Tina W. Jonas - Director | Leidos Holdings (LDOS) Executive Profile & Compensation

About Tina W. Jonas

Independent director at Leidos Holdings, Inc. since 2024; age 65. Recognized expert in military, defense, aerospace, and government financial management with senior roles across the U.S. Department of Defense (Under Secretary of Defense, Comptroller & CFO), FBI (Assistant Director & CFO), and House Appropriations Committee; commercial leadership at UnitedHealth Group (President & CEO, Military & Veterans; President, Logistics Health; SVP, OptumHealth), PASSUR Aerospace, and Sikorsky/UTC; recipient of DoD Medal for Distinguished Public Service and Joint Distinguished Civilian Service Award .

Past Roles

Organization	Role	Tenure	Committees/Impact
U.S. Department of Defense	Under Secretary of Defense, Comptroller & CFO; Deputy Undersecretary of Defense for Financial Management	—	Managed one of the world’s largest budgets; strategic financial management
U.S. Federal Bureau of Investigation	Assistant Director, CFO	—	Led FBI financial operations
U.S. House Appropriations Committee	Staff Member, Defense Subcommittee	—	Federal appropriations expertise
U.S. Office of Management and Budget	Senior Budget Analyst, National Security	—	National security budgeting
UnitedHealth Group	President & CEO, Military & Veterans; President, Logistics Health; SVP, OptumHealth	—	Oversight of federal health divisions
PASSUR Aerospace	EVP, Operations	—	Aviation BI operations leadership
Sikorsky Aircraft (UTC)	Director, Operations Planning & Analysis	—	Aerospace operations and planning

External Roles

Organization	Role	Tenure	Committees/Impact
Virgin Galactic Holdings, Inc.	Director	—	—
Centrus Energy Corp.	Director	—	—

Board Governance

Independence: Board determined Ms. Jonas is independent under Corporate Governance Guidelines and NYSE standards .
Committee assignments: Audit & Finance Committee member; designated Audit Committee Financial Expert .
Expected changes: Board expects to appoint Jonas to a second committee as part of the annual composition review in May 2025 .
Attendance: Company reports no director attended fewer than 75% of Board and committee meetings in FY2024; Board held 9 meetings; 100% director attendance at 2024 annual meeting .
Board oversight practices: Executive sessions each meeting led by Independent Chair; independent committee chairs across all standing committees .

Fixed Compensation

Item	FY 2024	FY 2025 Change	Notes
Fees earned (cash) – Tina W. Jonas	$32,948	—	Prorated for service starting Sept 25, 2024
Stock awards – Tina W. Jonas	—	—	No equity grant in 2024 due to late-year appointment
Option awards – Tina W. Jonas	—	—	None outstanding for 2024
Independent Chair retainer (cash)	$200,000	—	Additional cash retainer
Committee chair fees (cash)	AF: $25,000; HRC: $20,000; Other: $15,000	CGE chair +$2,500	Paid for committee leadership
Annual director equity grant (typical)	$130,000 RSUs + $50,000 options	Equity retainer +$5,000; cash retainer +$5,000	RSUs and options program
Equity vesting terms (directors)	RSUs vest on earlier of 1 year from grant or next annual meeting; options standard terms	—	Retirement policy continues vesting per plan

Performance Compensation

Non-employee director pay at Leidos is not formulaic to operating metrics; annual director equity grants are time-based (RSUs and options) and not tied to revenue/EBITDA targets. Vesting schedules and grant practices are set in director program; clawbacks apply to executives, not directors .

No director-level performance metric table is disclosed; director equity awards are time-vested per the program .

Other Directorships & Interlocks

Category	Details
Current public boards	Virgin Galactic Holdings, Inc.; Centrus Energy Corp.
Interlocks/potential conflicts	None disclosed; Board independence review found Jonas free of material relationships interfering with independent judgment .
Limits on other board service	Independent directors may not serve on more than three other public company boards; Jonas has two, within policy .

Expertise & Qualifications

Financial management and appropriations expertise; designated audit committee financial expert .
Government/military domain knowledge; cross-functional leadership across defense, aerospace, healthcare markets .
Recognitions: DoD Medal for Distinguished Public Service; Chairman of the Joint Chiefs of Staff Joint Distinguished Civilian Service Award .

Equity Ownership

Metric	As of Feb 28, 2025
Common stock beneficially owned (shares)	0
Stock units (vested/deferred)	0
Options/RSUs exercisable/vesting within 60 days	0
Shares pledged as collateral	None (Company states no shares have been pledged)
Director stock ownership guideline	At least 5x annual cash retainer (Company policy)
Hedging/pledging policy	Prohibits hedging, short sales, and pledging; preclearance required for all transactions

Governance Assessment

Strengths: Independent director; Audit & Finance Committee membership and Audit Committee Financial Expert designation bolster financial oversight; broader defense/government finance expertise aligns with Leidos’ business mix .
Alignment: As of Feb 28, 2025, Jonas reported 0 beneficially owned shares; director program provides annual RSU/option grants (typically $130k RSUs and $50k options, with FY2025 increases), which should build ownership over time; guideline requires 5x cash retainer, but individual compliance timing not disclosed .
Engagement/attendance: Company indicates robust director engagement and no director below 75% attendance in FY2024; Jonas joined in late 2024, with orientation and continuing education processes in place .
Conflicts/related-party transactions: None disclosed involving Jonas; Board’s annual independence review found no material relationships impeding independence for Jonas .
RED FLAGS: Low current beneficial ownership (0 shares) may be viewed as limited immediate “skin-in-the-game” until standard director equity grants accrue; no pledging/hedging permitted mitigates misalignment risk .