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): September 28, 2026

Amentum Holdings, Inc.

(Exact name of registrant as specified in its charter)

Delaware		001-42176		99-0622272
(State or other jurisdiction of incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)

4800 Westfields Blvd., Suite #400

Chantilly, Virginia20151

(703) 579-0410

(Address, including zip code, and telephone number, including area code, of registrant’s principal executive offices)

Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the

Registrant under any of the following provisions:

	☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
	☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
	☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
	☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, $0.01 par value		AMTM		New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the

Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2

of this chapter).

Emerging Growth Company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended

transition period for complying with any new or revised financial accounting standards provided pursuant to Section

13(a) of the Exchange Act. ☐

Item 5.02	Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

The Board of Directors of Amentum Holdings, Inc. (the “Company”) approved an amendment and restatement of

Steven J. Demetriou’s, the Executive Chair of the Amentum Holdings Board of Directors, employment agreement

with the Company (the “Employment Agreement”). The Employment Agreement, the initial term of which ended

on September 27, 2026, will continue until terminated by the Company or Mr. Demetriou. Under the Employment

Agreement, effective September 28, 2026, Mr. Demetriou’s base salary is $625,000 while his bonus/short-term

incentive is 100% of his base salary. In addition, his long-term incentive (LTI) opportunity is a total intended target

value at grant of $1,250,000. The Employment Agreement was amended to remove severance obligations, except

that Mr. Demetriou would be entitled to a pro-rata bonus and full accelerated vesting of any outstanding LTI awards.

The foregoing description of the Employment Agreement is hereby qualified in its entirety by reference to the full

text of the Employment Agreement, which is filed herewith as Exhibit 10.1 and incorporated by reference herein.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.		Description
10.1		Amended and Restated Employment Agreement by and between Steven J. Demetriou and Amentum Holdings, Inc. dated September 28, 2026
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

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 hereunto duly authorized.

	AMENTUM HOLDINGS, INC.
Date: October 2, 2026	By:	/s/ Michele T. St. Mary
		Name:	Michele T. St. Mary
		Title:	Chief Legal Officer and General Counsel