SEC FORM 4

SEC FORM 4 SEC Form 4

FORM 4

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

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Lindsay Goldberg Employee Co-Inv. IV L.P.

(Last)

(First)

(Middle)

C/O GOLDBERG LINDSAY & CO. LLC

630 FIFTH AVENUE, 30TH FLOOR

(Street)

NEW YORK

10111

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Amentum Holdings, Inc. [ AMTM ]

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

Director	X	10% Owner
Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
05/08/2025

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

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

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

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	05/08/2025		J⁽¹⁾	V	1,132,839	A	⁽¹⁾	45,026,743	I	See Footnotes⁽²⁾⁽³⁾

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

1. Name and Address of Reporting Person^*

Lindsay Goldberg Employee Co-Inv. IV L.P.

(Last)

(First)

(Middle)

C/O GOLDBERG LINDSAY & CO. LLC

630 FIFTH AVENUE, 30TH FLOOR

(Street)

NEW YORK

10111

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

LG Co-Inv. A L.P.

(Last)

(First)

(Middle)

C/O GOLDBERG LINDSAY & CO. LLC

630 FIFTH AVENUE, 30TH FLOOR

(Street)

NEW YORK,

10111

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Lindsay Goldberg V L.P.

(Last)

(First)

(Middle)

C/O GOLDBERG LINDSAY & CO. LLC

630 FIFTH AVENUE, 30TH FLOOR

(Street)

NEW YORK,

10111

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Lindsay Goldberg Maverick Co-Inv. L.P.

(Last)

(First)

(Middle)

C/O GOLDBERG LINDSAY & CO. LLC

630 FIFTH AVENUE, 30TH FLOOR

(Street)

NEW YORK,

10111

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

LG Amentum Holdings GP LLC

(Last)

(First)

(Middle)

C/O GOLDBERG LINDSAY & CO. LLC

630 FIFTH AVENUE, 30TH FLOOR

(Street)

NEW YORK,

10111

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

LG Amentum Holdings LP

(Last)

(First)

(Middle)

C/O GOLDBERG LINDSAY & CO. LLC

630 FIFTH AVENUE, 30TH FLOOR

(Street)

NEW YORK,

10111

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

Explanation of Responses:

1. Represents securities received in a pro-rata distribution in-kind by Amentum Joint Venture LP to its partners for no consideration.

2. Mr. Goldberg is the Managing Member of Goldberg 2014 LLC and the Manager of Goldberg 2020 LLC. Goldberg 2014 LLC is the Active Member (and thereby, the manager) of LG GP Holding IV LLC, which is the managing member of Lindsay Goldberg GP IV LLC, which is the general partner of each of Lindsay Goldberg IV L.P., Lindsay Goldberg IV - A L.P., Lindsay Goldberg IV - PCF L.P., Lindsay Goldberg Co-Inv. IV L.P. and Lindsay Goldberg Employee Co-Inv. IV L.P (together, the "LG Fund IV Partnerships"). Goldberg 2020 LLC is the Manager of LG GP Holding V LLC, which is the managing member of Lindsay Goldberg GP V LLC, which is the general partner of each of Lindsay Goldberg V L.P. and Lindsay Goldberg Maverick Co-Inv. L.P. (together, the "LG Fund V Partnerships").

3. Each of Lindsay Goldberg GP IV LLC and Lindsay Goldberg GP V LLC are the general partners of LG Co-Inv. A LP. Each of the LG Fund IV Partnerships, the LG Fund V Partnerships and LG Co-Inv. A LP are members of LG Amentum Holdings GP LLC, which is the general partner of LG Amentum Holdings LP. Each of the Reporting Persons other than LG Amentum Holdings LP may be deemed to share beneficial ownership of the Common Shares directly held by LG Amentum Holdings LP.

Remarks:

Due to limitations of the electronic filing system, Goldberg 2014 LLC, Goldberg 2020 LLC, LG GP Holding IV LLC, LG GP Holding V LLC, Lindsay Goldberg GP IV LLC, Lindsay Goldberg GP V LLC, Lindsay Goldberg IV L.P., Lindsay Goldberg IV - A L.P., Lindsay Goldberg IV - PCF L.P. and Lindsay Goldberg Co-Inv. IV L.P. are filing a separate Form 4. Mr. Goldberg is filing his own Form 4.

	Lindsay Goldberg Employee Co-Inv. IV L.P. By: Lindsay Goldberg GP IV LLC, its General Partner /s/ James C. Pickel, Jr., Vice President	05/12/2025
	LG CO-INV. A L.P. By: Lindsay Goldberg GP IV LLC, its General Partner, /s/ James C. Pickel, Jr., Vice President By: Lindsay Goldberg GP V LLC, its General Partner, /s/ James C. Pickel, Jr., Vice President	05/12/2025
	LINDSAY GOLDBERG V L.P. By: Lindsay Goldberg GP V LLC, its General Partner /s/ James C. Pickel, Jr., Vice President	05/12/2025
	LINDSAY GOLDBERG MAVERICK CO-INV. L.P. By: Lindsay Goldberg GP V LLC, its General Partner /s/ James C. Pickel, Jr., Vice President	05/12/2025
	LG AMENTUM HOLDINGS GP LLC /s/ James C. Pickel, Jr., Vice President	05/12/2025
	LG AMENTUM HOLDINGS LP By: LG Amentum Holdings GP LLC, its General Partner /s/ James C. Pickel, Jr., Vice President	05/12/2025
	** 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 4 (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.

Large owner Lindsay Goldberg Employee Co-Inv. Iv L.P. acquired 1,132,839 shares (SEC Form 4)