Huntington Ingalls (HII) director receives 123-share deferred stock award

Rhea-AI Filing Summary

Huntington Ingalls Industries director Stephanie L. O'Sullivan received an equity award of 123 shares of common stock equivalents. The award was granted at a reference price of $393.32 per share and was deferred into a stock unit account under the company’s 2022 Long-Term Incentive Stock Plan.

After this grant, she holds a total of 4,020.065 shares of Huntington Ingalls Industries common stock in direct ownership. The transaction is classified as an exempt grant or award acquisition under Rule 16b-3 rather than an open-market purchase.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider O'Sullivan Stephanie L.

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock (SUA)	123	$393.32	$48K

Holdings After Transaction: Common Stock (SUA) — 4,020.065 shares (Direct)

Footnotes (1)

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Key Figures

Shares granted: 123 shares Grant reference price: $393.32 per share Total shares after transaction: 4,020.065 shares

3 metrics

Shares granted 123 shares Equity award of common stock equivalents

Grant reference price $393.32 per share Value used for the 123-share award

Total shares after transaction 4,020.065 shares Direct holdings following the award

Key Terms

Rule 16b-3, stock unit account, 2022 Long-Term Incentive Stock Plan, Grant, award, or other acquisition

4 terms

Rule 16b-3 regulatory

"in an exempt transaction pursuant to Rule 16b-3"

Rule 16b-3 is a Securities and Exchange Commission regulation that exempts certain routine, pre-approved transactions by company insiders from automatic liability for short-term trading profits. It acts like a safe harbor: if an insider follows a formal plan or the board approves specific transactions in advance, profits from buying and selling company stock within six months are not automatically reclaimed. Investors care because the rule clarifies when insider trades are permissible and reduces uncertainty about potential clawbacks.

stock unit account financial

"Shares of common stock deferred into stock unit account"

2022 Long-Term Incentive Stock Plan financial

"pursuant to Huntington Ingalls Industries, Inc. 2022 Long-Term Incentive Stock Plan"

Grant, award, or other acquisition financial

"transaction_code_description": "Grant, award, or other acquisition""

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^*

O'Sullivan Stephanie L.

(Last) (First) (Middle)

4101 WASHINGTON AVENUE

(Street)

NEWPORT NEWS VIRGINIA 23607

(City) (State) (Zip)

UNITED STATES

(Country)

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)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/01/2026

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

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

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

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)	04/01/2026		A		123(1)	A	$393.32	4,020.065	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. Shares of common stock deferred into stock unit account pursuant to Huntington Ingalls Industries, Inc. 2022 Long-Term Incentive Stock Plan in an exempt transaction pursuant to Rule 16b-3.

Remarks:

	/s/ Tiffany M. King, Attorney-in-Fact	04/03/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did HII director Stephanie O'Sullivan report?

Stephanie L. O'Sullivan reported receiving 123 shares of Huntington Ingalls Industries common stock equivalents as an equity award. The grant was classified as a non-derivative acquisition and structured as a deferred stock unit award under the company’s 2022 Long-Term Incentive Stock Plan.

At what price was Stephanie O'Sullivan’s HII stock award measured?

The 123-share award to Stephanie L. O'Sullivan was measured at $393.32 per share. This reference price reflects the value used for the grant of common stock equivalents deferred into a stock unit account, rather than an open-market trade price from a purchase or sale transaction.

How many HII shares does Stephanie O'Sullivan hold after this award?

Following the award, Stephanie L. O'Sullivan beneficially holds 4,020.065 shares of Huntington Ingalls Industries common stock directly. This total includes the newly granted 123 shares of common stock equivalents that were deferred into her stock unit account under the long-term incentive plan.

Was Stephanie O'Sullivan’s HII transaction a market purchase or sale?

The transaction was not a market purchase or sale. It is classified as a grant or award acquisition of 123 common stock equivalents, made in an exempt transaction under Rule 16b-3 and deferred into a stock unit account, rather than executed through open-market trading.

Under which plan was Stephanie O'Sullivan’s HII stock unit award granted?

The 123-share stock unit award to Stephanie L. O'Sullivan was granted under the Huntington Ingalls Industries, Inc. 2022 Long-Term Incentive Stock Plan. The award was deferred into a stock unit account and treated as an exempt insider transaction pursuant to Rule 16b-3.

What does Rule 16b-3 mean for this HII insider stock award?

Rule 16b-3 treatment means Stephanie L. O'Sullivan’s 123-share award qualifies as an exempt transaction for insider reporting purposes. It covers grants and awards under approved compensation plans, distinguishing them from ordinary market trades in Huntington Ingalls Industries common stock.