Business Context and Reporting Period
This Form 8-K Current Report was filed by Science Applications International Corporation (SAIC) on April 7, 2026. The report details corporate governance changes effective April 8, 2026, specifically the appointment of two new members to the Board of Directors.
Key Financial Metrics
The filing text does not provide a clear value for revenue, profit, cash flow, margins, debt, or liquidity. This report focuses exclusively on personnel appointments and does not contain financial performance data.
Material Changes
- Board Expansion: The size of the Board of Directors increased from eleven to thirteen members.
- New Appointments: Paul Eremenko and Admiral Michael Rogers, USN Retired, were appointed as directors.
- Committee Assignments: Both new directors were immediately assigned to the Audit Committee and the Technology Committee.
- Term Duration: The initial term for both directors begins April 8, 2026, and expires at the 2026 Annual Meeting of Stockholders.
Management Commentary and Risks
Management highlighted the strategic value of the new appointments:
- Paul Eremenko: Brings expertise in AI, aerospace R&D, and advanced engineering. His background includes roles as CEO of P-1 AI, Universal Hydrogen, and CTO at United Technologies and Airbus. He is positioned to guide technological transformation and innovation-led growth.
- Admiral Michael Rogers: Offers extensive experience in military operations, cyber operations, intelligence, and national security. His career includes serving as Director of the National Security Agency and Commander of U.S. Cyber Command. He is expected to provide governance insights on defense technology and geopolitics.
Compensation: Both directors will receive standard annual cash and equity compensation pro-rated until the 2026 Annual Meeting and may participate in the Deferred Compensation Plan.
Risks and Contingencies: The filing states there are no undisclosed arrangements regarding the selection of these directors and no reportable related-party transactions under Item 404(a) of Regulation S-K.
Investor Verification Checklist
- Verify the effective date of the board expansion (April 8, 2026) and the expiration of the initial term at the 2026 Annual Meeting.
- Confirm the specific committee assignments (Audit and Technology) for the new directors.
- Review the Company's proxy statement for the 2026 Annual Meeting to confirm the re-election status of the new directors.
- Check for any subsequent filings regarding the specific equity grant details for the new directors.