The stock-based compensation plans approved by the stockholders of the Company are the 2025 Incentive Compensation Plan (the 2025 Plan), the Employee Stock Purchase Plan (ESPP), the Management Stock Purchase Plan (MSPP), and the Director Stock Purchase Plan (DSPP).

The 2025 Plan provides CACI employees and members of the Board of Directors the opportunity to receive various types of stock-based compensation awards, including RSUs and PRSUs. As of June 30, 2026, the total number of shares authorized for issuance under the 2025 Plan is 2.4 million. As of June 30, 2026, 0.8 million shares remain available for issuance.

As of June 30, 2026, we have outstanding RSUs and PRSUs under the 2025 Plan. Employee RSUs generally vest over a three-year service period in equal installments on each anniversary of the grant date. Directors receive an annual RSU grant as part of their compensation, which vests in four equal quarterly installments. Employee PRSUs cliff-vest at the end of the third fiscal year following the grant date, subject to minimum service requirements and the Company’s achievement of financial metrics. The number of shares issued may be up to 200% of the target number of shares.

Under the ESPP, eligible full-time employees may purchase shares of the Company’s common stock at a price equal to 95% of the closing price per share on the last trading day of the quarter. The ESPP is a qualified plan under Section 423 of the Internal Revenue Code and is considered non-compensatory for financial reporting purposes. The MSPP permits eligible employees subject to stock holding requirements to elect RSUs in lieu of up to 100% of their annual cash bonus at a discount to the closing price per share on the grant date. The discount is recognized as stock-based compensation expense ratably over the three-year vesting period. The DSPP allows directors to elect to receive RSUs at the market price of the Company’s common stock on the date of the award in lieu of up to 100% of their annual retainer fees. As of June 30, 2026, there are 1.5 million, 0.5 million, and 0.1 million shares authorized for issuance under the ESPP, MSPP and DSPP, respectively, and these plans are not material to our consolidated financial statements.


	Year ended June 30,
	2026		2025		2024
RSUs	$	59,217	$	31,105	$	30,355
PRSUs	20,297		29,072		23,549
Stock-based compensation expense	$	79,514	$	60,177	$	53,904
Income tax benefits recognized from stock-based compensation	$	25,331	$	22,683	$	16,486


	Number of shares	Weighted-average grant date fair value
Unvested at June 30, 2025	175,239	$	383.18
Granted	75,921	516.47
Vested	(94,402)	338.14
Forfeited	(8,052)	485.90
Unvested at June 30, 2026	148,706	$	474.26

The weighted-average grant date fair value of the RSUs granted in fiscal 2026, 2025, and 2024 was $516.47, $496.46, and $318.15, respectively. The total fair value of RSUs that vested during fiscal 2026, 2025, and 2024 was $49.2 million, $56.8 million, and $31.6 million, respectively. As of June 30, 2026, unrecognized compensation cost related to RSUs, net of estimated forfeitures, totaled $34.8 million and is expected to be recognized over a weighted-average period of 1.6 years.


	Number of shares	Weighted-average grant date fair value
Unvested at June 30, 2025	141,703	$	334.62
Granted (1)	31,200	515.42
Adjustments (2)	25,887	264.72
Vested (3)	(76,009)	266.73
Forfeited (1)	(4,519)	457.41
Unvested at June 30, 2026	118,262	$	405.96

For PRSUs granted, the actual number of shares issued upon vesting ranges from 0% to 200% of the target number of shares, based on achievement of the applicable performance goals. The weighted-average grant date fair value of the PRSUs granted in fiscal 2026, 2025, and 2024 was $515.42, $505.62, and $314.54, respectively. The total fair value of PRSUs that vested during fiscal 2026, 2025, and 2024 was $39.6 million, $43.7 million, and $26.9 million, respectively. As of June 30, 2026, unrecognized compensation cost related to PRSUs, net of estimated forfeitures, totaled $19.7 million and is expected to be recognized over a weighted-average period of 1.0 years.