CACI INTERNATIONAL INC /DE/
For the period ended Jun 30, 2025. Filed Aug 7, 2025.
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FY2025 · Filed Aug 7, 2025
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Item 15. Exhibits and Financial Statement Schedules
(a)The following documents are filed as part of this Annual Report:
(1)Financial Statements
Consolidated Balance Sheets
Consolidated Statements of Operations
Consolidated Statements of Comprehensive Income
Consolidated Statements of Cash Flows
Consolidated Statements of Shareholders’ Equity
Notes to the Consolidated Financial Statements
(2)Financial Statements Schedules
All schedules have been omitted because they are not applicable, not required or the information has been otherwise supplied on the consolidated financial statements or notes to consolidated financial statements.
(3)Exhibits
| Exhibit No. | Description | Form | Filing Date | Exhibit No. |
|---|---|---|---|---|
| 3.1 | Certificate of Incorporation of CACI International Inc, as amended to date. | 10-K | September 13, 2006 | 3.1 |
| 3.2 | Amended and Restated By-laws of CACI International Inc, amended as of March 16, 2017. | 8-K | March 21, 2017 | 3.1 |
| 4.1 | Description of the Corporation’s Securities Registered Pursuant to Section 12 of the Exchange Act of 1934. | 10-K | August 14, 2020 | 4.1 |
| 4.2 | Indenture, dated as of June 2, 2025, by and among CACI International Inc, the guarantors named therein and U.S. Bank Trust Company, National Association, as trustee. | 8-K | June 3, 2025 | 4.1 |
| 10.1 | Amended and Restated Credit Agreement, dated December 13, 2021, by and among CACI International Inc as borrower; Bank of America, N.A. as administrative agent, swing line lender and L/C issuer and each of the lenders named therein. | 8-K | December 17, 2021 | 10.1 |
| 10.2 | LIBOR Transition Amendment, dated April 12, 2023, between CACI International Inc and Bank of America, N.A., as administrative agent. | 10-Q | April 27, 2023 | 10.1 |
| 10.3 | Credit Agreement, dated October 30, 2024, by and among CACI International Inc, JPMorgan Chase Bank, N.A., as administrative agent, and each of the lenders named therein. | 8-K | November 5, 2024 | 10.1 |
| 10.4 | Master Accounts Receivable Purchase Agreement, dated December 28, 2018, among CACI International Inc, CACI, Inc.-Federal, certain subsidiaries from time to time party thereto, MUFG Bank, Ltd., as Administrative Agent, and certain purchasers from time to time party thereto. | 8-K | January 4, 2019 | 10.1 |
| 10.5 | Performance Undertaking, dated December 28, 2018, made by CACI International Inc in favor of MUFG Bank, Ltd., as Administrative Agent, for the benefit of the purchasers. | 8-K | January 4, 2019 | 10.2 |
| Exhibit No. | Description | Form | Filing Date | Exhibit No. |
|---|---|---|---|---|
| 10.6 | Amendment No. 1 to Master Accounts Receivable Purchase Agreement dated December 27, 2019, among CACI, International Inc, CACI, Inc.-Federal, certain subsidiaries from time to time party thereto, MUFG Bank, Ltd., as Administrative Agent, and certain purchasers from time to time party thereto. | 8-K | December 31, 2019 | 10.1 |
| 10.7 | Amendment No. 2 to the Master Accounts Receivable Purchase Agreement dated December 24, 2020, among CACI, International Inc, CACI, Inc.-Federal, certain subsidiaries from time to time party thereto, MUFG Bank, Ltd., as Administrative Agent, and certain purchasers from time to time party thereto. | 8-K | December 30, 2020 | 10.1 |
| 10.8 | Amendment No. 3 to the Master Accounts Receivable Purchase Agreement dated December 23, 2021, among CACI, International Inc, CACI, Inc.-Federal, certain subsidiaries from time to time party thereto, MUFG Bank, Ltd., as Administrative Agent, and certain purchasers from time to time party thereto. | 8-K | December 29, 2021 | 10.1 |
| 10.9 | Amendment No. 4 to the Master Accounts Receivable Purchase Agreement dated December 22, 2022, among CACI, International Inc, CACI, Inc.-Federal, certain subsidiaries from time to time party thereto, MUFG Bank, Ltd., as Administrative Agent, and certain purchasers from time to time party thereto. | 8-K | December 28, 2022 | 10.1 |
| 10.10 | Amendment No. 5 to the Master Accounts Receivable Purchase Agreement dated December 20, 2023, among CACI, International Inc, CACI, Inc.-Federal, certain subsidiaries from time to time party thereto, MUFG Bank, Ltd., as Administrative Agent, and certain purchasers from time to time party thereto. | 8-K | December 27, 2023 | 10.1 |
| 10.11 | Amendment No. 6 to the Master Accounts Receivable Purchase Agreement dated December 20, 2024, among CACI International Inc, CACI, Inc.–Federal, certain subsidiaries from time to time party thereto, MUFG Bank, Ltd., as Administrative Agent, and certain purchasers from time to time party thereto. | 8-K | December 27, 2024 | 10.1 |
| 10.12 | Amended and Restated Management Stock Purchase Plan of CACI International Inc. * | 10-K | August 27, 2008 | 10.5 |
| 10.13 | Amendment to the CACI International Inc Management Stock Purchase Plan dated June 23, 2010. * | 10-K | August 25, 2010 | 10.34 |
| 10.14 | Form of Restricted Stock Unit (RSU) Agreement under CACI International Inc Management Stock Purchase Plan. * | 10-K | August 11, 2022 | 10.9 |
| 10.15 | Amended and Restated Director Stock Purchase Plan of CACI International Inc. * | 10-Q | May 4, 2012 | 10.1 |
| 10.16 | Form of Stock Grant Agreement under CACI International Inc Director Stock Purchase Plan. * | S-8 | February 6, 2012 | 10.15 |
| 10.17 | CACI International Inc 2016 Amended and Restated Incentive Compensation Plan. * | Def 14A | October 1, 2020 | Appendix A |
| Exhibit No. · Description · Form · Filing Date · Exhibit No. | |||||
|---|---|---|---|---|---|
| 10.18 | Form of RSU Grant Agreement pursuant to the CACI International Inc 2016 Incentive Compensation Plan (Prior to FY2024). * | 10-K | August 11, 2022 | 10.13 | |
| 10.19 | Form of RSU Grant Agreement pursuant to the CACI International Inc 2016 Incentive Compensation Plan. * | 10-Q | January 25, 2024 | 10.2 | |
| 10.20 | Form of Performance RSU Grant Agreement pursuant to the CACI International Inc 2016 Incentive Compensation Plan (Prior to FY2022). * | 10-K | August 14, 2020 | 10.30 | |
| 10.21 | Form of Performance RSU Grant Agreement pursuant to the CACI International Inc 2016 Incentive Compensation Plan (Prior to FY2024). * | 10-K | August 11, 2022 | 10.15 | |
| 10.22 | Form of Performance RSU Grant Agreement pursuant to the CACI International Inc 2016 Incentive Compensation Plan. * | 10-Q | January 25, 2024 | 10.3 | |
| 10.23 | Form of Non-Employee Director Restricted Stock Unit Grant Agreement issued pursuant to the 2016 Incentive Compensation Plan. * | 10-K | August 21, 2017 | 10.30 | |
| 10.24 | Severance Compensation Agreement dated October 3, 2022 between Jeffrey D. MacLauchlan and CACI International Inc. * | 8-K | October 3, 2022 | 10.1 | |
| 10.25 | Supplemental Executive Retirement Plan dated June 3, 2019 between John S. Mengucci and CACI International Inc. * | 10-K | August 21, 2019 | 10.32 | |
| 10.26 | Employment Agreement dated July 1, 2019 between John S. Mengucci and CACI International Inc. * | 10-K | August 21, 2019 | 10.33 | |
| 19.1 | CACI International Inc Securities Trading Policy. | 10-K | August 8, 2024 | 19.1 | |
| 21.1 | Subsidiaries of the Registrant. | X | |||
| 23.1 | Consent of Independent Registered Public Accounting Firm (PricewaterhouseCoopers LLP). | X | |||
| 31.1 | Certification of Chief Executive Officer pursuant to Rule 13a-14(a)/15d-14(a) of the Securities and Exchange Commission. | X | |||
| 31.2 | Certification of Chief Financial Officer pursuant to Rule 13a-14(a)/15d-14(a) of the Securities and Exchange Commission. | X | |||
| 32.1 | Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350. | X | |||
| 32.2 | Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350. | X | |||
| 97.1 | CACI International Inc Clawback Policy | X | |||
| 101.INS | XBRL Instance Document (the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document) | ||||
| 101.SCH | Inline XBRL Taxonomy Extension Schema Document | ||||
| 101.CAL | Inline XBRL Taxonomy Extension Calculation Linkbase Document | ||||
| Exhibit No. | Description | Form | Filing Date | Exhibit No. |
| 101.DEF | Inline XBRL Taxonomy Extension Definition Linkbase Document | |||
| 101.LAB | Inline XBRL Taxonomy Extension Label Linkbase Document | |||
| 101.PRE | Inline XBRL Taxonomy Extension Presentation Linkbase Document | |||
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document and contained in Exhibit 101) | |||
*Denotes a management contract, compensatory plan, or arrangement.
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