Huntington Ingalls (HII) EVP adds 12.258 dividend-equivalent stock rights

Rhea-AI Filing Summary

Huntington Ingalls Industries executive reported acquiring additional derivative equity awards tied to company stock. On 12/12/2025, the Ex VP and President, Ingalls received 12.258 Restricted Stock Rights (RSRs) at an exercise price of $0, recorded as acquired. Following this transaction, the reporting person beneficially owns 2,916.005 RSRs on a direct basis.

Each RSR represents a contingent right to receive an equivalent number of shares of Huntington Ingalls common stock, or, at the Compensation Committee’s discretion, cash or a mix of cash and stock. These RSRs were granted under the 2022 Long-Term Incentive Stock Plan and vest in three equal annual installments on the first, second, and third anniversaries of the grant date. The newly acquired 12.258 units are described as dividend equivalent rights, calculated by dividing the aggregate dividend paid on the existing RSRs by the closing stock price on the dividend payment date.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Blanchette Brian D.

Role Ex VP and President, Ingalls

Type	Security	Shares	Price	Value
Grant/Award	Restricted Stock Rights	12.258	$0.00	--

Holdings After Transaction: Restricted Stock Rights — 2,916.005 shares (Direct)

Footnotes (1)

1. Each Restricted Stock Right ("RSR") represents a contingent right to receive an equivalent number of shares of Company common stock, or, at the discretion of the Company's Compensation Committee, cash or a combination of cash and Company common stock. The RSRs were granted under the 2022 Long-Term Incentive Stock Plan ("LTISP") and vest ratably in three equal installments upon each of the first, second, and third anniversaries of the grant date. The amount acquired represents dividend equivalent rights on the RSRs, which are credited following payment of the Company's quarterly cash dividend. Pursuant to the LTISP, the number of dividend equivalent rights acquired is calculated by dividing the aggregate amount of the dividend paid on the total number of RSRs held by the reporting person by the closing price of a share of Company common stock on the dividend payment date.

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^*

Blanchette Brian 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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Ex VP and President, Ingalls

3. Date of Earliest Transaction (Month/Day/Year)
12/12/2025

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

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
Restricted Stock Rights	(1)	12/12/2025		A		12.258(2)		(1)	(1)	Restricted Stock Rights	12.258	$0	2,916.005	D

Explanation of Responses:

1. Each Restricted Stock Right ("RSR") represents a contingent right to receive an equivalent number of shares of Company common stock, or, at the discretion of the Company's Compensation Committee, cash or a combination of cash and Company common stock. The RSRs were granted under the 2022 Long-Term Incentive Stock Plan ("LTISP") and vest ratably in three equal installments upon each of the first, second, and third anniversaries of the grant date.

2. The amount acquired represents dividend equivalent rights on the RSRs, which are credited following payment of the Company's quarterly cash dividend. Pursuant to the LTISP, the number of dividend equivalent rights acquired is calculated by dividing the aggregate amount of the dividend paid on the total number of RSRs 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	12/15/2025
	** 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.

FAQ

What insider transaction did Huntington Ingalls Industries (HII) report in this Form 4?

The filing shows that the Ex VP and President, Ingalls of Huntington Ingalls Industries acquired 12.258 Restricted Stock Rights (RSRs) on 12/12/2025 at an exercise price of $0, increasing their directly held RSR balance.

How many Restricted Stock Rights does the Huntington Ingalls (HII) executive now beneficially own?

After the reported transaction, the executive beneficially owns 2,916.005 Restricted Stock Rights in Huntington Ingalls Industries, held in direct ownership form.

What does each Restricted Stock Right represent for Huntington Ingalls (HII)?

Each Restricted Stock Right (RSR) gives a contingent right to receive one share of Huntington Ingalls common stock or, at the Compensation Committee’s discretion, cash or a combination of cash and company stock.

Under which plan were the Huntington Ingalls (HII) Restricted Stock Rights granted and how do they vest?

The RSRs were granted under the 2022 Long-Term Incentive Stock Plan (LTISP) and vest ratably in three equal installments on each of the first, second, and third anniversaries of the grant date.

What are dividend equivalent rights on Huntington Ingalls (HII) Restricted Stock Rights?

The 12.258 RSRs acquired represent dividend equivalent rights, credited after payment of the company’s quarterly cash dividend. The number is calculated by dividing the total dividend paid on the RSRs held by the executive by the closing price of Huntington Ingalls common stock on the dividend payment date.

Who signed the Huntington Ingalls (HII) Form 4 and in what capacity?

The Form 4 was signed by /s/ Tiffany M. King as Attorney-in-Fact, indicating authority to sign on behalf of the reporting person.