SEC Filing Summary: Science Applications International Corp (SAIC)
Business Context and Reporting Period
This Form 8-K reports the results of the Annual Meeting of Stockholders held virtually on June 4, 2025. The filing covers the election of directors, a say-on-pay vote, and the ratification of the independent auditor.
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 corporate governance voting outcomes.
Material Changes and Voting Results
Approximately 82.7% of outstanding shares entitled to vote were represented at the meeting. The following matters were approved:
- Board of Directors: All 12 nominees were elected for one-year terms. While all were approved, two directors received significant "Against" votes: Katharina G. McFarland (2,123,521 against) and Donna S. Morea (1,750,090 against).
- Executive Compensation (Say-on-Pay): The non-binding advisory proposal was approved with 30,185,747 votes "For" and 4,855,234 votes "Against."
- Auditor Ratification: The appointment of Ernst & Young LLP for the fiscal year ending January 30, 2026, was approved with 38,799,420 votes "For" and 135,733 votes "Against."
Guidance, Outlook, and Risks
The filing text does not provide a clear value for financial guidance, management outlook, specific risks, contingencies, or unusual items. The document is limited to the disclosure of voting results.
Investor Verification Checklist
- Verify the reasons behind the elevated "Against" votes for directors Katharina G. McFarland and Donna S. Morea.
- Review the Definitive Proxy Statement (Schedule 14A) filed on April 23, 2025, for details on executive compensation and director qualifications.
- Confirm the total number of outstanding shares to contextualize the 3,711,905 broker non-votes recorded for all proposals.