UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 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): June 12, 2018
CACI International Inc
(Exact name of Registrant as Specified in Its Charter)
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Delaware |
001-31400 |
54-1345888 |
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(State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
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1100 N. Glebe Road Arlington, Virginia |
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22201 |
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(Address of Principal Executive Offices) |
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Registrant’s Telephone Number, Including Area Code: (703) 841-7800
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 (see General Instructions A.2. below):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On June 12, 2018, the Board of Directors (the “Board”) of CACI International Inc (the “Company”) elected Debora A. Plunkett to the Board effective July 1, 2018. Ms. Plunkett will initially serve on the Audit, Investor Relations and Strategic Assessment Committees of the Board. The Board has determined that Ms. Plunkett is an “independent director” in accordance with the New York Stock Exchange listing standards, the rules and regulations of the Securities and Exchange Commission and the Company’s corporate governance guidelines.
The election of Ms. Plunkett was not pursuant to any arrangement or understanding between Ms. Plunkett and any other person. As of the date of this report, neither Ms. Plunkett, nor any of her immediate family members, is a party, either directly or indirectly, to any transaction that would be required to be reported pursuant to Item 404(a) of Regulation S-K.
There was no plan, contract or arrangement that was entered into or materially modified in connection with Ms. Plunkett’s election and Ms. Plunkett will be compensated consistent with the Company’s compensation programs for non-employee directors.
A copy of the Company’s press release regarding Ms. Plunkett’s election is filed as Exhibit 99.1 to this Form 8-K and incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
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Exhibit Number |
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Description |
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99.1 |
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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 thereunto duly authorized.
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CACI International Inc |
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Date: June 18, 2018 |
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By: |
/s/ J. William Koegel, Jr. |
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J. William Koegel, Jr. |
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Executive Vice President, General Counsel and Secretary
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Exhibit Number |
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Description |
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99.1 |
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Exhibit 99.1
CACI Appoints Debora A. Plunkett to Board of Directors
Arlington, Va., June 19, 2018 - CACI International Inc (NYSE: CACI) announced today that it has appointed Debora A. Plunkett to CACI’s Board of Directors effective July 1, 2018. Ms. Plunkett has served in senior leadership positions in the National Security Agency (NSA) and brings CACI’s Board more than 30 years of national security experience in such critical mission areas as cyber security and information assurance. Ms. Plunkett will initially serve on the Audit, Investor Relations, and Strategic Assessment Committees of the Board.
Ms. Plunkett’s extensive experience in cyber and national security will further CACI’s information assurance mission in addressing serious economic and security challenges faced by the United States in the 21st century. Her previous NSA positions include Director and Deputy Director of Information Assurance, where she led the agency’s information assurance/cyber defense mission and directed thousands of NSA professionals worldwide. She also conceived and established the National Cyber Security Assistance Program to qualify commercial organizations for accreditation in performing cyber security services for national security systems, and advised Executive Branch decision-makers, including the National Security Council, on cyber issues. Most recently, Ms. Plunkett was the first person to serve in the newly established position of Senior Advisor to the NSA Director, with a focus on enhancing equality, diversity, and inclusion for the agency’s highly technical workforce
A highly credentialed professional, Ms. Plunkett received the Distinguished Service Medal and Exceptional Civilian Service Award from the NSA Director. She was awarded the Rank of Distinguished Executive by President Barack Obama, and the Rank of Meritorious Executive by President George W. Bush. As a recognized expert in national security, she has appeared on CBS/60 Minutes and Federal News Radio, been interviewed in the Washington Post, and given keynote addresses at high-profile cyber security and defense conferences. She currently serves on the J. C. Penney Company, Inc. Board of Directors, is a Senior Fellow at Harvard University’s Belfer Center, and a professor in the cybersecurity graduate program at the University of Maryland University College. She received a B.S. degree from Towson University, an M.B.A. from Johns Hopkins University, and an M.S. in National Security Strategy from the National War College.
CACI Executive Chairman and Chairman of the Board Dr. J.P. (Jack) London said, “Debora A. Plunkett brings us matchless expertise in national security and an extraordinary record of government leadership directing large organizations in critical mission areas. Her selection continues our history of appointing highly qualified and strongly credentialed professionals to our Board, who bring exceptional insight into our government customers’ needs and CACI’s targeted growth areas. We welcome Ms. Plunkett to CACI and look forward to her contributions to our company’s leadership and the continued delivery of shareholder value.”
CACI provides information solutions and services in support of national security missions and government transformation for Intelligence, Defense, and Federal Civilian customers. A Fortune World’s Most Admired Company, CACI is a member of the Fortune 1000 Largest Companies, the Russell 2000 Index, and the S&P SmallCap600 Index. CACI’s sustained commitment to ethics and integrity defines its corporate culture and drives its success. With approximately 18,600 employees worldwide, CACI provides dynamic career opportunities for military veterans and industry professionals to support the nation’s most critical missions. Join us! www.caci.com.
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Corporate Communications and Media: Jody Brown, Executive Vice President, Public Relations (703) 841-7801, jbrown@caci.com |
Investor Relations: David Dragics, Senior Vice President, Investor Relations (866) 606-3471, ddragics@caci.com |
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