ITEM 1.01 Entry into a Material Definitive Agreement.

Amendment to Credit Agreement

On January 24, 2022 (the "Closing Date"), Vectrus, Inc., an Indiana corporation (the "Company"), entered into an Amendment No. 2 (the "Amendment Agreement") by and among the Company, Vectrus Systems Corporation, a Delaware corporation, as borrower ("VSC"), certain other wholly-owned domestic subsidiaries of the Company, as guarantors party thereto (collectively, the "Subsidiary Guarantors"), the lenders and issuing banks party thereto, and JPMorgan Chase Bank, N.A., as Administrative Agent ("JPMorgan"), which provides for the amendment of the Credit Agreement dated as of September 17, 2014 (as amended by that certain Amendment No. 1, dated as of April 19, 2016, as further amended and restated by that certain Amendment and Restatement Agreement, dated as of November 15, 2017, as further amended by that certain Amendment No. 1, dated as of December 24, 2020, and as further amended, restated, amended and restated, supplemented or otherwise modified prior to the Closing Date, the "Original Credit Agreement"; the Original Credit Agreement as amended by the Amendment Agreement is referred to herein as the "Amended Credit Agreement"), among the Company, VSC, the lenders and issuing banks party thereto and JPMorgan.

Among other things, the Amended Credit Agreement (i) extends the maturity date of the revolving credit commitments and term loans under Amended Credit Agreement to November 15, 2023, (ii) changes the rate under the Amended Credit Agreement for borrowings denominated in U.S. Dollars from a LIBOR-based rate to forward-looking term SOFR (Secured Overnight Financing Rate) subject to certain adjustments specified in the Amended Credit Agreement, (iii) changes the rate under the Amended Credit Agreement for borrowings denominated in Pounds Sterling from a LIBOR-based rate to SONIA (Sterling Overnight Index Average) subject to certain adjustments specified in the Amended Credit Agreement, (iv) changes the rate under the Amended Credit Agreement for borrowings denominated in Euro from a LIBOR-based rate to a EURIBOR-based rate subject to certain adjustments specified in the Amended Credit Agreement, and (v) updates certain other provisions regarding successor interest rates to LIBOR.

Certain of the lenders under the Amended Credit Agreement and their affiliates have engaged in, and may in the future engage in, investment banking and other commercial dealings in the ordinary course of business with the Company or the Company's affiliates. They have received, or may in the future receive, customary fees and commissions for these transactions.

The foregoing description is qualified in its entirety by reference to the Amendment Agreement, a copy of which is attached hereto as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated by reference into this Item 1.01.

ITEM 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

The text set forth in Item 1.01 regarding the terms and conditions of the Credit Agreement is incorporated into this Item 2.03 by reference.

ITEM 9.01 Financial Statements and Exhibits



(d) Exhibits.
Exhibit No.             Description
           10.1           Amendment No. 2, dated as of January 24, 2022, by and among Vectrus, Inc.,
                        an Indiana corporation, as Holdings, Vectrus Systems Corporation, a Delaware
                        corporation, as the Borrower, the other Loan Parties party thereto, the
                        Lenders and Issuing Banks party thereto, and JPMorgan Chase Bank, N.A., as
                        Administrative Agent
              104       Cover Page Interactive Data File - the cover page XBRL tags are embedded
                        within the Inline XBRL document

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