SEC Info - Leidos Holdings, Inc. - ‘8-K’ for 5/15/20

i false i --01-01 i 0001336920 0001336920 2020-05-15 2020-05-15

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM i 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of Earliest Event Reported): i May 15, 2020



	i LEIDOS HOLDINGS, INC.
	(Exact name of registrant as specified in its charter)



i Delaware			i 001-33072	i 20-3562868
(State or other jurisdiction of incorporation or organization)			(Commission File Number)	(I.R.S. Employer Identification No.)

i 1750 Presidents Street	i Reston	i Virginia		i 20190
(Address of principal executive office)				(Zip Code)

( i 571) i 526-9000

(Registrants' telephone number, including area code)

Not Applicable

(Former Name or Former Address, If Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:



i ☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)



i ☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)



i ☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))



i ☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:



Title of each class	Trading symbol(s)	Name of each exchange on which registered
i Common stock, par value $.0001 per share	i LDOS	i New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).



	Emerging growth company	i ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

On May 15, 2020 the Company amended its Amended and Restated Certificate of Incorporation and Bylaws to eliminate cumulative voting in director elections, and to eliminate supermajority voting provisions. These provisions received shareholder approval at the May 1, 2020 Annual Meeting of Stockholders of the Company.

The Company’s Restated Certificate of Incorporation and Bylaws are filed as Exhibits 3.1 and 3.2 hereto, respectively.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits: The following exhibits are attached with this report:

The following exhibits are attached with this current report on Form 8-K:



Exhibit 3.1	Restated Certificate of Incorporation of Leidos Holdings, Inc.

Exhibit 3.2	Bylaws of Leidos Holdings, Inc.

Exhibit 104	The cover page from this Current Report on Form 8-K, formatted in Inline XBRL.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.






Dated: May 15, 2020	LEIDOS HOLDINGS, INC.

	By:	/s/ Benjamin A. Winter
		Benjamin A. Winter
		Senior Vice President and Corporate Secretary

This ‘8-K’ Filing	Date	Other Filings

Filed on / For Period end:	5/15/20	4, SD
	5/1/20	4, 8-K, DEF 14A, PRE 14A
		List all Filings

Leidos Holdings, Inc. – ‘8-K’ for 5/15/20

On: Friday, 5/15/20, at 5:08pm ET · For: 5/15/20 · Accession #: 1336920-20-53 · File #: 1-33072

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Current Report — Form 8-K — Sect. 13 / 15(d) – SEA’34
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