UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

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Leidos Holdings, Inc.

 

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Your Vote Counts! LEIDOS HOLDINGS, INC. 2021 Annual Meeting Vote by April 29, 2021 11:59 PM ET. For shares held in a Plan, vote by April 27, 2021 11:59 PM ET. ATTN: STOCK PROGRAMS 1750 PRESIDENTS STREET RESTON, VA 20190 D37834-P51401 You invested in LEIDOS HOLDINGS, INC. and it’s time to vote! You have the right to vote on proposals being presented at the Annual Meeting. This is an important notice regarding the availability of proxy materials for the stockholder meeting to be held on April 30, 2021. Get informed before you vote View the Leidos Annual Report on Form 10-K and the proxy materials for the Annual Meeting online OR you can receive a free paper or email copy of the materials by submitting a request prior to April 16, 2021. If you would like to request a copy of the materials for this and/or future stockholder meetings, you may: (1) visit www.ProxyVote.com; (2) call 1-800-579-1639; or (3) send an email to sendmaterial@proxyvote.com. If sending an email, please include your control number (indicated below) in the subject line. Unless requested, you will not otherwise receive a paper or email copy. VOTE CONFIRMATION You may confirm that your instructions were received and included in the final tabulation to be issued at the Annual Meeting on April 30, 2021 via the ProxyVote Confirmation link at www.proxyvote.com by using the information that is printed in the box. Vote Confirmation is available 24 hours after your vote is received beginning April 15, 2021, with the final vote tabulation remaining available through June 30, 2021. For complete information and to vote, visit www.ProxyVote.com Control # Smartphone users Point your camera here and vote without entering a control number Vote Virtually at the Meeting* April 30, 2021 9:00 AM Local Time Virtually at: www.virtualshareholdermeeting.com/LDOS2021 *Please check the meeting materials for any special requirements for meeting attendance. V1

Vote at www.ProxyVote.com THIS IS NOT A VOTABLE BALLOT This is an overview of the proposals being presented at the upcoming stockholder meeting. Please follow the instructions on the reverse side to vote these important matters. Board Recommends Voting Items 1. Nominees: 1a. Gregory R. Dahlberg For 1b. David G. Fubini For 1c. Miriam E. John For 1d. Frank Kendall III For 1e. Robert C. Kovarik, Jr. For 1f. Harry M.J. Kraemer, Jr. For 1g. Roger A. Krone For 1h. Gary S. May For 1i. Surya N. Mohapatra For 1j. Robert S. Shapard For 1k. Susan M. Stalnecker For 1l. Noel B. Williams For 2. Approve, by an advisory vote, executive compensation. For 3. The ratification of the appointment of Deloitte & Touche LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2021. For Prefer to receive an email instead? While voting on www.ProxyVote.com, be sure to click “Sign up for E-delivery”. D37835-P51401