[Form 4] Huntington Ingalls Industries, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Director Victoria D. Harker of Huntington Ingalls Industries (HII) filed a Form 4 for an open-market sale executed on 08/05/2025. The filing shows the sale of 1,000 common shares at a weighted-average price of $268.63 (high $269.24 / low $268.19). After the transaction the director directly owns 3,379 common shares.

The report also lists 7,680.59 stock unit account (SUA) shares still beneficially owned. No derivative security transactions, purchases, or option exercises were disclosed.

Aside from this modest reduction in direct holdings, the filing contains no additional corporate events or guidance changes.

Positive

• Director retains 3,379 common shares and 7,680.59 stock units, maintaining financial alignment with shareholders.

Negative

• Insider sold 1,000 shares at $268.63, representing a reduction of the director’s direct stake.

Insights

Financial Analyst

TL;DR: Small insider sale; immaterial to HII’s float and fundamentals.

The 1,000-share sale equates to less than 0.003% of HII’s ~40 m share count, indicating minimal market impact. The director continues to hold over 3.3 k shares plus 7.7 k deferred stock units, suggesting ongoing alignment with shareholders. No pattern of heavy selling or derivative hedging is evident, so the transaction reads as routine portfolio diversification rather than a signal on the company’s outlook.

Corporate Governance Expert

TL;DR: Routine Form 4; no governance red flags.

The sale was properly disclosed within the two-day window and executed under standard open-market code “S.” With only a fraction of the director’s stake sold and no simultaneous 10b5-1 plan indicated, compliance appears intact. The remaining equity interest and lack of accompanying resignations or board changes support a neutral governance assessment.

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)
08/05/2025

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
Common Stock	08/05/2025		S		1,000	D	$268.63(1)	3,379	D
Common Stock (SUA)								7,680.59	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. Represents the weighted average sale price of $268.63 rounded to the nearest hundredth. The highest price at which the shares were sold was $269.24 and the lowest price at which the shares were sold was $268.19. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote in this Form 4.

Remarks:

	/s/ Tiffany M. King, Attorney-in-Fact	08/06/2025
	** 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

How many HII shares did Director Victoria D. Harker sell?

The Form 4 reports a sale of 1,000 common shares.

What was the sale price of the HII shares?

The weighted-average sale price was $268.63, with a range of $268.19 to $269.24.

How many HII shares does the director still own after the sale?

After the transaction, the director directly owns 3,379 common shares and 7,680.59 SUA stock units.

Were any derivative securities involved in this filing?

No, the filing shows no derivative security transactions.

Does the Form 4 indicate a 10b5-1 trading plan?

The checkbox for a Rule 10b5-1 plan is not marked, so no such plan is indicated.