HII HR chief acquires 10.971 dividend stock rights

HII’s chief HR officer received additional Restricted Stock Rights as dividend-equivalent credits tied to existing long-term incentive awards.

Rhea-AI Filing Summary

HUNTINGTON INGALLS INDUSTRIES, INC. (HII) reported that executive vice president and chief human resources officer Edmond E. Hughes Jr. acquired 10.971 Restricted Stock Rights on September 11, 2026 as a grant-related adjustment for dividend equivalents. These RSRs relate to the company’s common stock and were issued under the 2022 Long-Term Incentive Stock Plan. Following this acquisition, Hughes holds 2,234.4 Restricted Stock Rights directly, which vest in three equal annual installments from the original grant date. No Rule 10b5‑1 trading plan is reported.

Insider Trade Summary

Grant/Award: 10.971 shares

Grant/Award 1 txn

Insider Hughes Edmond E. Jr.

Role Ex VP & Chief HR Officer

Type	Security	Shares	Price	Value
Grant/Award	Restricted Stock Rights F1, F2	10.971	$0.00	$0.00

Holdings After Transaction: Restricted Stock Rights — 2,234.4 contracts (Direct)

Footnotes (2)

1. F1. 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. F2. 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.

Key Figures

Restricted Stock Rights acquired: 10.971 rights Restricted Stock Rights held after transaction: 2,234.4 rights Vesting schedule: 3 equal annual installments +1 more

4 metrics

Restricted Stock Rights acquired 10.971 rights Dividend equivalent rights credited on September 11, 2026

Restricted Stock Rights held after transaction 2,234.4 rights Direct holdings of Edmond E. Hughes Jr. after the reported acquisition

Vesting schedule 3 equal annual installments Vesting on the first, second and third anniversaries of the grant date

Transaction price per right $0.00 per right Reported grant/award price for the 10.971 Restricted Stock Rights

Key Terms

Restricted Stock Rights, dividend equivalent rights, 2022 Long-Term Incentive Stock Plan, quarterly cash dividend

4 terms

Restricted Stock Rights financial

"Each Restricted Stock Right ("RSR") represents a contingent right"

Restricted stock rights are ownership claims in company shares that come with limits on when or how they can be sold or transferred, often tied to time-based or performance conditions. For investors, these rights matter because they affect when insiders truly own or can monetize shares — influencing future share supply, executive incentives, and potential stock price pressure much like a savings account that only becomes withdrawable after meeting set conditions.

dividend equivalent rights financial

"The amount acquired represents dividend equivalent rights on the RSRs"

Dividend equivalent rights are promises that mirror the cash payments shareholders get from a company’s profits, but they are paid to holders of certain awards (like stock options or restricted stock units) rather than to actual shares. Think of them as a paycheck top‑up that matches dividends while the award is not yet a real stock, and they matter to investors because they add to employee compensation costs and potential share dilution, affecting company profitability and per‑share value.

2022 Long-Term Incentive Stock Plan financial

"The RSRs were granted under the 2022 Long-Term Incentive Stock Plan"

quarterly cash dividend financial

"credited following payment of the Company's quarterly cash dividend"

A quarterly cash dividend is a payment made by a company to its shareholders four times a year, usually based on its profits. It is like a regular bonus or reward for owning the company's stock, providing shareholders with income. Many investors see these payments as a sign of the company's stability and its ability to generate consistent profits.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did HII executive Edmond E. Hughes Jr. report on this Form 4?

He reported acquiring 10.971 Restricted Stock Rights on September 11, 2026. These represent dividend equivalent rights credited on existing awards of HII common stock under the 2022 Long-Term Incentive Stock Plan.

How many Restricted Stock Rights does the HII officer hold after this transaction?

After the September 11, 2026 acquisition, Edmond E. Hughes Jr. directly holds 2,234.4 Restricted Stock Rights tied to HII common stock, as reported in the Form 4.

What do the Restricted Stock Rights reported by HII’s officer represent?

Each Restricted Stock Right represents a contingent right to receive an equivalent number of HII common shares, or at the Compensation Committee’s discretion, cash or a combination of cash and common stock, subject to vesting conditions under the 2022 Long-Term Incentive Stock Plan.

Why did the HII executive receive 10.971 additional Restricted Stock Rights?

The 10.971 additional RSRs represent dividend equivalent rights credited after payment of HII’s quarterly cash dividend. The number is calculated by dividing dividends on the executive’s RSRs by the closing price of HII common stock on the dividend payment date.

How do the HII Restricted Stock Rights vest for the reporting officer?

The Restricted Stock Rights vest ratably in three equal installments on the first, second, and third anniversaries of the original grant date, in accordance with HII’s 2022 Long-Term Incentive Stock Plan.

Was the HII Form 4 transaction under a Rule 10b5-1 trading plan?

No. The filing indicates that the Rule 10b5-1 checkbox is not marked, so no Rule 10b5-1 trading plan is reported for this acquisition of Restricted Stock Rights.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 09/14/2026 - 04:12 PM Accepted by SEC EDGAR 09/14/2026 - 04:11 PM Learn about SEC filing dates

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^*

Hughes Edmond E. Jr.

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Ex VP & Chief HR Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
09/11/2026

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

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)	09/11/2026		A		10.971(2)		(1)	(1)	Common Stock	10.971	$0	2,234.4	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	09/14/2026
	** 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)