8-K

UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Parsons Corporation

(Exact name of Registrant as Specified in Its Charter)

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing 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:

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; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On December 18, 2025, Parsons Corporation appointed John T. Martinez as the Corporation’s Chief Legal Officer (“CLO”) effective February 16, 2026, due to the retirement of Michael R. Kolloway, who has served as CLO since 2017 and will remain with the Corporation for a reasonable transition period.

Mr. Martinez has more than 25 years of legal experience and a proven track record of executive and C-Suite leadership. Mr. Martinez previously served as Chief Legal Officer and Corporate Secretary for Maximus, Inc. until his appointment with Parsons Corporation; as Vice President and General Counsel for GE Aerospace; and previously held successive General Counsel roles with Raytheon Technologies subsidiaries, including serving as Vice President and General Counsel for Raytheon Intelligence and Space, and Vice President and General Counsel for Raytheon Intelligence, Information and Services. Prior to his corporate experience, Mr. Martinez served in senior executive roles in the intelligence community at the Office of the Director of National Intelligence and the Central Intelligence Agency. He began his legal career as an assistant district attorney in the Manhattan District Attorney’s Office and as a litigator at Greenberg Traurig, LLP. He has a juris doctor from St. John’s University School of Law and a Bachelor of Arts degree from Pennsylvania State University.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits:

The following exhibit is furnished as part of this Report pursuant to Item 5.02

99.1 Press Release Dated December 18, 2025, announcing the Company’s appointment of chief legal officer.

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.

EX-99.1

FOR IMMEDIATE RELEASE

Media Contact: Bryce McDevitt +1.703.851.4425 Bryce.McDevitt@parsons.com

Investor Relations Contact: Dave Spille

• 1.571.655.8264 Dave.Spille@parsons.com

Parsons Names John Martinez as the Company’s Next Chief Legal Officer

CHANTILLY, VA (Dec 18, 2025) – Parsons Corporation (NYSE:PSN) has named proven executive and legal expert John Martinez as the company’s next chief legal officer (CLO), effective February 16, 2026. The announcement follows the notification by current CLO Mike Kolloway to Parsons’ CEO and board of directors of his intent to retire in the second quarter of 2026; Kolloway will remain with the company as an advisor until his retirement to ensure a seamless transition.

“John Martinez is one of the most proven and skilled legal officers in our industry, bringing a unique depth of experience in the public and private sectors and a mission-focused approach to Parsons,” said Carey Smith, Parsons’ chair, president, and chief executive officer. “His focus on growth, understanding of our customers and operating environment, and public company experience will play a central role in the continued success of our legal and contracts organization and our company. I look forward to welcoming him to Parsons.”

Martinez has more than 25 years of legal experience and a track record of executive and C-suite leadership. He previously served as chief legal officer and corporate secretary for Maximus, Inc., as vice president and general counsel for GE Aerospace, and in successive legal roles with Raytheon Technologies subsidiaries, including serving as vice president and general counsel for Raytheon Intelligence and Space and vice president and general counsel for Raytheon Intelligence, Information and Services. Prior to his corporate experience, Martinez served in senior executive roles in the U.S.

Intelligence Community with the Office of the Director of National Intelligence and the Central Intelligence Agency. He began his legal career as an assistant district attorney in the Manhattan District Attorney’s Office and as a litigator at Greenberg Traurig, LLP.

“I am thrilled and honored to be joining such a world-renowned team, which is mission-focused and well aligned with my prior public service and corporate experience,” said Martinez. “I look forward to supporting Parsons’ ethical culture and the continued success of the company.”

Martinez succeeds Mike Kolloway, who joined Parsons in 2016 as vice president and deputy general counsel – Americas, and was named CLO in 2017. Kolloway has played a lasting role in the success of the company, steadfastly guiding Parsons’ growth and transformation, including its initial public offering and leading the company to being named one of Ethisphere’s World’s Most Ethical Companies for 16 consecutive years. Throughout his tenure, Kolloway continuously assumed more responsibility and evolved his organization into one that supports legal, contracts, ethics, trade compliance, and insurance.

“Mike Kolloway has made an outsized impact on Parsons Corporation over the last decade,” said Smith. “A strategic advisor, legal expert, and strategic business partner, Mike’s counsel has shaped who we are and how we operate. His leadership has underpinned our program execution, business growth, global legal operations, and our commitment to ethics, and his impact will continue to play a central role in our success for decades to come.”

About Parsons

Parsons (NYSE: PSN) is a leading disruptive technology provider in the national security and global infrastructure markets, with capabilities across cyber and electronic warfare, space and missile defense, transportation, water and environment, urban development, and critical infrastructure protection. Please visit Parsons.com and follow us on LinkedIn to learn how we’re making an impact.