8-K current report · filed Mar 3, 2026

Leidos (LDOS) 8-K Current Report: March 3, 2026

Item 1.01Item 2.03LDOS overview

Short answer

Leidos (LDOS) filed an 8-K current report with the SEC on March 3, 2026 reporting Item 1.01 (Entry into a Material Definitive Agreement), Item 2.03 (Creation of a Direct Financial Obligation). Leidos raised $1.4B total ($600M at 4.10% due 2029; $800M at 5.00% due 2036) to fund the pending Entrust acquisition.

Leidos 8-K event analysis

AI summary of each reported item and its exhibits

Item 1.01 · Entry into a Material Definitive Agreement

  • Leidos raised $1.4B total ($600M at 4.10% due 2029; $800M at 5.00% due 2036) to fund the pending Entrust acquisition
  • Net proceeds ~$1,387M after underwriting discounts and expenses; senior unsecured, guaranteed by parent Leidos Holdings
  • Acquisition target: ENTRUST (KENE Parent, Inc.), per Stock Purchase Agreement dated January 23, 2026
  • Special mandatory redemption at 101% of principal if Entrust deal not closed by August 14, 2026: deal-closing risk directly tied to noteholder protection
  • Change-of-control trigger requires repurchase at 101% of principal; debt accelerates if 25%+ of noteholders demand upon event of default

Item 2.03 · Creation of a Direct Financial Obligation

  • Leidos, Inc. issued two tranches of senior notes: 4.100% Notes due 2029 and 5.000% Notes due 2036
  • Notes priced February 19, 2026; settlement/closing March 2, 2026
  • Underwriters: Citigroup, BofA Securities, and MUFG Securities Americas; major debt capital markets deal
  • No deal size disclosed in this filing section; investors should reference the full indenture/underwriting agreement exhibits for principal amounts

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