FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). |
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
CACI INTERNATIONAL INC /DE/ [ CAI ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 08/18/2004 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
Code | V | Amount | (A) or (D) | Price |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
CACI Common (Right to Buy)(1) | $40 | 08/18/2004 | A | 9,167 | 06/30/2006 | 06/30/2011 | CACI Common | 9,167 | $40 | 262,667 | D | ||||
CACI Common (Right to Buy)(1) | $40 | 08/18/2004 | A | 9,167 | 06/30/2007 | 06/30/2011 | CACI Common | 9,167 | $40 | 271,834 | D | ||||
CACI Common (Right to Buy)(1) | $40 | 08/18/2004 | A | 9,166 | 06/30/2008 | 06/30/2011 | CACI Common | 9,166 | $40 | 281,000 | D | ||||
CACI Common (Restricted Stock Unit) | $40 | 08/18/2004 | A | 11,447 | 06/30/2007 | (2) | CACI Common | 11,447 | $40 | 292,447 | D | ||||
CACI Common (Restricted Stock Unit) | $34(3) | 08/18/2004 | A | 304 | 06/30/2007 | (2) | CACI Common | 304 | $34 | 292,751 | D |
Explanation of Responses: |
1. The subject options were awarded pursuant to a plan adopted by the Compensation Committee of the Registrant's Board of Directors in the Summer of 2003 and announced to participants shortly after adoption. Pursuant to that plan, all grants were to be made at the price of the stock on July 1, 2004, with the number of shares granted to each participant based on a formula that took into account the financial performance of the Registrant for its Fiscal Year 2004, which ended June 30, 2004. The precise number of shares granted to the participant was determined as of August 18, 2004 on the basis of the final closing of the Registrant's books for Fiscal Year 2004 and the application of such financial results to the plan formula. |
2. Shares vest in 36 months but can be deferred annually thereafter. |
3. Net price to participant based on provisions of the Management Stock Purchase Plan. Under that Plan, the company pays 15 percent of share price (Market $40.00 x 85% = $34.00). |
Remarks: |
Gregory R. Bradford | 08/20/2004 | |
** Signature of Reporting Person | Date | |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |