Booz Allen Hamilton Holding Corp

Appointment of Chief Accounting Officer

On January 28, 2025, Dennis Metzfield, Vice President and Controller of the Company, was promoted to Chief Accounting Officer (Principal Accounting Officer) of the Company, effective February 1, 2025.

Mr. Metzfield, age 45, joined the Company in November 2024 as Vice President and Controller. Prior to joining the Company, Mr. Metzfield spent 7 years at Huntington Ingalls Industries (NYSE: HII), where he most recently served as the Corporate Assistant Controller. Prior to joining Huntington Ingalls Industries, Mr. Metzfield served as a Senior Manager in Deloitte’s accounting advisory practice. Mr. Metzfield holds a B.A. in economics from Hampden-Sydney College and a Master of Accounting from William and Mary. There were no material changes to Mr. Metzfield’s compensation arrangements relating to this change. Mr. Metzfield has no family relationships with any of our directors or executive officers. There are no relationships between the Company or its subsidiaries, on one hand, and Mr. Metzfield, on the other hand, that would require disclosure pursuant to Item 404(a) of Regulation S-K, and there are no arrangements or understanding between Mr. Metzfield and any other person pursuant to which he was appointed as Chief Accounting Officer (Principal Accounting Officer) of the Company.

In connection with and effective as of Mr. Metzfield’s appointment as Chief Accounting Officer, Matthew A. Calderone, the Company’s Executive Vice President and Chief Financial Officer, will no longer serve as principal accounting officer. Mr. Calderone will continue to serve as principal financial officer.

Disclosure of Trading Arrangements

Item 408(a) of Regulation S-K requires the Company to disclose whether any director or officer of the Company hasadopted orterminated (i) any trading arrangement that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) (a “Rule 10b5-1 trading arrangement”); and/or (ii) any written trading arrangement that meets the requirements of a “non-Rule 10b5-1 trading arrangement” as defined in Item 408(c) of Regulation S-K.

During the quarter ended December 31, 2024, the following activity occurred requiring disclosure under Item 408(a) of Regulation S-K:

Kristine M. Anderson, our Chief Operating Officer, adopted a new Rule 10b5-1 trading arrangement on October 31, 2024 that will terminate on November 7, 2025. Under the trading arrangement, up to an aggregate of 16,029 shares of common stock issuable upon the exercise of options are available to be sold by the broker upon reaching pricing targets defined in the trading arrangement.

Horacio D. Rozanski, our Chairman and Chief Executive Officer, adopted a new Rule 10b5-1 trading arrangement on November 7, 2024 that will terminate on November 7, 2025. Under the trading arrangement, up to an aggregate of 74,891 shares of common stock are available to be sold by the broker upon reaching pricing targets defined in the trading arrangement.

Thomas Pfeifer, an Executive Vice President and President of the Company's National Security sector, adopted a new Rule 10b5-1 trading arrangement on December 2, 2024 that will terminate on November 21, 2025. Under the trading arrangement, up to an aggregate of 16,090 shares of common stock issuable upon the exercise of options are available to be sold by the broker upon reaching pricing targets defined in the trading arrangement.

Richard Crowe, an Executive Vice President and President of the Company's Civil sector, adopted a new Rule 10b5-1 trading arrangement on December 16, 2024 that will terminate on December 5, 2025. Under the trading arrangement, up to an aggregate of 6,666 shares of common stock are available to be sold by the broker upon reaching pricing targets defined in the trading arrangement.