CACI President & CEO John S. Mengucci Vests RSUs & Withholds Shares for Taxes

Executive Compensation & Equity Vesting Analysis

1. Overview of Transactions

On October 1, 2026, CACI International Inc. President & CEO John S. Mengucci executed routine equity compensation transactions involving the settlement of vested equity awards and associated tax withholding:

• RSU / PRSU Vesting (Code M):
  • Vested 33,448 shares underlying Performance Restricted Stock Units (granted October 1, 2023).
  • Vested 5,575 shares underlying RSUs (granted October 1, 2023).
  • Vested 3,956 shares underlying RSUs (granted October 1, 2024).
  • Vested 4,205 shares underlying RSUs (granted October 1, 2025).
  • Total Shares Acquired: 47,184 common shares.
• Tax Withholding (Code F):
  • Surrendered a cumulative 21,283 shares at a market price of $627.06 per share to cover statutory tax liabilities, totaling approximately $13.35M in withheld value.
• New Equity Grants (Table II, Code A):
  • Received 11,961 Performance Restricted Stock Units (3-year cliff vest subject to performance).
  • Received 11,961 Restricted Stock Units (vesting 1/3 annually over 3 years).

2. Net Ownership Impact

• Net Share Increase: +25,901 common shares directly owned.
• Ending Direct Holdings: 145,837 common shares.

3. Market & Governance Significance

• Trading Significance: Low. The dispositions were non-discretionary tax withholdings (Code F) directly tied to equity award settlements, rather than open-market sales (Code S).
• The simultaneous grant of new PRSUs and RSUs reflects customary annual executive compensation benchmarking and alignment with shareholder performance.