SEC Filing Summary: Science Applications International Corp (SAIC)
Business Context and Reporting Period
This Form 8-K Current Report, dated June 5, 2024, discloses the results of the Company's virtual Annual Meeting of Stockholders. The filing covers corporate governance matters submitted to a vote by security holders.
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 voting outcomes and does not contain financial performance data.
Material Changes and Voting Results
Approximately 84% of outstanding shares entitled to vote were represented at the meeting. The following matters were approved:
- Board of Directors Election: All 11 nominees were elected for one-year terms. While all received majority support, vote counts varied, with "Against" votes ranging from approximately 123,000 to 742,000 per nominee.
- Executive Compensation (Say-on-Pay): The non-binding advisory proposal to approve named executive officer compensation was approved with 38,332,255 votes "For" and 1,050,087 votes "Against."
- Independent Auditor Ratification: The appointment of Ernst & Young LLP as the independent registered public accounting firm for the fiscal year ending January 31, 2025, was ratified with 42,921,724 votes "For" and 137,254 votes "Against."
Guidance, Outlook, and Risks
The filing text does not provide a clear value for guidance, outlook, management commentary, risks, contingencies, or unusual items. The document is limited to the reporting of voting statistics.
Key Facts for Investor Verification
- Verify the specific reasons for the variation in "Against" votes among the 11 director nominees, particularly for those receiving over 600,000 dissenting votes.
- Confirm the total number of shares outstanding to contextualize the 84% participation rate.
- Review the Definitive Proxy Statement (Schedule 14A) filed on April 24, 2024, for detailed executive compensation data referenced in the say-on-pay vote.
- Note that the fiscal year end for the ratified auditor is January 31, 2025.