SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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1. Name and Address of Reporting Person^*

Weir Tracy

(Last)

(First)

(Middle)

12021 SUNSET HILLS ROAD

(Street)

RESTON

20190

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
10/01/2024

3. Issuer Name and Ticker or Trading Symbol
CACI INTERNATIONAL INC /DE/ [ CACI ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Chief Executive Officer, UK

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
CACI Common Stock	2,360	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Performance Restricted Stock Units	⁽¹⁾	⁽¹⁾	CACI Common Stock	366	⁽¹⁾	D
Performance Restricted Stock Units	⁽²⁾	⁽²⁾	CACI Common Stock	354	⁽²⁾	D
Restricted Stock Units	⁽³⁾	⁽³⁾	CACI Common Stock	113	⁽³⁾	D
Restricted Stock Units	⁽⁴⁾	⁽⁴⁾	CACI Common Stock	243	⁽⁴⁾	D
Performance Restricted Stock Units	⁽⁵⁾	⁽⁵⁾	CACI Common Stock	364	⁽⁵⁾	D
Performance Restricted Stock Units	⁽⁶⁾	⁽⁶⁾	CACI Common Stock	319	⁽⁶⁾	D
Restricted Stock Units	⁽⁷⁾	⁽⁷⁾	CACI Common Stock	319	⁽⁷⁾	D
Restricted Stock Units	⁽⁸⁾	⁽⁸⁾	CACI Common Stock	268	⁽⁸⁾	D

Explanation of Responses:

1. On 10/1/20, Ms. Weir was granted 541 performance restricted stock units which vest based on the achievement of certain performance measures. The remaining 366 performance restricted stock units are scheduled to vest on October 1, 2024.

2. On 10/1/21, Ms. Weir was granted 340 performance restricted stock units. These PRSUs will vest on the third anniversary of the grant date based on the achievement of a three-year performance measure.

3. On 10/1/21, Ms. Weir was granted 339 restricted stock units. These restricted stock units will vest 1/3 per year for three years.

4. On 10/1/22, Ms. Weir was granted 364 restricted stock units. These restricted stock units vest 1/3 per year for three years.

5. On 10/1/22, Ms. Weir was granted 364 performance restricted stock units. These PRSUs will vest on the third anniversary of the grant date based on the achievement of a three-year performance measure.

6. On 10/1/23, Ms. Weir was granted 319 performance restricted stock units. These PRSUs will vest on the third anniversary of the grant date based on the achievement of a three-year performance measure.

7. On 10/1/23, Ms. Weir was granted 319 restricted stock units. These restricted stock units will vest 1/3 per year for three years.

8. On 8/22/22, Ms. Weir was granted 268 restricted stock units pursuant to the Company's Management Stock Purchase Plan. The restricted stock units will vest on the third anniversary of the grant date.

Remarks:

	Tracy Weir	10/03/2024
	** 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 5 (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.