Form 8-K

8-K — Amentum Holdings, Inc.

Accession: 0001628280-26-055294

Filed: 2026-08-10

Period: 2026-08-10

CIK: 0002011286

SIC: 7389 (SERVICES-BUSINESS SERVICES, NEC)

Item: Results of Operations and Financial Condition

Item: Financial Statements and Exhibits

Documents

8-K — amtm-20260810.htm (Primary)

EX-99.1 (exhibit991-august102026.htm)

GRAPHIC (amtm-20260810_g1.jpg)

XML — IDEA: XBRL DOCUMENT (R1.htm)

8-K — FORM 8-K

8-K (Primary)

Filename: amtm-20260810.htm · Sequence: 1

amtm-20260810

0002011286false00020112862026-08-102026-08-10

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): August 10, 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, Virginia 20151

(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 2.02. Results of Operations and Financial Condition

On August 10, 2026, Amentum Holdings, Inc. (“Amentum”) released its financial results for the third quarter ended

July 3, 2026.

A copy of the press release announcing the financial results as well as the schedule for a conference call and webcast

on August 11, 2026 is furnished as Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by

reference.

Item 9.01. Financial Statements and Exhibits.

Exhibit

No.

Description

99.1

Press Release dated August 10, 2026 announcing Amentum's financial results for the third quarter ended

July 3, 2026.

104

The cover page from this Current Report on Form 8-K, formatted in Inline XBRL

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: August 10, 2026

By:

/s/ Travis B. Johnson

Name:

Travis B. Johnson

Title:

Chief Financial Officer

EX-99.1

Filename: exhibit991-august102026.htm · Sequence: 2

Document

Exhibit 99.1

Amentum Reports Third Quarter Fiscal Year 2026 Results

Revenues of $3.5 billion

Net Income of $66 million; Adjusted EBITDA of $290 million

Diluted Earnings Per Share of $0.27; Adjusted Diluted Earnings Per Share of $0.67

Operating Cash Flow of $146 million; Free Cash Flow of $135 million

Backlog of $48.2 billion; Book-to-Bill of 1.1x, Last Twelve Months 1.3x

CHANTILLY, VA., August 10, 2026 — Amentum Holdings, Inc. (“Amentum” or the “Company”) (NYSE: AMTM), a leading advanced engineering and technology company, today announced results for the third quarter ended July 3, 2026.

“We delivered solid third quarter results with strong operating performance, profitability, and free cash flow," said Amentum Chief Executive Officer John Heller. “Although near-term dynamics have impacted our revenue outlook, our strong year-to-date results allow us to increase guidance for both Adjusted EBITDA and Adjusted Diluted EPS. Looking ahead, we’ve made significant progress executing our strategy and our leading business development indicators remain robust including recently announced key wins and partnerships in global nuclear energy. We remain focused on delivering differentiated solutions to our customers and driving long-term value for our shareholders.”

Summary Operating Results

Three Months Ended

(in millions, except per share data) July 3, 2026 June 27, 2025 % Change

GAAP Measures:

Revenues $3,490 $3,561 (2%)

Operating income $172 $103 67%

Net income $66 $10 560%

Diluted earnings per share $0.27 $0.04 575%

Non-GAAP Measures1:

Adjusted EBITDA1

$290 $274 6%

Adjusted EBITDA Margin1

8.3% 7.7% +60 bps

Adjusted Diluted Earnings Per Share (EPS)1

$0.67 $0.56 20%

Free Cash Flow1

$135 $100 35%

1 – Non-GAAP financial measures should be considered in addition to, but not as a substitute for, the information provided in accordance with GAAP. Management believes that these non-GAAP measures provide another measure of Amentum’s results of operations and financial condition, including its ability to comply with financial covenants. See Unaudited Non-GAAP Financial Measures at the end of this press release for more information and a reconciliation of our selected reported results to these non-GAAP measures.

GAAP Results

Revenues of $3,490 million decreased 2% year-over-year driven by a 3% impact from the transition of certain contracts from consolidated to unconsolidated joint ventures and fiscal year 2025 divestitures; partially offset by the ramp-up of new contract awards in critical digital infrastructure and space systems and technologies. Operating income increased as a result of strong operational performance and decreased intangible amortization expense. Net income and diluted earnings per share improved year-over-year, supported by higher operating income and lower interest expense.

Non-GAAP Results

Adjusted EBITDA of $290 million resulted in Adjusted EBITDA Margins of 8.3%, up from 7.7% in the prior year quarter, driven by continued progress on our margin expansion initiatives including a favorable mix shift and strong operational performance. Adjusted Net Income and Adjusted Diluted Earnings Per Share increased primarily as a result of the strong operational performance and lower interest expense.

Non-GAAP Segment Results

Three Months Ended

(in millions) July 3, 2026 June 27, 2025 % Change

Revenues

Digital Solutions $1,457 $1,421 3%

Global Engineering Solutions 2,033 2,140 (5%)

Total Revenues $3,490 $3,561 (2%)

Adjusted EBITDA1

Digital Solutions $116 $114 2%

Global Engineering Solutions 174 160 9%

Total Adjusted EBITDA $290 $274 6%

Digital Solutions revenues increased 3% year-over-year driven by the ramp-up of new contract awards in critical digital infrastructure and space systems and technologies, partially offset by the fiscal year 2025 divestiture of Rapid Solutions. Adjusted EBITDA increased 2% year-over-year as a result of increased revenue volume, partially offset by the divestiture of Rapid Solutions.

Global Engineering Solutions revenues decreased 5% year-over-year due to contract transitions from consolidated to unconsolidated joint ventures, a fiscal year 2025 divestiture, and the expected ramp-down of other historical programs; partially offset by the ramp up of new contract awards. Adjusted EBITDA increased 9% year-over-year as a result of continued progress on our margin expansion initiatives, favorable contract mix, and strong program performance.

Cash Flow Summary

In the third quarter, Amentum generated $146 million and $3 million of net cash from operating activities and investing activities, respectively, and used $121 million in financing activities. Net cash provided by operating activities was driven by strong cash earnings, disciplined working capital management, and reflects one additional pay cycle compared to the prior year quarter. Net cash provided by investing activities included $11 million in capital expenditures and $10 million in cash proceeds from the sale of a minority stake in a legacy joint venture. Net cash used in financing activities consisted primarily of the $125 million voluntary principal payment on the Term Loan B and the impacts from the first amendment to the credit facility. As of July 3, 2026, Amentum had $459 million in cash and cash equivalents and $3,875 million of gross debt.

Backlog and Contract Awards

As of July 3, 2026, the Company had total backlog of $48.2 billion, compared with $44.6 billion as of June 27, 2025, an increase of 8% driven by $17.7 billion in net bookings and 1.3x book-to-bill. Funded backlog as of July 3, 2026 was $6.2 billion, compared with $5.6 billion as of June 27, 2025, an increase of 10%.

Notable Highlights

•Global Nuclear Energy – Amentum booked over $400 million for the initial engineering, development, and design of advanced nuclear technologies in the growing global nuclear market. These awards support our long-term growth opportunity in next-generation nuclear.

•Continued Growth in Critical Digital Infrastructure – Amentum was awarded approximately $250 million in contracts to support communication networks, cloud and data center infrastructure, and critical technology modernization. These wins build on Amentum’s core strengths in delivering integrated, large-scale digital infrastructure across both commercial and government markets.

•Classified U.S. and International Defense Awards – Amentum was awarded over $1 billion in awards to provide defense engineering, logistics, and modernization solutions for U.S. and allied military operations. These awards reinforce Amentum’s position as a trusted partner supporting global defense readiness and mission sustainment.

•Contract for Organizing Spaceflight Mission Operations and Systems (COSMOS) – Amentum booked ~$500 million associated with NASA's award of the nine-year COSMOS contract to our mentor-protégé joint venture, to support flight mission operations. The previously announced protest was resolved during the quarter and therefore the award is now reflected in backlog and book-to-bill.

•Center Maintenance Operations and Engineering (CMOE II) – NASA’s Langley Research Center awarded Amentum a $974 million, 10-year IDIQ contract to deliver cutting-edge support for advanced research, systems engineering, and infrastructure modernization. The previously announced protest was resolved during the quarter and therefore the award is now reflected in backlog and book-to-bill.

Fiscal Year 2026 Guidance

Amentum updates its fiscal year 2026 guidance as follows:

(in millions, except per share data) Updated Guidance Prior Guidance

Revenues $13,800 - $13,950 $13,950 - $14,300

Adjusted EBITDA1

$1,115 - $1,140 $1,100 - $1,140

Adjusted Diluted EPS1

$2.40 -

$2.50 $2.25 - $2.45

Free Cash Flow1

$525 - $575 $525 - $575

1 – Represents a Non-GAAP financial measure - see the related explanations included elsewhere in this release. Amentum does not provide a reconciliation of forward-looking non-GAAP financial measures to the most directly comparable GAAP measures due to the inherent difficulty in forecasting and quantifying certain significant items. These items are uncertain, depend on various factors and could have a material impact on GAAP reported results for the relevant period.

Webcast Information

Amentum will host a conference call beginning at 8:30 a.m. Eastern time on Tuesday, August 11, 2026 to discuss the results for the third quarter ended July 3, 2026. The conference call will be webcast simultaneously to the public through a link on the Investor Relations section of the Amentum website at amentum.com. After the call concludes, a replay of the webcast can be accessed on the Investor Relations website.

About Amentum

Amentum is a global leader in advanced engineering and innovative technology solutions, trusted by the United States and its allies to address their most significant and complex challenges in science, security and sustainability. Our people apply undaunted curiosity, relentless ambition and boundless imagination to challenge convention and drive progress. Our commitments are underpinned by the belief that safety, collaboration and well-being are integral to success. Headquartered in Chantilly, Virginia, we have approximately 50,000 employees in over 70 countries across all 7 continents.

Visit us at amentum.com to learn how we advance the future together.

Cautionary Note Regarding Forward Looking Statements

This release contains or incorporates by reference statements that relate to future events and expectations and, as such, could be interpreted to be “forward-looking statements” as that term is defined in the Private Securities Litigation Reform Act of 1995 and other federal securities laws. Forward-looking statements may be characterized by terminology such as “believe,” “project,” “expect,” “anticipate,” “estimate,” “forecast,” “outlook,” “target,” “endeavor,” “seek,” “predict,” “intend,” “strategy,” “plan,” “may,” “could,” “should,” “will,” “would,” “will be,” “will continue,” “will likely result,” or the negative thereof or variations thereon or similar terminology generally intended to identify forward-looking statements. All statements other than statements of historical fact are statements that could be deemed forward-looking statements, including projections of financial performance; statements of plans, strategies and objectives of management for future operations; any statement concerning developments, performance or industry rankings relating to products or services; any statements regarding future economic conditions or performance; any statements of assumptions underlying any of the foregoing; any statements regarding industry and market trends; and any other statements that address activities, events or developments that the Company intends, expects, projects, believes or anticipates will or may occur in the future.

Important factors that could cause actual results to differ materially from such plans, estimates or expectations include, among others: changes in U.S. or global economic, financial, business and political conditions, including changes to governmental budgetary priorities and tariffs and the ongoing conflicts in Europe and the Middle East; our ability to comply with the various procurement and other laws and regulations; risks associated with contracts with governmental entities; reviews and audits by the U.S. government and others; changes to our professional reputation and relationship with government agencies; the occurrence of an accident or safety incident; the ability

of the Company to control costs, meet performance requirements or contractual schedules, compete effectively or implement its business strategy; the ability of the Company to retain and hire key personnel, and retain and engage key customers and suppliers; the failure to realize the anticipated benefits of the 2024 transaction with Jacobs Solutions Inc.; potential liabilities associated with shareholder litigation or other settlements or investigations; evolving legal, regulatory and tax regimes; and other factors set forth under Item 1A, Risk Factors in the annual report on Form 10-K (the “Annual Report”), and from time to time in documents that we file with the SEC. The above list of factors is not exhaustive or necessarily in order of importance. For additional information on identifying factors that may cause actual results to vary materially from those stated in forward-looking statements, see the discussions under the section entitled “Risk Factors” in the Annual Report. Any forward-looking statement speaks only as of the date on which it is made, and we assume no obligation to update or revise such statement, whether as a result of new information, future events or otherwise, except as required by applicable law.

Non-GAAP Measures

This release includes the presentation and discussion of Adjusted EBITDA, Adjusted EBITDA Margin, Adjusted Net Income, Adjusted Diluted Earnings Per Share, Free Cash Flow, and Net Leverage, which are not measures of financial performance under Generally Accepted Accounting Principles in the United States (“GAAP”). These non-GAAP measures should be considered only as supplements to, and should not be considered in isolation or used as substitutes for, financial information prepared in accordance with GAAP. Management of the Company believes these non-GAAP measures, when read in conjunction with the Company’s financial statements prepared in accordance with GAAP and, where applicable, the reconciliations herein to the most directly comparable GAAP measures, provide useful information to management, investors and other users of the Company’s financial information in evaluating operating results and understanding operating trends by adjusting for the effects of items we do not consider to be indicative of the Company’s ongoing performance, the inclusion of which can obscure underlying trends. Additionally, management of the Company uses such measures in its evaluation of business performance, particularly when comparing performance to past periods, and believes these measures are useful for investors because they facilitate a comparison of financial results from period to period. The computation of non-GAAP measures may not be comparable to similarly titled measures reported by other companies, thus limiting their use for comparability.

Definitions of applicable non-GAAP measures and reconciliations to the most directly comparable GAAP measures are provided elsewhere in this release.

In addition to the above non-GAAP financial measures, the Company has included backlog, net bookings, and book-to-bill in this release. Backlog is an operational measure representing the estimated amount of future revenues to be recognized under negotiated contracts, and net bookings represent the change in backlog between reporting periods plus reported revenues for the period. Book-to-bill represents net bookings divided by reported revenues for the same period. We believe these metrics are useful for investors because they are an important measure of business development performance and are used by management to conduct and evaluate its business during its regular review of operating results.

Contacts

Investor Relations Contact

Media Contact

Joseph DeNardi Roela Santos

IR@amentum.com Roela.Santos@amentum.com

AMENTUM HOLDINGS, INC.

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(in millions, except per share data)

Three Months Ended Nine Months Ended

July 3, 2026 June 27, 2025 July 3, 2026 June 27, 2025

Revenues $ 3,490 $ 3,561 $ 10,205 $ 10,468

Cost of revenues (3,130) (3,193) (9,174) (9,372)

Selling, general, and administrative expenses (122) (165) (361) (440)

Amortization of intangibles (94) (118) (282) (358)

Equity earnings of non-consolidated subsidiaries 28 18 73 47

Operating income 172 103 461 345

Interest expense and other, net (62) (88) (209) (261)

Loss on extinguishment of debt (16) (3) (16) (3)

Income before income taxes 94 12 236 81

Provision for income taxes (28) (13) (72) (59)

Net income (loss) including non-controlling interests 66 (1) 164 22

Less: net income (loss) attributable to non-controlling interests — 11 — 4

Net income attributable to common shareholders $ 66 $ 10 $ 164 $ 26

Basic and diluted earnings per share attributable to common shareholders $ 0.27 $ 0.04 $ 0.67 $ 0.11

Basic weighted average shares outstanding 244 243 244 243

Diluted weighted average shares outstanding 245 243 245 243

AMENTUM HOLDINGS, INC.

UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS

(in millions, except per share data)

July 3, 2026 October 3, 2025

ASSETS

Current assets:

Cash and cash equivalents $ 459 $ 437

Accounts receivable, net 2,553 2,479

Prepaid expenses and other current assets 177 197

Total current assets 3,189 3,113

Property and equipment, net 108 114

Equity method investments 204 196

Goodwill 5,703 5,703

Intangible assets, net 1,675 1,955

Other long-term assets 320 379

Total assets $ 11,199 $ 11,460

LIABILITIES

Current liabilities:

Current portion of long-term debt $ 54 $ 42

Accounts payable 825 892

Accrued compensation and benefits 546 705

Contract liabilities 171 227

Other current liabilities 498 488

Total current liabilities 2,094 2,354

Long-term debt, net of current portion 3,771 3,901

Deferred tax liabilities 273 260

Other long-term liabilities 272 325

Total liabilities 6,410 6,840

SHAREHOLDERS' EQUITY

Common stock, $0.01 par value, 1,000,000,000 shares authorized; 244,319,846 shares issued and outstanding at July 3, 2026 and 243,464,776 shares issued and outstanding at October 3, 2025.

2 2

Additional paid-in capital 4,946 4,924

Retained deficit (297) (461)

Accumulated other comprehensive income 44 40

Total Amentum shareholders' equity 4,695 4,505

Non-controlling interests 94 115

Total shareholders' equity 4,789 4,620

Total liabilities and shareholders' equity $ 11,199 $ 11,460

AMENTUM HOLDINGS, INC.

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(in millions)

Three Months Ended Nine Months Ended

July 3, 2026 June 27, 2025 July 3, 2026 June 27, 2025

Cash flows from operating activities

Net income including non-controlling interests $ 66 $ (1) $ 164 $ 22

Adjustments to reconcile net income including non-controlling interests to net cash provided by operating activities:

Depreciation 7 11 25 29

Amortization of intangibles 94 118 282 358

Loss on extinguishment of debt 16 3 16 3

Equity earnings of non-consolidated subsidiaries (28) (18) (73) (47)

Distributions from equity method investments 33 22 87 57

Deferred income taxes 13 (33) 11 (44)

Stock-based compensation 8 7 23 15

Other (3) 6 3 16

Changes in assets and liabilities, net of effects of business acquisition:

Accounts receivable, net (58) (27) (11) (154)

Prepaid expenses and other assets (40) 4 11 75

Accounts payable, contract liabilities, and other current liabilities 52 (17) (198) (28)

Accrued compensation and benefits (72) 37 (160) (9)

Other long-term liabilities 58 (6) 55 (20)

Net cash provided by operating activities 146 106 235 273

Cash flows from investing activities

Acquisitions, net of cash acquired — (70) — (70)

Divestitures, net of cash conveyed 10 358 2 358

Payments for property and equipment (11) (6) (22) (18)

Contributions to equity method investments (1) (8) (53) (36)

Returns of capital from equity method investments 1 1 23 2

Other 4 — 2 —

Net cash provided by (used in investing) activities 3 275 (48) 236

Cash flows from financing activities

Borrowings on revolving credit facilities 417 345 2,403 858

Payments on revolving credit facilities (417) (345) (2,403) (858)

Proceeds from borrowing under the term loans 2,991 — 2,991 —

Repayments of borrowings under the credit agreement (3,106) (200) (3,125) (200)

Distributions to non-controlling interests (2) 1 (23) (21)

Other (4) (4) (8) (10)

Net cash used in financing activities (121) (203) (165) (231)

Effect of exchange rate changes on cash 3 14 — 8

Net change in cash and cash equivalents 31 192 22 286

Cash and cash equivalents, beginning of period 428 546 437 452

Cash and cash equivalents, end of period $ 459 $ 738 $ 459 $ 738

AMENTUM HOLDINGS, INC.

UNAUDITED NON-GAAP FINANCIAL MEASURES

The presentation and discussion of Adjusted EBITDA, Adjusted EBITDA Margin, Adjusted Net Income, Adjusted Diluted EPS, Free Cash Flow, and Net Leverage are not measures of financial performance under Generally Accepted Accounting Principles in the United States (“GAAP”). These non-GAAP measures should be considered only as supplements to, and should not be considered in isolation or used as a substitute for, financial information prepared in accordance with GAAP. Management believes these non-GAAP measures, when read in conjunction with our consolidated financial statements prepared in accordance with GAAP and the reconciliations herein to the most directly comparable GAAP measures, provide useful information in assessing trends in our ongoing operating performance and may provide greater visibility in understanding the long-term financial performance of the Company. The computation of non-GAAP measures may not be comparable to similarly titled measures reported by other companies, thus limiting their use for comparability.

Adjusted EBITDA is defined as GAAP net income attributable to common shareholders adjusted for interest expense and other, net, provision for income taxes, depreciation and amortization, and excludes the following discrete items:

•Acquisition, transaction, and integration costs – Represents acquisition, transaction and integration costs, including severance, retention, and other adjustments related to acquisition and integration activities.

•Amortization of intangibles – Represents the amortization of intangible assets.

•Divestitures – Represents divestiture gains and losses.

•Utilization of certain fair market value adjustments assigned in purchase accounting – Represents the periodic utilization of the fair market value adjustments assigned to certain equity method investments and non-controlling interests based on the remaining period of performance for the related contract.

•Stock-based compensation – Represents non-cash compensation expenses recognized for stock-based arrangements.

Adjusted EBITDA Margin is defined as Adjusted EBITDA divided by revenues.

Adjusted Net Income is defined as GAAP net income attributable to common shareholders excluding the discrete items listed under Adjusted EBITDA and the related tax impacts.

Adjusted Diluted EPS is defined as Adjusted Net Income divided by diluted weighted average number of common shares outstanding.

Free Cash Flow is defined as GAAP cash flow provided by operating activities less purchases of property and equipment. For the third quarter of fiscal year 2026, Free Cash Flow was $135 million, consisting of $146 million of GAAP cash flow provided by operating activities less $11 million of purchases of property and equipment.

Net Leverage is defined as GAAP total debt (excluding unamortized original issue discount and deferred financing costs) less cash and cash equivalents, divided by last twelve months Adjusted EBITDA, which is a non-GAAP measure. For the third quarter of fiscal year 2026, Net Leverage was 3.0x, consisting of $3,875 million of total debt less $459 million of cash and cash equivalents, divided by the last twelve months Adjusted EBITDA of $1,128 million.

AMENTUM HOLDINGS, INC.

UNAUDITED NON-GAAP FINANCIAL MEASURES

(in millions, except per share data and margin percentages)

The following table presents the reconciliation of Adjusted EBITDA, Adjusted EBITDA Margin, Adjusted Net Income and Adjusted Diluted EPS to the most directly comparable GAAP measures for the three months ended July 3, 2026:

For the Three Months Ended July 3, 2026

As reported Acquisition, transaction and integration costs Amortization of intangibles Divestitures Loss on extinguishment of debt Utilization of fair market value adjustments Stock-based compensation Non-GAAP results

Revenues $ 3,490 $ — $ — $ — $ — $ — $ — $ 3,490

Operating income $ 172 $ 9 $ 94 $ — $ — $ 4 $ 8 $ 287

Non-operating expenses, net (78) — — (5) 16 — — (67)

Income (loss) before income taxes 94 9 94 (5) 16 4 8 220

(Provision) benefit for income taxes 1

(28) (2) (17) 1 (4) (1) (2) (53)

Net income (loss) including non-controlling interests 66 7 77 (4) 12 3 6 167

Less: net income (loss) attributable to non-controlling interests — — — — — (4) — (4)

Net income (loss) attributable to common shareholders $ 66 $ 7 $ 77 $ (4) $ 12 $ (1) $ 6 $ 163

Basic and diluted income per share attributable to common shareholders $ 0.27 $ 0.03 $ 0.31 $ (0.02) $ 0.05 $ (0.01) $ 0.04 $ 0.67

Basic weighted average shares outstanding 244 244 244 244 244 244 244 244

Diluted weighted average shares outstanding 245 245 245 245 245 245 245 245

Net income (loss) attributable to common shareholders $ 66 $ 7 $ 77 $ (4) $ 12 $ (1) $ 6 $ 163

Net income margin 2

1.9 % 4.7 %

Depreciation 7 — — — — — — 7

Amortization of intangibles 94 — (94) — — — — —

Interest expense and other, net 62 — — 5 — — — 67

Provision (benefit) for income taxes 28 2 17 (1) 4 1 2 53

EBITDA (non-GAAP) $ 257 $ 9 $ — $ — $ 16 $ — $ 8 $ 290

EBITDA margin 7.4 % 8.3 %

1 - Calculation uses a full year estimated statutory rate on each non-GAAP tax deductible adjustment, unless the nature of the item requires application of specific tax treatment for related impacts.

2 - Calculated as net income attributable to common shareholders divided by revenues.

AMENTUM HOLDINGS, INC.

UNAUDITED NON-GAAP FINANCIAL MEASURES

(in millions, except per share data and margin percentages)

For the Nine Months Ended July 3, 2026

Revenues $ 10,205 $ — $ — $ — $ — $ — $ — $ 10,205

Operating income $ 461 $ 36 $ 282 $ — $ — $ 14 $ 23 $ 816

Non-operating expenses, net (225) — — (8) 16 — — (217)

Income (loss) before income taxes 236 36 282 (8) 16 14 23 599

(Provision) benefit for income taxes 1

(72) (8) (54) 2 (4) (3) (5) (144)

Net income (loss) including non-controlling interests 164 28 228 (6) 12 11 18 455

Less: net income (loss) attributable to non-controlling interests — — — — — (13) — (13)

Net income (loss) attributable to common shareholders $ 164 $ 28 $ 228 $ (6) $ 12 $ (2) $ 18 $ 442

Basic income per share attributable to common shareholders $ 0.67 $ 0.11 $ 0.93 $ (0.02) $ 0.05 $ (0.01) $ 0.08 $ 1.81

Basic weighted average shares outstanding 244 244 244 244 244 244 244 244

Diluted income per share attributable to common shareholders $ 0.67 $ 0.11 $ 0.93 $ (0.02) $ 0.05 $ (0.01) $ 0.07 $ 1.80

Diluted weighted average shares outstanding 245 245 245 245 245 245 245 245

Net income (loss) attributable to common shareholders $ 164 $ 28 $ 228 $ (6) $ 12 $ (2) $ 18 $ 442

Net income margin 2

1.6 % 4.3 %

Depreciation 25 — — — — — — 25

Amortization of intangibles 282 — (282) — — — — —

Interest expense and other, net 209 — — 8 — — — 217

Provision (benefit) for income taxes 72 8 54 (2) 4 3 5 144

EBITDA (non-GAAP) $ 752 $ 36 $ — $ — $ 16 $ 1 $ 23 $ 828

EBITDA margin 7.4 % 8.1 %

1 - Calculation uses a full year estimated statutory rate on each non-GAAP tax deductible adjustment, unless the nature of the item requires application of specific tax treatment for related impacts.

2 - Calculated as net income attributable to common shareholders divided by revenues.

AMENTUM HOLDINGS, INC.

UNAUDITED NON-GAAP FINANCIAL MEASURES

(in millions, except per share data and margin percentages)

For the Three Months Ended June 27, 2025

Revenues $ 3,561 $ — $ — $ — $ — $ — $ — $ 3,561

Operating income $ 103 $ 32 $ 118 $ — $ — $ 5 $ 7 $ 265

Non-operating expenses, net (91) — — 3 3 — — (85)

Income before income taxes 12 32 118 3 3 5 7 180

Provision for income taxes 1

(13) (8) (11) (8) — (1) (2) (43)

Net (loss) income including non-controlling interests (1) 24 107 (5) 3 4 5 137

Less: net (loss) income attributable to non-controlling interests 11 — — — — (13) — (2)

Net income (loss) attributable to common shareholders $ 10 $ 24 $ 107 $ (5) $ 3 $ (9) $ 5 $ 135

Basic and diluted income per share attributable to common shareholders $ 0.04 $ 0.10 $ 0.44 $ (0.02) $ 0.01 $ (0.03) $ 0.02 $ 0.56

Basic and diluted weighted average shares outstanding 243 243 243 243 243 243 243 243

Net income (loss) attributable to common shareholders $ 10 $ 24 $ 107 $ (5) $ 3 $ (9) $ 5 $ 135

Net income margin 2

0.3 % 3.8 %

Depreciation 11 — — — — — — 11

Amortization of intangibles 118 — (118) — — — — —

Interest expense and other, net 88 — — (3) — — — 85

Provision for income taxes 13 8 11 8 — 1 2 43

EBITDA (non-GAAP) $ 240 $ 32 $ — $ — $ 3 $ (8) $ 7 $ 274

EBITDA margin 6.7 % 7.7 %

1 - Calculation uses a full year estimated statutory rate on each non-GAAP tax deductible adjustment, unless the nature of the item requires application of specific tax treatment for related impacts.

2 - Calculated as net income attributable to common shareholders divided by revenues.

AMENTUM HOLDINGS, INC.

UNAUDITED NON-GAAP FINANCIAL MEASURES

(in millions, except per share data and margin percentages)

For the Nine Months Ended June 27, 2025

Revenues $ 10,468 $ — $ — $ — $ — $ — $ — $ 10,468

Operating income $ 345 $ 62 $ 358 $ — $ — $ 16 $ 15 $ 796

Non-operating expenses, net (264) — — 3 3 — — (258)

Income before income taxes 81 62 358 3 3 16 15 538

Provision for income taxes 1

(59) (15) (41) (8) — (3) (3) (129)

Net income (loss) including non-controlling interests 22 47 317 (5) 3 13 12 409

Less: net income (loss) attributable to non-controlling interests 4 — — — — (25) — (21)

Net income (loss) attributable to common shareholders $ 26 $ 47 $ 317 $ (5) $ 3 $ (12) $ 12 $ 388

Basic and diluted income (loss) per share attributable to common shareholders $ 0.11 $ 0.19 $ 1.30 $ (0.02) $ 0.01 $ (0.04) $ 0.05 $ 1.60

Basic and diluted weighted average shares outstanding 243 243 243 243 243 243 243 243

Net income (loss) attributable to common shareholders $ 26 $ 47 $ 317 $ (5) $ 3 $ (12) $ 12 $ 388

Net income margin 2

0.2 % 3.7 %

Depreciation 29 — — — — — — 29

Amortization of intangibles 358 — (358) — — — — —

Interest expense and other, net 261 — — (3) — — — 258

Provision for income taxes 59 15 41 8 — 3 3 129

EBITDA (non-GAAP) $ 733 $ 62 $ — $ — $ 3 $ (9) $ 15 $ 804

EBITDA margin 7.0 % 7.7 %

1 - Calculation uses a full year estimated statutory rate on each non-GAAP tax deductible adjustment, unless the nature of the item requires application of specific tax treatment for related impacts.

2 - Calculated as net income attributable to common shareholders divided by revenues.

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