SEC Filing Analysis: CACI INTERNATIONAL INC /DE/ (CACI)

Executive Summary

• Trading Significance: Low
• Key Takeaway: The Chair of the Board, Lisa S. Disbrow, received routine annual equity compensation totaling approximately $281,052 in the form of common stock and Restricted Stock Units (RSUs).
• Market Impact: This transaction is considered immaterial given the company's $11.34 billion market capitalization and is unlikely to influence the stock price.

Company Information

Field	Value
Company	CACI INTERNATIONAL INC /DE/
Ticker Symbol	CACI
CIK	0000016058
Industry	Services-Computer Integrated Systems Design

Insider Information

Field	Value
Name	DISBROW LISA S
CIK	0001712360
Title/Position	Chair of the Board
Relationship	Director

Transaction Details

This filing reported two grant transactions. The primary non-derivative transaction is detailed below.

Field	Value
Form Type	4
Transaction Date	2025-10-16
Transaction Code	A (Award)
Security Type	CACI Common Stock
Shares Involved	53
Price Per Share	$0.00 (Grant)
Total Value	~$27,332
Shares Owned After	1,987
Ownership Type	Direct

Financial Impact Assessment

Transaction Materiality

The analysis considers the combined value of the 53 common shares and the 492 RSUs granted on the same day.

Metric	Value
Total Transaction Value	~$281,052
% of Market Cap	0.0025%
Total Shares Transacted	545 (53 stock + 492 RSUs)
% of Shares Outstanding	0.0025%
Post-Transaction Ownership	1,987 shares (0.009% of outstanding)
Materiality Assessment	Low

Impact Evaluation

• Market Cap Context: For a company with an $11.34 billion market cap, a total grant value of ~$281k is standard procedure for board compensation and is financially immaterial.
• Ownership Concentration: The insider's post-transaction holding of 1,987 shares represents a very small fraction (0.009%) of the total shares outstanding, indicating low ownership concentration from this individual.
• Dilution Impact: The 545 shares (common stock and underlying RSUs) represent 0.0025% of shares outstanding. This is a negligible dilution impact for existing shareholders.
• Transaction Significance: Based on the transaction's value being significantly less than 0.1% of the market cap and the shares involved being less than 0.1% of shares outstanding, the transaction's significance is low.

Market Impact Analysis

Stock Impact Prediction

• Direction: Neutral
• Reasoning: The market generally does not react to routine, scheduled equity grants to directors as they are part of a predictable compensation structure and do not signal new information about the company's future prospects.

Volume & Sentiment

• Expected Volume Impact: Negligible. This type of filing does not typically drive trading volume.
• Sentiment Indicator: Neutral. This is a standard corporate governance event, not a bullish or bearish signal.

Investment Insights

Positive Market Indicators

• Equity-based compensation aligns the interests of the Board Chair with those of shareholders.

Risk Factors

• No risk factors are indicated by this filing.

Key Takeaways

1. This Form 4 filing details a routine annual equity grant to the Chair of the Board.
2. The transaction value and share amount are immaterial relative to CACI's market capitalization and shares outstanding.
3. The event has a low trading significance and is not an indicator of a change in the company's fundamentals or insider sentiment.

Additional Context

Transaction Notes

• The filing included two grants: 53 shares of common stock as part of the annual retainer for the Chair of the Board, and a separate grant of 492 Restricted Stock Units (RSUs).
• The 492 RSUs vest in four equal installments quarterly throughout the following year, starting in January 2026.