[Form 4] HUNTINGTON INGALLS INDUSTRIES, INC. Insider Trading Activity

Rhea-AI Filing Summary

John K. Welch, a director of Huntington Ingalls Industries, Inc. (HII), reported a Section 16 transaction dated 10/01/2025. The filing shows a non‑derivative acquisition: 7,461.774 units related to Common Stock (listed as SUA) were acquired in an exempt transaction under Rule 16b-3 and reflected at a price of $286.01. After the transaction the report lists 2,545 shares of Common Stock beneficially owned following the reported transaction(s). The explanatory note states these were shares of common stock deferred into a stock unit account under the Huntington Ingalls Industries, Inc. 2022 Long‑Term Incentive Stock Plan. The form is signed by an attorney‑in‑fact on 10/02/2025.

Positive

• 7,461.774 shares were deferred into a stock unit account under the 2022 Long‑Term Incentive Stock Plan
• Transaction reported as exempt under Rule 16b‑3, indicating a compensatory plan deferral

Negative

• None.

Insights

Corporate Governance Expert

Director deferred 7,461.774 common shares into stock units under the 2022 LTIP.

The Form 4 documents a non‑derivative exempt acquisition on 10/01/2025 where 7,461.774 common stock units (SUA) were credited at a reported price of $286.01. The filing explicitly states these shares were deferred into a stock unit account under the 2022 Long‑Term Incentive Stock Plan, indicating this is part of compensation deferral rather than an open‑market purchase.

This transaction is recorded as exempt under Rule 16b‑3, which permits certain compensatory plan transactions by insiders; the reported post‑transaction beneficial ownership includes 2,545 common shares. The filing was signed by an attorney‑in‑fact on 10/02/2025.

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

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OMB Number:			3235-0287
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

WELCH JOHN K

(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)
10/01/2025

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 (SUA)	10/01/2025		A		144(1)	A	$286.01	7,461.774	D
Common Stock								2,545	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	10/02/2025
	** 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 did HII director John K. Welch report on the Form 4?

The Form 4 reports a non‑derivative acquisition of 7,461.774 common stock units on 10/01/2025 deferred into a stock unit account under the 2022 Long‑Term Incentive Stock Plan.

Was the transaction an open‑market purchase or part of compensation?

The filing states the shares were deferred into a stock unit account pursuant to the company's 2022 Long‑Term Incentive Stock Plan, indicating a compensation deferral exempt transaction under Rule 16b‑3.

How many shares did the reporting person beneficially own after the transaction?

The Form 4 lists 2,545 shares of Common Stock beneficially owned following the reported transaction(s).

What price is shown in the Form 4 for the reported units?

The filing shows a price of $286.01 associated with the reported Common Stock (SUA) transaction.

When was the Form 4 signed and filed?

The signature block shows the form was signed by an attorney‑in‑fact on 10/02/2025.