Huntington Ingalls (HII) director awarded 25.729 dividend-based stock units

Rhea-AI Filing Summary

Huntington Ingalls Industries director Victoria D. Harker received 25.729 director stock units (SUAs) as a grant under the company’s long-term incentive stock plans through dividend equivalents. Each SUA represents the right to receive one share of common stock, generally payable within 30 days after she ceases board service.

Following this acquisition, she holds 7,776.644 SUAs and 2,662 shares of common stock directly.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Harker Victoria D

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock (SUA)	25.729	$0.00	--
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock (SUA) — 7,776.644 shares (Direct); Common Stock — 2,662 shares (Direct)

Footnotes (1)

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Form 4 Insider Transactions: What Each Field Means →

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^*

Harker Victoria D

(Last) (First) (Middle)

4101 WASHINGTON AVENUE

(Street)

NEWPORT NEWS VA 23607

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
HUNTINGTON INGALLS INDUSTRIES, INC. [ HII ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
03/13/2026

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

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

X	Form filed by One Reporting Person
	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)
			Code	V	Amount	(A) or (D)	Price
Common Stock (SUA)	03/13/2026		A		25.729(1)	A	$0	7,776.644	D
Common Stock								2,662	D

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Pursuant to the Huntington Ingalls Industries, Inc. 2012 and 2022 Long-Term Incentive Stock Plan (together, the "LTISPs"), dividend equivalents are credited on each director stock unit ("SUA") held by the Reporting Person following the payment of the Company's quarterly cash dividend. Each SUA represents a right to receive one share of Company common stock, which will generally become payable within 30 days following the date a non-employee director ceases to provide services as a member of the board of directors. The number of dividend equivalents acquired by the Reporting Person under the LTISPs is calculated by dividing the aggregate amount of the dividend paid on the total number of SUAs held by the Reporting Person by the closing price of a share of Company common stock on the dividend payment date.

Remarks:

	/s/ Tiffany M. King, Attorney-in-Fact	03/16/2026
	** 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.

FAQ

What insider transaction did HII director Victoria Harker report on this Form 4?

HII director Victoria D. Harker reported receiving 25.729 director stock units (SUAs) as a grant under company long-term incentive stock plans. These units arose from dividend equivalents credited on her existing SUAs following a quarterly cash dividend payment.

What are SUAs in the Huntington Ingalls Industries (HII) Form 4 filing?

In the HII filing, each director stock unit (SUA) represents the right to receive one share of company common stock. SUAs generally become payable within 30 days after a non-employee director stops serving on the board of directors, converting into actual common shares.

How were the 25.729 SUAs for HII director Victoria Harker calculated?

The 25.729 SUAs were calculated by dividing the aggregate cash dividend paid on all SUAs Harker already held by the closing price of HII common stock on the dividend payment date, as provided under the company’s 2012 and 2022 Long-Term Incentive Stock Plans.

What are Victoria Harker’s total HII director stock units after this Form 4 transaction?

After this transaction, Victoria D. Harker holds 7,776.644 director stock units (SUAs) at HII. Each SUA entitles her to receive one share of Huntington Ingalls Industries common stock when they become payable after she ceases serving on the board.

How many HII common shares does Victoria Harker directly hold after the reported SUAs grant?

In addition to her SUAs, Victoria D. Harker directly holds 2,662 shares of Huntington Ingalls Industries common stock after the reported grant. This share figure is listed as a direct ownership holding separate from her stock unit awards.

When will the SUAs reported in HII director Victoria Harker’s Form 4 generally be paid out?

The SUAs will generally be paid out within 30 days after Victoria D. Harker ceases to provide services as a non-employee director on HII’s board, at which time each SUA is settled in one share of company common stock.