passive Investment

SC 13G 1 us5253271028110824.txt us5253271028110824.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No: ) LEIDOS HOLDINGS INC - (Name of Issuer) Common Stock - (Title of Class of Securities) 525327102 - (CUSIP Number) September 30, 2024 - (Date of Event Which Requires Filing of this Statement) Check the appropriate box

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 27, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-33072 Leidos

Leidos Reports Strong Third Quarter 2024 Results and Raises Full-Year Guidance

EXHIBIT 99.1 Leidos Reports Strong Third Quarter 2024 Results and Raises Full-Year Guidance •Revenues of $4.2 billion, up 7% year-over-year •Net income of $362 million or $2.68 per diluted share •Adjusted EBITDA (non-GAAP) of $596 million (14.2% margin) •Non-GAAP Diluted Earnings per Share of $2.93, up 44% year-over-year •Cash Flows from Operations of $656 million; Free Cash Flow (non-GAAP) of $63

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): October 29, 2024 LEIDOS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-33072 20-3562868 (State or other jurisdiction of incorporation or organizati

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): October 25, 2024 (October 25, 2024) LEIDOS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-33072 20-3562868 (State or other jurisdiction of incorpor

Amended and Restated Bylaws of Leidos Holdings, Inc.

Exhibit 3.2 BYLAWS OF LEIDOS HOLDINGS, INC. (a Delaware corporation) October 25, 2024 Table of Contents Page Section 1.01 Registered Office 1 Section 1.02 Principal Office 1 Section 1.03 Other Offices 1 ARTICLE II. MEETINGS OF STOCKHOLDERS 1 Section 2.01 Annual Meetings 1 Section 2.02 Special Meetings 1 Section 2.03 Time and Place of Meetings 2 Section 2.04 Notice of Meetings and Adjourned Meeting

LDOS / Leidos Holdings, Inc. / BlackRock, Inc. Passive Investment

SC 13G 1 us5253271028102124.txt us5253271028102124.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No: ) LEIDOS HOLDINGS INC - (Name of Issuer) Common Stock - (Title of Class of Securities) 525327102 - (CUSIP Number) September 30, 2024 - (Date of Event Which Requires Filing of this Statement) Check the appropriate box

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): September 18, 2024 (September 12, 2024) LEIDOS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-33072 20-3562868 (State or other jurisdiction of inco

Tina Jonas appointed to Leidos Board of Directors

Exhibit 99.1 Tina Jonas appointed to Leidos Board of Directors (RESTON, Va.) September 18, 2024 – Leidos (NYSE:LDOS), a FORTUNE® 500 innovation company, announced that Tina Jonas has been appointed to the company’s Board of Directors, effective September 25, 2024. She will also join the Board’s Audit and Finance Committee. Jonas is a recognized expert in military, defense and aerospace issues. Her

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): July 30, 2024 LEIDOS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-33072 20-3562868 (State or other jurisdiction of incorporation or organization)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 28, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-33072 Leidos Hold

Leidos Holdings, Inc. Reports Second Quarter Fiscal Year 2024 Results

EXHIBIT 99.1 Leidos Holdings, Inc. Reports Second Quarter Fiscal Year 2024 Results •Revenues of $4.1 billion, up 8% year-over-year •Net income of $324 million or $2.37 per diluted share •Adjusted EBITDA (non-GAAP) of $559 million (13.5% margin) •Non-GAAP Diluted Earnings per Share of $2.63, up 46% year-over-year •Cash Flows from Operations of $374 million; Free Cash Flow (non-GAAP) of $351 million

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 11-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 11-K ☒ ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-33072 A. Full title of plan and the address

Conflict Minerals Report as required by Items 1.01 and 1.02 of this Form

Exhibit 1.01 Conflict Minerals Report of Leidos Holdings, Inc. for the reporting period from January 1 to December 31, 2023 The following should be read in conjunction with the definitions contained in the Securities and Exchange Commission (“SEC”) instructions to Form SD and related rules. This report for the reporting period from January 1 to December 31, 2023, is presented by Leidos Holdings, I

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report LEIDOS HOLDINGS, INC. (Exact name of the registrant as specified in its charter)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report LEIDOS HOLDINGS, INC. (Exact name of the registrant as specified in its charter) Delaware 001-33072 (State or Other Jurisdiction of Incorporation) (Commission File Number) 1750 Presidents Street, Reston, Virginia 20190 (Address of Principal Executive Offices) (Zip Code) Brian Z. Liss SVP,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 29, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-33072 Leidos Hol

Leidos Holdings, Inc. Reports First Quarter Fiscal Year 2024 Results

EXHIBIT 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 Diluted Earnings per Share of $2.29, up 56% year-over-year •Cash Flows from Operations of $63 million; Free Cash Flow (non-GAAP) of $46 million •N

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): April 30, 2024 LEIDOS HOLDINGS, I

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): April 30, 2024 LEIDOS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-33072 20-3562868 (State or other jurisdiction of incorporation or organization

Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): April 26, 2024 LEIDOS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-33072 20-3562868 (State or other jurisdiction of incorporation or organization

DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) ☑ Filed by the Registrant ☐ Filed by a party other than the Registrant CHECK THE APPROPRIATE BOX: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☑ Defin

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) ☑ Filed by the Registrant ☐ Filed by a party other than the Registrant CHECK THE APPROPRIATE BOX: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☑ Defin

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) ☑ Filed by the Registrant ☐ Filed by a party other than the Registrant CHECK THE APPROPRIATE BOX: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin

Amended and Restated Bylaws of Leidos Holdings, Inc.

Exhibit 3.2 BYLAWS OF LEIDOS HOLDINGS, INC. (a Delaware corporation) February 8, 2024 Table of Contents Page ARTICLE I. OFFICES 1 Section 1.01 Registered Office 1 Section 1.02 Principal Office 1 Section 1.03 Other Offices 1 ARTICLE II. MEETINGS OF STOCKHOLDERS 1 Section 2.01 Annual Meetings 1 Section 2.02 Special Meetings 1 Section 2.03 Time and Place of Meetings 2 Section 2.04 Notice of Meetings

Leidos Holdings, Inc. Reports Fourth Quarter and Fiscal Year 2023 Results

Exhibit 99.1 Leidos Holdings, Inc. Reports Fourth Quarter and Fiscal Year 2023 Results • Revenues: $4.0 billion for fourth quarter (up 8% year-over-year); $15.4 billion for the year (up 7% year-over-year) • Diluted Earnings per Share: $1.66 for fourth quarter (up 30% year-over-year); $1.44 for the year (down 71% year-over-year) • Non-GAAP Diluted Earnings per Share: $1.99 for fourth quarter (up 9%

LEIDOS HOLDINGS, INC. UNAUDITED HISTORICAL FINANCIAL MEASURES

Exhibit 99.2 LEIDOS HOLDINGS, INC. UNAUDITED HISTORICAL FINANCIAL MEASURES Background Beginning in fiscal 2024, Leidos will operate in four reportable segments that are focused on specific, defined capability sets delivered to customers: National Security and Digital—provides technology enabled services and mission software capabilities for defense and intelligence customers in the areas of cyber,

Form of Notice of Grant of Performance Share Awards for Employees under the Leidos Holdings, Inc. Amended and Restated 2017 Omnibus Incentive Plan.

Exhibit 10.21 LEIDOS HOLDINGS, INC. 2017 OMNIBUS INCENTIVE PLAN NOTICE OF GRANT OF RESTRICTED STOCK UNIT AWARD (PERFORMANCE SHARE AWARD) FY24-FY26 Leidos Holdings, Inc. (the “Company”) hereby grants this Restricted Stock Unit Award (the “Award”) of the number of Restricted Stock Units set forth in this Notice of Grant of Restricted Stock Unit Award (the “Notice”) to the Grantee designated in this

Form of Notice of Grant of Options for Employees under the Leidos Holdings, Inc. Amended and Restated 2017 Omnibus Incentive Plan.

Exhibit 10.19 LEIDOS HOLDINGS, INC. 2017 OMNIBUS INCENTIVE PLAN NOTICE OF GRANT OF OPTION AWARD (EMPLOYEES) Leidos Holdings, Inc. (the “Company”) hereby grants this Option Award (the “Award”) as set forth in this Notice of Grant of Option Award (the “Notice”) to the Grantee designated in this Notice, pursuant to the provisions of the Company’s 2017 Omnibus Incentive Plan (the “Plan”) and subject t

Form of Notice of Grant of Restricted Stock Unit Awards (Time-Vesting) for Employees under the Leidos Holdings, Inc. Amended and Restated 2017 Omnibus Incentive Plan.

Exhibit 10.22 LEIDOS HOLDINGS, INC. 2017 OMNIBUS INCENTIVE PLAN NOTICE OF GRANT OF RESTRICTED STOCK UNIT AWARD (TIME-VESTING) Leidos Holdings, Inc. (the “Company”) hereby grants this Restricted Stock Unit Award (the “Award”) of the number of Restricted Stock Units set forth in this Notice of Grant of Restricted Stock Unit Award (the “Notice”) to the Grantee designated in this Notice, pursuant to t

Financial Restatement Compensation Clawback Policy

Exhibit 97.1 LEIDOS HOLDINGS, INC. FINANCIAL RESTATEMENT COMPENSATION CLAWBACK POLICY This Leidos Holdings, Inc. Financial Restatement Compensation Clawback Policy (“Policy”) has been adopted by the Human Resources and Compensation Committee of the Board of Directors (the “Board”) of Leidos Holdings, Inc. (the “Company”) on October 26, 2023. This Policy provides for the clawback of certain executi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): February 13, 2024 LEIDOS HOLDINGS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): February 13, 2024 LEIDOS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-33072 20-3562868 (State or other jurisdiction of incorporation or organizat

List of Guarantors and Subsidiary Issuers of Guaranteed Securities. Incorporated herein by reference to Exhibit 22 to our Annual Report on Form 10-K filed with the SEC on February 13, 2024.

Exhibit 22 List of Guarantors and Subsidiary Issuers of Guaranteed Securities Leidos Holdings, Inc.

Form of Notice of Grant of Restricted Stock Unit Awards (Performance-Vesting) for Employees under the Leidos Holdings, Inc. Amended and Restated 2017 Omnibus Incentive Plan.

Exhibit 10.20 LEIDOS HOLDINGS, INC. 2017 OMNIBUS INCENTIVE PLAN NOTICE OF GRANT OF RESTRICTED STOCK UNIT AWARD (PERFORMANCE-VESTING) Leidos Holdings, Inc. (the “Company”) hereby grants this Restricted Stock Unit Award (the “Award”) of the number of Restricted Stock Units set forth in this Notice of Grant of Restricted Stock Unit Award (the “Notice”) to the Grantee designated in this Notice, pursua

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 29, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-33072 Leidos Holdings, Inc. (Exa

Subsidiaries of the Registrant.

Exhibit 21 Subsidiaries Name Jurisdiction of Formation Leidos, Inc. Delaware Leidos Biomedical Research, Inc. Delaware Leidos Consulting Engineers, Inc. California Leidos Engineering, LLC Delaware Leidos Global Technology Corporation Delaware Leidos Services, Inc. Delaware Reveal Imaging Technologies, Inc. Delaware Varec Holdings, Inc. Delaware Varec, Inc. Georgia Leidos Intermediate Holdings, Inc

LDOS / Leidos Holdings, Inc. / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SC 13G/A 1 tv01325-leidosholdingsinc.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 11)* Name of issuer: Leidos Holdings Inc Title of Class of Securities: Common Stock CUSIP Number: 525327102 Date of Event Which Requires Filing of this Statement: December 29, 2023 Check the appropriate box to desig

LDOS / Leidos Holdings, Inc. / BlackRock Inc. Passive Investment

SC 13G/A 1 us5253271028012324.txt us5253271028012324.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No: 12) LEIDOS HOLDINGS INC - (Name of Issuer) Common Stock - (Title of Class of Securities) 525327102 - (CUSIP Number) December 31, 2023 - (Date of Event Which Requires Filing of this Statement) Check the appropriate b

Leidos Appoints Dan Antal General Counsel Jerry Howe to remain employee through June and advisor to Leidos through March 2025

Exhibit 99.1 Leidos Appoints Dan Antal General Counsel Jerry Howe to remain employee through June and advisor to Leidos through March 2025 RESTON, Va., January 17, 2024—Leidos (NYSE: LDOS), a FORTUNE 500® science and technology leader, today announced the appointment of Dan Antal as General Counsel, effective April 1, 2024. Antal, who currently serves as General Counsel for Rolls-Royce Defense and

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): January 17, 2024 (January 17, 202

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): January 17, 2024 (January 17, 2024) LEIDOS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-33072 20-3562868 (State or other jurisdiction of incorpor

Consulting Employee Agreement, dated January 17, 2024.

Exhibit 10.1 Jerry Howe EVP, General Counsel and Corporate Secretary Subject: Consulting Employee Agreement We appreciate your exemplary service as the General Counsel and Corporate Secretary. On behalf of Leidos, we are pleased to offer you a consulting agreement as an Advisor to the Chief Executive Officer, effective August 1, 2024. As a consulting employee, you will be paid an hourly rate of $1

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): December 14, 2023 (December 11, 2

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): December 14, 2023 (December 11, 2023) LEIDOS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-33072 20-3562868 (State or other jurisdiction of incorp

Leidos Nominates Former Vice Admiral Nancy Ann Norton to Board of Directors

Exhibit 99.1 Leidos Nominates Former Vice Admiral Nancy Ann Norton to Board of Directors (RESTON, Va.) December 14, 2023 – Leidos (NYSE:LDOS), a FORTUNE® 500 science and technology leader, announced that Nancy Ann Norton, Vice Admiral U.S. Navy (Ret.), has been appointed to the company’s Board of Directors, effective January 1, 2024. Norton sits on the board of FedEx Corporation and, while in the

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): November 2, 2023 (October 27, 2023) LEIDOS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-33072 20-3562868 (State or other jurisdiction of incorpor

Leidos Announces Executive Leadership Team for 2024 New Executive Appointments Poised to Drive Innovation and Success

Exhibit 99.1 Leidos Announces Executive Leadership Team for 2024 New Executive Appointments Poised to Drive Innovation and Success RESTON, VA – Nov. 2, 2023 – Leidos, a global leader in technology solutions and services, today announced a realignment of its operating groups and changes to its corporate leadership structure and personnel, effective Jan. 1, 2024. These changes will help position the

Leidos Holdings, Inc. Reports Third Quarter Fiscal Year 2023 Results

EXHIBIT 99.1 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 bi

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): October 31, 2023 LEIDOS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-33072 20-3562868 (State or other jurisdiction of incorporation or organizati

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 29, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-33072 Leidos

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): August 1, 2023 LEIDOS HOLDINGS, I

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): August 1, 2023 LEIDOS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-33072 20-3562868 (State or other jurisdiction of incorporation or organization

Amended and Restated Leidos Holdings, Inc. Severance Plan for Executive Officers, effective July 27, 2023. Incorporated by reference to Exhibit 10.2 to our Form 10-Q filed with the SEC on August 1, 2023.

Exhibit 10.2 LEIDOS HOLDINGS, INC. Severance Plan for Executive Officers Effective July 27, 2023 Establishment of Plan and Purpose. The Company has established the Leidos Holdings, Inc. Severance Plan for Executive Officers (the “Plan”, which previously was known as the Leidos Holdings, Inc. Executive Severance Plan) to provide benefits to Eligible Officers who leave the employment of the Company

Leidos Holdings, Inc. Reports Second Quarter Fiscal Year 2023 Results

EXHIBIT 99.1 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 •Cash Flows from Operations of $164 million; Free Cash Flow of $124 million •Net Bookings of $2.9 billion (book-

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-33072 Leidos Hold

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 11-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 11-K ☒ ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-33072 A. Full title of plan and the address

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): June 1, 2023 (May 26, 2023) LEIDOS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-33072 20-3562868 (State or other jurisdiction of incorporation or

Conflict Minerals Report as required by Items 1.01 and 1.02 of this Form

Exhibit 1.01 Conflict Minerals Report of Leidos Holdings, Inc. for the reporting period from January 1 to December 31, 2022 The following should be read in conjunction with the definitions contained in the Securities and Exchange Commission (“SEC”) instructions to Form SD and related rules. This report for the reporting period from January 1 to December 31, 2022, is presented by Leidos Holdings, I

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report LEIDOS HOLDINGS, INC. (Exact name of the registrant as specified in its charter)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report LEIDOS HOLDINGS, INC. (Exact name of the registrant as specified in its charter) Delaware 001-33072 (State or Other Jurisdiction of Incorporation) (Commission File Number) 1750 Presidents Street, Reston, Virginia 20190 (Address of Principal Executive Offices) (Zip Code) Benjamin A. Winter

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): April 28, 2023 LEIDOS HOLDINGS, I

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): April 28, 2023 LEIDOS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-33072 20-3562868 (State or other jurisdiction of incorporation or organization

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): May 2, 2023 LEIDOS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-33072 20-3562868 (State or other jurisdiction of incorporation or organization) (

Leidos Holdings, Inc. Reports First Quarter Fiscal Year 2023 Results

EXHIBIT 99.1 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) RESTON, Va., May 2, 2023 – Leidos Holdings, Inc. (NYSE: LDOS), a FORTUNE 500® scienc

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-33072 Leidos Hol

List of Guarantors and Subsidiary Issuers of Guaranteed Securities. Incorporated herein by reference to Exhibit 22 to our Quarterly Report on Form 10-Q filed with the SEC on May 2, 2023.

Exhibit 22 List of Guarantors and Subsidiary Issuers of Guaranteed Securities Leidos Holdings, Inc.

Retirement Agreement, dated March 28, 2023.

Exhibit 10.1 RETIREMENT AGREEMENT THIS RETIREMENT AGREEMENT (this “Agreement”) is entered into as of March 28, 2023 (the “Effective Date”) by and between Leidos Holdings, Inc., a Delaware corporation (the “Company”), and Roger A. Krone (“Executive”). WHEREAS, Executive currently serves as Chairman of the Board and Chief Executive Officer of the Company; WHEREAS, Executive and the Company are parti

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): February 23,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): February 23, 2023 LEIDOS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-33072 20-3562868 (State or other jurisdiction of incorp

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) ☑ Filed by the Registrant ☐ Filed by a party other than the Registrant CHECK THE APPROPRIATE BOX: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) ☑ Filed by the Registrant ☐ Filed by a party other than the Registrant CHECK THE APPROPRIATE BOX: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☑ Defin

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): March 14, 2023 (March 10, 2023) L

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): March 14, 2023 (March 10, 2023) LEIDOS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-33072 20-3562868 (State or other jurisdiction of incorporatio

Credit Agreement dated as of March 10, 2023, by and among Leidos Holdings, Inc., Leidos, Inc., the guarantors party thereto, the lenders party thereto and Citibank, N.A., as administrative agent. Incorporated by reference to Exhibit 10.1 to our Current Report on Form 8-K filed with the SEC on March 14, 2023

EX-10.1 Exhibit 10.1 EXECUTION VERSION CREDIT AGREEMENT dated as of March 10, 2023, among LEIDOS HOLDINGS, INC. as Holdings, LEIDOS, INC., as Borrower, The GUARANTORS Party Hereto, The LENDERS Party Hereto and CITIBANK, N.A., as Administrative Agent MUFG BANK, LTD., as Syndication Agent CITIBANK, N.A., MUFG BANK, LTD., BOFA SECURITIES, INC., CAPITAL ONE, NATIONAL ASSOCIATION, JPMORGAN CHASE BANK,

LDOS / Leidos Holdings Inc / BlackRock Inc. Passive Investment

us5253271028030723.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No: 11) LEIDOS HOLDINGS INC - (Name of Issuer) Common Stock - (Title of Class of Securities) 525327102 - (CUSIP Number) February 28, 2023 - (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant

Leidos, Inc. Announces Pricing Terms of Cash Tender Offer for Any and All 2.950% Senior Notes Due 2023

EX-99.1 Exhibit 99.1 Leidos, Inc. Announces Pricing Terms of Cash Tender Offer for Any and All 2.950% Senior Notes Due 2023 RESTON, Va., Feb. 23, 2023 /PRNewswire/ — Leidos Holdings, Inc. (NYSE: LDOS) (“Holdings”), a FORTUNE® 500 science and technology leader, today announced the pricing terms of the previously announced offer by its wholly-owned subsidiary, Leidos, Inc. (“Leidos”) to purchase for

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): February 28, 2023 (February 23, 2

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): February 28, 2023 (February 23, 2023) LEIDOS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-33072 20-3562868 (State or other jurisdiction of incorp

Form of Global Note representing Leidos, Inc.’s 5.750% Notes due 2033 (included in Exhibit 4.1)

EX-4.1 Exhibit 4.1 LEIDOS, INC. Officers’ Certificate February 28, 2023 Reference is made to the Indenture, dated as of October 8, 2020 (the “Indenture”), by and between Leidos, Inc. (the “Issuer”), Leidos Holdings, Inc., the Issuer’s parent company (the “Guarantor”) and Citibank, N.A., as trustee (the “Trustee”). The Trustee is the trustee for any and all securities issued under the Indenture. Pu

Leidos, Inc. Announces the Expiration and Results of Cash Tender Offer for Any and All 2.950% Senior Notes Due 2023

EX-99.2 Exhibit 99.2 Leidos, Inc. Announces the Expiration and Results of Cash Tender Offer for Any and All 2.950% Senior Notes Due 2023 RESTON, Va., Feb. 24, 2023 /PRNewswire/ — Leidos Holdings, Inc. (NYSE: LDOS) (“Holdings”), a FORTUNE® 500 science and technology leader, today announced that the previously announced offer by its wholly-owned subsidiary, Leidos, Inc. (“Leidos”) to purchase for ca

Underwriting Agreement, dated as of February 16, 2023, between Leidos, Inc., Leidos Holdings, Inc., BofA Securities, Inc., Citigroup Global Markets Inc. and MUFG Securities Americas Inc.

EX-1.1 Exhibit 1.1 EXECUTION VERSION Leidos, Inc. $750,000,000 5.750% Notes due 2033 Underwriting Agreement February 16, 2023 BofA Securities, Inc. Citigroup Global Markets Inc. MUFG Securities Americas Inc. As Representatives of the several Underwriters, c/o BofA Securities, Inc. One Bryant Park New York, New York 10036 c/o Citigroup Global Markets Inc. 388 Greenwich Street New York, New York 100

Leidos Selects Thomas Bell as Incoming CEO Roger Krone to Retire as Chairman and CEO by May 2023

Exhibit 99.1 Leidos Selects Thomas Bell as Incoming CEO Roger Krone to Retire as Chairman and CEO by May 2023 (Reston, VA) February 27, 2023 – Leidos (NYSE: LDOS) today announced the appointment of Thomas Bell as Chief Executive Officer, expected to be effective May 3, 2023. Bell, current President – Defense Rolls-Royce plc; Chairman & Chief Executive Officer, Rolls-Royce North America, Inc., will

Executive Employment Agreement, dated February 23, 2023, between Leidos Holdings, Inc. and Thomas A. Bell. Incorporated by reference to Exhibit 10.1 to our Current Report on Form 8-K filed with the SEC on February 27, 2023.

Exhibit 10.1 EXECUTIVE EMPLOYMENT AGREEMENT THIS EXECUTIVE EMPLOYMENT AGREEMENT (this “Agreement”) is entered into on February 23, 2023 by and among Leidos Holdings, Inc., a Delaware corporation (together with its successors and assigns, the “Company”), and Thomas A. Bell (“Executive”). WHEREAS, the Company wishes to engage Executive as its Chief Executive Officer, effective as of May 3, 2023 (the

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): February 23, 2023 LEIDOS HOLDINGS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): February 23, 2023 LEIDOS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-33072 20-3562868 (State or other jurisdiction of incorporation or organizat

Calculation of Filing Fee Table (Form Type) Leidos, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities

EX-FILING FEES Exhibit 107 Calculation of Filing Fee Table 424(b)(2) (Form Type) Leidos, Inc.

Leidos, Inc. $750,000,000 5.750% Notes due 2033 Guaranteed by Leidos Holdings, Inc.

Table of Contents Filed pursuant to Rule 424(b)(2) Registration No. 333-269820 and 333-269820-01 PROSPECTUS SUPPLEMENT (To Prospectus dated February 16, 2023) Leidos, Inc. $750,000,000 5.750% Notes due 2033 Guaranteed by Leidos Holdings, Inc. Leidos, Inc. is offering $750,000,000 aggregate principal amount of our 5.750% Notes due 2033 (the “Notes”). The Notes will bear an initial interest at the r

SUBJECT TO COMPLETION, FEBRUARY 16, 2023

Table of Contents Filed pursuant to Rule 424(b)(2) Registration No. 333-269820 and 333-269820-01 The information in this Preliminary Prospectus Supplement and the accompanying Prospectus is not complete and may be changed. This Preliminary Prospectus Supplement and the accompanying Prospectus are not an offer to sell the Notes nor do they seek an offer to buy the Notes in any jurisdiction where th

Statement of Eligibility on Form T-1 of Citibank, N.A for Senior Debt Indenture.

Exhibit 25.1 File No. ———————— SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE ☐ CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(B)(2) CITIBANK, N.A. (Exact name of trustee as specified in its charter) 13-5266470 (I.R.S. employer iden

Fee Table.

Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) LEIDOS HOLDINGS, INC.

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): February 16, 2023 LEIDOS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-33072 20-3562868 (State or other jurisdiction of incorporation or organizat

Form of Senior Debt Indenture.

Exhibit 4.3 EXECUTION VERSION LEIDOS, INC., as Issuer LEIDOS HOLDINGS, INC., as Guarantor and CITIBANK, N.A., as Trustee Dated as of October 8, 2020 Reconciliation and tie between Trust Indenture Act of 1939 and Indenture, dated as of October 8, 2020 Trust Indenture Act Section Indenture Section Sec. 310(a)(1) 6.09 (a)(2) 6.09 (b) 6.10 Sec. 312(c) 7.01 Sec. 314(a) 7.03 (a)(4) 12.02 (c)(1) 4.04 (c)

Leidos, Inc. Commences Tender Offer for Any and All 2.950% Senior Notes Due 2023

Exhibit 99.1 Leidos, Inc. Commences Tender Offer for Any and All 2.950% Senior Notes Due 2023 RESTON, Va., Feb. 16, 2023 /PRNewswire/ — Leidos Holdings, Inc. (NYSE:LDOS) (“Holdings”), a FORTUNE® 500 science and technology leader, today announced its wholly-owned subsidiary, Leidos, Inc. (“Leidos”), has commenced an offer to purchase for cash (the “Tender Offer”) any and all of its outstanding 2.95

LEIDOS, INC. $750,000,000 5.750% NOTES DUE 2033 PRICING TERM SHEET February 16, 2023 Issuer: Leidos, Inc. Guarantor: Leidos Holdings, Inc. Security Description: 5.750% Notes due 2033 Principal Amount: $750,000,000 Maturity Date: March 15, 2033 Benchm

FWP 1 d442348dfwp.htm FWP Filed Pursuant to Rule 433 Registration No. 333-269820 Issuer Free Writing Prospectus dated February 16, 2023 Relating to Preliminary Prospectus Supplement dated February 16, 2023 LEIDOS, INC. $750,000,000 5.750% NOTES DUE 2033 PRICING TERM SHEET February 16, 2023 Issuer: Leidos, Inc. Guarantor: Leidos Holdings, Inc. Security Description: 5.750% Notes due 2033 Principal A

As filed with the Securities and Exchange Commission on February 16, 2023

Table of Contents As filed with the Securities and Exchange Commission on February 16, 2023 Registration No.

LETTER

United States securities and exchange commission logo February 15, 2023 Christopher Cage Chief Financial Officer Leidos Holdings, Inc.

m of Notice of Grant of Performance Share Awards for Employees under the Leidos Holdings, Inc.

Exhibit 10.23 LEIDOS HOLDINGS, INC. 2017 OMNIBUS INCENTIVE PLAN NOTICE OF GRANT OF RESTRICTED STOCK UNIT AWARD (PERFORMANCE SHARE AWARD) [FY23-FY25] Leidos Holdings, Inc. (the “Company”) hereby grants this Restricted Stock Unit Award (the “Award”) of the number of Restricted Stock Units set forth in this Notice of Grant of Restricted Stock Unit Award (the “Notice”) to the Grantee designated in thi

Form of Notice of Grant of Options for Employees under the Leidos Holdings, Inc.

Exhibit 10.21 LEIDOS HOLDINGS, INC. 2017 OMNIBUS INCENTIVE PLAN NOTICE OF GRANT OF OPTION AWARD (EMPLOYEES) Leidos Holdings, Inc. (the “Company”) hereby grants this Option Award (the “Award”) as set forth in this Notice of Grant of Option Award (the “Notice”) to the Grantee designated in this Notice, pursuant to the provisions of the Company’s 2017 Omnibus Incentive Plan (the “Plan”) and subject t

Form of Notice of Grant of Restricted Stock Unit Awards (Performance-Vesting) for Employees under the Leidos Holdings, Inc.

Exhibit 10.22 LEIDOS HOLDINGS, INC. 2017 OMNIBUS INCENTIVE PLAN NOTICE OF GRANT OF RESTRICTED STOCK UNIT AWARD (PERFORMANCE-VESTING) Leidos Holdings, Inc. (the “Company”) hereby grants this Restricted Stock Unit Award (the “Award”) of the number of Restricted Stock Units set forth in this Notice of Grant of Restricted Stock Unit Award (the “Notice”) to the Grantee designated in this Notice, pursua

Form of Notice of Grant of Restricted Stock Unit Awards (Time-Vesting) for Employees under the Leidos Holdings, Inc.

Exhibit 10.24 LEIDOS HOLDINGS, INC. 2017 OMNIBUS INCENTIVE PLAN NOTICE OF GRANT OF RESTRICTED STOCK UNIT AWARD (TIME-VESTING) Leidos Holdings, Inc. (the “Company”) hereby grants this Restricted Stock Unit Award (the “Award”) of the number of Restricted Stock Units set forth in this Notice of Grant of Restricted Stock Unit Award (the “Notice”) to the Grantee designated in this Notice, pursuant to t

List of Guarantors and Subsidiary Issuers of Guaranteed Securities.

Exhibit 22 List of Guarantors and Subsidiary Issuers of Guaranteed Securities Leidos Holdings, Inc.

Amended and Restated Bylaws of Leidos Holdings, Inc.

Exhibit 3.2 BYLAWS OF LEIDOS HOLDINGS, INC. (a Delaware corporation) February 10, 2023 Table of Contents Page ARTICLE I. OFFICES 1 Section 1.01 Registered Office 1 Section 1.02 Principal Office 1 Section 1.03 Other Offices 1 ARTICLE II. MEETINGS OF STOCKHOLDERS 1 Section 2.01 Annual Meetings 1 Section 2.02 Special Meetings 1 Section 2.03 Time and Place of Meetings 2 Section 2.04 Notice of Meetings

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 30, 2022 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-33072 Leidos Holdings, Inc. (Exa

Subsidiaries of the Registrant.

Exhibit 21 Subsidiaries Name Jurisdiction of Formation Leidos, Inc. Delaware Leidos Biomedical Research, Inc. Delaware Leidos Consulting Engineers, Inc. California Leidos Engineering, LLC Delaware Leidos Global Technology Corporation Delaware Leidos Services, Inc. Delaware Reveal Imaging Technologies, Inc. Delaware Varec Holdings, Inc. Delaware Varec, Inc. Georgia Leidos Intermediate Holdings, Inc

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): February 14, 2023 LEIDOS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-33072 20-3562868 (State or other jurisdiction of incorporation or organizat

Leidos Holdings, Inc. Reports Fourth Quarter and Fiscal Year 2022 Results

Exhibit 99.1 Leidos Holdings, Inc. Reports Fourth Quarter and Fiscal Year 2022 Results • Revenues: $3.7 billion for fourth quarter (up 6% year-over-year); $14.4 billion for the year (up 5% year-over-year) • Diluted Earnings per Share: $1.28 for fourth quarter (up 4% year-over-year); $4.96 for the year (down 6% year-over-year) • Non-GAAP Diluted Earnings per Share: $1.83 for fourth quarter (up 17%

Leidos Holdings, Inc. Amended and Restated 2017 Omnibus Incentive Plan. Incorporated by reference to Exhibit 10.2 to our Annual Report on Form 10-K filed with the SEC on February 14, 2023.

Exhibit 10.2 LEIDOS HOLDINGS, INC. AMENDED AND RESTATED 2017 OMNIBUS INCENTIVE PLAN Leidos Holdings, Inc., a Delaware corporation, sets forth herein the terms of its Amended and Restated 2017 Omnibus Incentive Plan, as follows: 1. PURPOSE The Plan is intended to enhance the Company’s and its Subsidiaries’ ability to attract and retain employees, Consultants and Non-Employee Directors, and to motiv

List of Guarantors and Subsidiary Issuers of Guaranteed Securities

CORRESP 3 filename3.htm Appendix B - Exhibit 22 List of Guarantors and Subsidiary Issuers of Guaranteed Securities Leidos Holdings, Inc. (“Guarantor”) has fully and unconditionally guaranteed the debt securities of its subsidiary, Leidos, Inc. (“Issuer”), that were issued pursuant to transactions that were registered under the Securities Act of 1933, as amended (collectively, the “Registered Notes

December 30, 2022

Appendix A – Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations Guarantors and Issuers of Guaranteed Securities Guarantors and Issuers of Guaranteed Securities Leidos Holdings, Inc. (“Guarantor”) has fully and unconditionally guaranteed the debt securities of its subsidiary, Leidos, Inc. (“Issuer”), that were issued pursuant to transactions that were regi

LDOS / Leidos Holdings Inc / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SC 13G/A 1 tv01287-leidosholdingsinc.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 10)* Name of issuer: Leidos Holdings Inc. Title of Class of Securities: Common Stock CUSIP Number: 525327102 Date of Event Which Requires Filing of this Statement: December 30, 2022 Check the appropriate box to desi

LDOS / Leidos Holdings Inc / BlackRock Inc. Passive Investment

us5253271028012423.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No: 10) LEIDOS HOLDINGS INC - (Name of Issuer) Common Stock - (Title of Class of Securities) 525327102 - (CUSIP Number) December 31, 2022 - (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant

Ms. Laura Veator, Senior Staff Accountant

Ms. Laura Veator, Senior Staff Accountant Mr. Stephen Krikorian, Accounting Branch Chief Division of Corporation Finance Disclosure Review Program U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Re: Leidos Holdings, Inc. Form 10-K for the Fiscal Year Ended December 31, 2021 Filed February 15, 2022 File No. 001-33072 January 11, 2023 Dear Ms. Veator and Mr. Krikorian

Ms. Laura Veator, Senior Staff Accountant

Ms. Laura Veator, Senior Staff Accountant Mr. Stephen Krikorian, Accounting Branch Chief Division of Corporation Finance Disclosure Review Program U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Re:Leidos Holdings, Inc. Form 10-K for the Fiscal Year Ended December 31, 2021 Filed February 15, 2022 File No. 001-33072 December 21, 2022 Dear Ms. Veator and Mr. Krikorian

LDOS / Leidos Holdings Inc / JPMORGAN CHASE & CO - FILING LEIDOS HOLDINGS, INC. Passive Investment

Schedule 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 03)* Leidos Holdings, Inc. (Name of Issuer) Common stock, par value $.0001 per share (Title of Class of Securities) 525327102 (CUSIP Number) December 30, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to d

Ms. Laura Veator, Senior Staff Accountant

CORRESP 1 filename1.htm Ms. Laura Veator, Senior Staff Accountant Mr. Stephen Krikorian, Accounting Branch Chief Division of Corporation Finance Disclosure Review Program U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Re:Leidos Holdings, Inc. Form 10-K for the Fiscal Year Ended December 31, 2021 Filed February 15, 2022 File No. 001-33072 December 21, 2022 Dear Ms.

LETTER

United States securities and exchange commission logo December 16, 2022 Christopher Cage Chief Financial Officer Leidos Holdings, Inc.

DYNETICS / HUNTSVILLE December 1, 2022 2022 Investor Site Visit 22-leidos-1114-25666 2 FORWARD-LOOKING STATEMENTS Certain statements in this presentation contain or are based on "forward-looking" information within the meaning of the Private Securiti

ex991leidosholdingsdynet DYNETICS / HUNTSVILLE December 1, 2022 2022 Investor Site Visit 22-leidos-1114-25666 2 FORWARD-LOOKING STATEMENTS Certain statements in this presentation contain or are based on "forward-looking" information within the meaning of the Private Securities Litigation Reform Act of 1995.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): December 1, 2022 LEIDOS HOLDINGS,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): December 1, 2022 LEIDOS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-33072 20-3562868 (State or other jurisdiction of incorporation or organizati

Leidos Holdings, Inc. Reports Third Quarter Fiscal Year 2022 Results

EXHIBIT 99.1 Leidos Holdings, Inc. Reports Third Quarter Fiscal Year 2022 Results ?Revenues of $3.6 billion, up 4% year-over-year ?Net Income of $164 million; Adjusted EBITDA of $372 million ?Diluted Earnings per Share of $1.17, or $1.59 on a non-GAAP basis ?Record Cash Flows from Operations of $748 million and Free Cash Flow of $721 million ?Net Bookings of $4.1 billion (book-to-bill ratio of 1.1

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): November 1, 2022 LEIDOS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-33072 20-3562868 (State or other jurisdiction of incorporation or organizati

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-33072 Leidos

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): August 26, 2022 LEIDOS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-33072 20-3562868 (State or other jurisdiction of incorporation or organizatio

Leidos Holdings, Inc. Reports Second Quarter Fiscal Year 2022 Results

EXHIBIT 99.1 Leidos Holdings, Inc. Reports Second Quarter Fiscal Year 2022 Results ?Revenues of $3.6 billion, up 4% year-over-year ?Net Income of $172 million; Adjusted EBITDA of $366 million ?Diluted Earnings per Share of $1.24, or $1.59 on a non-GAAP basis ?Cash Flows from Operations of $40 million; Free Cash Flow of $19 million ?Net Bookings of $2.2 billion (book-to-bill ratio of 0.6); backlog

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended July 1, 2022 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-33072 Leidos Holdi

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): August 2, 2022 LEIDOS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-33072 20-3562868 (State or other jurisdiction of incorporation or organization

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 11-K

11-K 1 ldos12312111-k.htm 11-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 11-K ☒ ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-33072 A. Ful

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report LEIDOS HOLDINGS, INC. (Exact name of the registrant as specified in its charter)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report LEIDOS HOLDINGS, INC. (Exact name of the registrant as specified in its charter) Delaware 001-33072 (State or Other Jurisdiction of Incorporation) (Commission File Number) 1750 Presidents Street, Reston, Virginia 20190 (Address of Principal Executive Offices) (Zip Code) Benjamin A. Winter

Conflict Minerals Report as required by Items 1.01 and 1.02 of this Form

EX-1.01 2 conflictmineralsreport-2021.htm EXHIBIT 1.01 Exhibit 1.01 Conflict Minerals Report of Leidos Holdings, Inc. for the reporting period from January 1 to December 31, 2021 The following should be read in conjunction with the definitions contained in the Securities and Exchange Commission (“SEC”) instructions to Form SD and related rules. This report for the reporting period from January 1 t

Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): April 29, 2022 LEIDOS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-33072 20-3562868 (State or other jurisdiction of incorporation or organization

Leidos Holdings, Inc. Reports First Quarter Fiscal Year 2022 Results

EXHIBIT 99.1 Leidos Holdings, Inc. Reports First Quarter Fiscal Year 2022 Results ?Revenues of $3.5 billion, up 5% year-over-year ?Net Income of $177 million; Adjusted EBITDA of $358 million ?Diluted Earnings per Share of $1.25, or $1.58 on a non-GAAP basis ?Cash Flows from Operations of $93 million; Free Cash Flow of $65 million ?Net Bookings of $5.4 billion (book-to-bill ratio of 1.6) drive reco

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended April 1, 2022 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-33072 Leidos Hold

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): May 3, 2022 LEIDOS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-33072 20-3562868 (State or other jurisdiction of incorporation or organization) (

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy Statement ? Definitive Additional Materials ? Soliciting Material Pursuant to ? 240.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy Statement ? Definitive Additional Materials ? Soliciting Material Pursuant to ? 240.

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): February 18, 2022 LEIDOS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-33072 20-3562868 (State or other jurisdiction of incorporation or organizat

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): February 11, 2022 LEIDOS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-33072 20-3562868 (State or other jurisdiction of incorporation or organizat

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): February 16, 2022 LEIDOS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-33072 20-3562868 (State or other jurisdiction of incorporation or organizat

Leidos Appoints Former Acting Secretary of Defense Patrick Shanahan to Board of Directors

EX-99.1 2 a21622shanahanboardpressre.htm EX-99.1 Exhibit 99.1 Leidos Appoints Former Acting Secretary of Defense Patrick Shanahan to Board of Directors (RESTON, Va.) February 16, 2022 – Leidos (NYSE: LDOS), a FORTUNE® 500 science and technology leader, today announced that Patrick Shanahan has been elected to the company’s Board of Directors, effective February 16, 2022. Shanahan served as the 33r

Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): February 15, 2022 LEIDOS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-33072 20-3562868 (State or other jurisdiction of incorporation or organizat

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-33072 Leidos Holdings

Subsidiaries of the Registrant.

Exhibit 21 Subsidiaries Name Jurisdiction of Formation Leidos, Inc. Delaware Leidos Biomedical Research, Inc. Delaware Leidos Consulting Engineers, Inc. California Leidos Engineering, LLC Delaware Leidos Global Technology Corporation Delaware Leidos Services, Inc. Delaware Reveal Imaging Technologies, Inc. Delaware Varec Holdings, Inc. Delaware Varec, Inc. Georgia Leidos Intermediate Holdings, Inc

Leidos Holdings, Inc. Reports Fourth Quarter and Fiscal Year 2021 Results

Exhibit 99.1 Leidos Holdings, Inc. Reports Fourth Quarter and Fiscal Year 2021 Results ? Revenues: $3.49 billion for fourth quarter (up 7% year-over-year); $13.74 billion for the year (up 12% year-over-year) ? Diluted Earnings per Share: $1.23 for fourth quarter (down 10% year-over-year); $5.27 for the year (up 21% year-over-year) ? Non-GAAP Diluted Earnings per Share: $1.56 for fourth quarter (do

LDOS / Leidos Holdings Inc / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 9)* Name of issuer: Leidos Holdings Inc. Title of Class of Securities: Common Stock CUSIP Number: 525327102 Date of Event Which Requires Filing of this Statement: December 31, 2021 Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

LDOS / Leidos Holdings Inc / BlackRock Inc. Passive Investment

us5253271028020922.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No: 9) LEIDOS HOLDINGS INC - (Name of Issuer) Common Stock - (Title of Class of Securities) 525327102 - (CUSIP Number) January 31, 2022 - (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to

LDOS / Leidos Holdings Inc / WELLINGTON MANAGEMENT GROUP LLP - SEC SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1 )* Leidos Holdings, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 525327102 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this

LDOS / Leidos Holdings Inc / BlackRock Inc. Passive Investment

us5253271028020222.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No: 8) LEIDOS HOLDINGS INC - (Name of Issuer) Common Stock - (Title of Class of Securities) 525327102 - (CUSIP Number) December 31, 2021 - (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant t

LDOS / Leidos Holdings Inc / JPMORGAN CHASE & CO - FILING LEIDOS HOLDINGS, INC. Passive Investment

Schedule 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 02)* Leidos Holdings, Inc. (Name of Issuer) Common stock, par value $.0001 per share (Title of Class of Securities) 525327102 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to d

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended October 1, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-33072 Leidos Ho

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): November 2, 2021 LEIDOS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-33072 20-3562868 (State or other jurisdiction of incorporation or organizati

Leidos Holdings, Inc. Reports Third Quarter Fiscal Year 2021 Results

EXHIBIT 99.1 Leidos Holdings, Inc. Reports Third Quarter Fiscal Year 2021 Results ?Revenues of $3.5 billion, up 7% year-over-year ?Net Income of $208 million; Adjusted EBITDA of $403 million ?Diluted Earnings per Share of $1.43, or $1.80 on a non-GAAP basis ?Cash Flows from Operations of $565 million; Free Cash Flow of $541 million ?Net Bookings of $4.7 billion (book-to-bill ratio of 1.4) drive re

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): October 7, 2021 LEIDOS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-33072 20-3562868 (State or other jurisdiction of incorporation or organizatio

CONRAD MIDTOWN October 7, 2021 2021 Investor Day Certain statements in this presentation contain or are based on "forward-looking" information within the meaning of the Private Securities Litigation Reform Act of 1995. In some cases, you can identify

CONRAD MIDTOWN October 7, 2021 2021 Investor Day Certain statements in this presentation contain or are based on "forward-looking" information within the meaning of the Private Securities Litigation Reform Act of 1995.

Leidos to Webcast Investor Day on Oct. 7, 2021, at 8:30 am ET

Exhibit 99.1 Leidos to Webcast Investor Day on Oct. 7, 2021, at 8:30 am ET (Reston, Va.) Sept, 28, 2021 ? Leidos (NYSE: LDOS), a FORTUNE 500? science and technology company, will webcast its Investor Day starting at 8:30 a.m. ET on Thursday, Oct. 7, 2021. The event will include presentations by Chairman and Chief Executive Officer Roger Krone, Chief Financial Officer Chris Cage, and other executiv

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): September 28, 2021 LEIDOS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-33072 20-3562868 (State or other jurisdiction of incorporation or organiza

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): August 3, 2021 LEIDOS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-33072 20-3562868 (State or other jurisdiction of incorporation or organization

Leidos Holdings, Inc. Reports Second Quarter Fiscal Year 2021 Results

EXHIBIT 99.1 Leidos Holdings, Inc. Reports Second Quarter Fiscal Year 2021 Results ?Revenues of $3.4 billion, up 18% year-over-year ?Diluted Earnings per Share of $1.18, or $1.52 on a non-GAAP basis ?Net Bookings of $3.8 billion (book-to-bill ratio of 1.1) build a strong foundation for growth ?Backlog grows for fourteenth consecutive quarter to $33.5 billion, up 9% year-over-year RESTON, Va., Augu

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended July 2, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-33072 Leidos Holdi

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): July 27, 2021 LEIDOS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-33072 20-3562868 (State or other jurisdiction of incorporation or organization)

Form of Commercial Paper Dealer Agreement between Leidos, Inc., as issuer, Leidos Holdings, Inc., as guarantor, and the applicable Dealer party thereto. Incorporated by reference to Exhibit 10.1 to our Current Report on Form 8-K filed with the SEC on July 12, 2021.

Exhibit 10.1 COMMERCIAL PAPER DEALER AGREEMENT 4(a)(2) PROGRAM; GUARANTEED among LEIDOS, INC., as Issuer, LEIDOS HOLDINGS, INC., as Guarantor, and , as Dealer Concerning Notes to be issued pursuant to the Commercial Paper Issuing and Paying Agent Agreement, dated as of July 12, 2021, among , as Issuing and Paying Agent, the Issuer and the Guarantor Dated as of July 12, 2021 Commercial Paper Dealer

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 12, 2021 LEIDOS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-33072 20-3562868 (State or other jurisdiction of incorporation or organization)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 11-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 11-K ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 OR TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-33072 A. Full title of plan and the address of

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report LEIDOS HOLDINGS, INC. (Exact name of registrant as specified in its charter)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report LEIDOS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-33072 20-3562868 (State or other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification Nos.) 1750 Presidents Street, Reston, Virginia 20190 (Address of Principal Executi

Conflict Minerals Report as required by Items 1.01 and 1.02 of this Form

EX-1.01 2 conflictmineralsreport2020.htm EX-1.01 Exhibit 1.01 Conflict Minerals Report of Leidos Holdings, Inc. for the reporting period from January 1 to December 31, 2020 The following should be read in conjunction with the definitions contained in the Securities and Exchange Commission (“SEC”) instructions to Form SD and related rules. This report for the reporting period from January 1 to Dece

Leidos, Inc. Offers to Exchange Up to $500,000,000 2.950% Notes due 2023 (the “Outstanding 2023 Notes”) for up to $500,000,000 2.950% Notes due 2023 (the “New 2023 Notes”) that have been registered under the Securities Act of 1933, as amended (the “S

Table of Contents Filed Pursuant to Rule 424(b)(3) Registration No. 333-255849 Leidos, Inc. Offers to Exchange Up to $500,000,000 2.950% Notes due 2023 (the ?Outstanding 2023 Notes?) for up to $500,000,000 2.950% Notes due 2023 (the ?New 2023 Notes?) that have been registered under the Securities Act of 1933, as amended (the ?Securities Act?) Up to $500,000,000 3.625% Notes due 2025 (the ?Outstand

LEIDOS, INC. LEIDOS HOLDINGS, INC. 1750 Presidents Street Reston, Virginia 20190

LEIDOS, INC. LEIDOS HOLDINGS, INC. 1750 Presidents Street Reston, Virginia 20190 May 17, 2021 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: Leidos, Inc. Leidos Holdings, Inc. Registration Statement on Form S-4 File No. 333-255849 Filed May 6, 2021 Ladies and Gentlemen: Reference is made to the Registration Statement on Fo

LEIDOS, INC. LEIDOS HOLDINGS, INC. 1750 Presidents Street Reston, Virginia 20190

LEIDOS, INC. LEIDOS HOLDINGS, INC. 1750 Presidents Street Reston, Virginia 20190 May 17, 2021 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Mitchell Austin Re: Leidos, Inc. Leidos Holdings, Inc. Registration Statement on Form S-4 File No. 333-255849 Filed May 6, 2021 Ladies and Gentlemen: Pursuant to Rule 461 under

LETTER

United States securities and exchange commission logo May 12, 2021 Jerald S. Howe, Jr. Executive Vice President and General Counsel Leidos, Inc. 1750 Presidents Street Reston, Virginia 20190 Re: Leidos, Inc. Registration Statement on Form S-4 Filed May 6, 2021 File No. 333-255849 Dear Mr. Howe: This is to advise you that we have not reviewed and will not review your registration statement. Please

- S-4

Table of Contents As filed with the Securities and Exchange Commission on May 6, 2021 Registration Statement No.