Huntington Ingalls (NYSE: HII) CFO awarded dividend-equivalent stock rights

Rhea-AI Filing Summary

Stiehle Thomas E. reported acquisition or exercise transactions in this Form 4 filing.

Huntington Ingalls Industries executive vice president and CFO Thomas E. Stiehle reported a compensation-related stock transaction. He received 13.141 Restricted Stock Rights as dividend-equivalent credits tied to the company’s quarterly cash dividend, under the 2022 Long-Term Incentive Stock Plan. Following this grant, his reported Restricted Stock Rights balance is 3,971.797, each representing a contingent right to receive an equivalent number of common shares, cash, or a mix of both at the Compensation Committee’s discretion.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Stiehle Thomas E.

Role Ex. VP and CFO

Type	Security	Shares	Price	Value
Grant/Award	Restricted Stock Rights	13.141	$0.00	--

Holdings After Transaction: Restricted Stock Rights — 3,971.797 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"). 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
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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).

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^*

Stiehle Thomas E.

(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 CFO

3. Date of Earliest Transaction (Month/Day/Year)
03/13/2026

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)	03/13/2026		A		13.141(2)		(1)	(1)	Common Stock	13.141	$0	3,971.797	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").

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	03/16/2026
	** 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.

FAQ

What insider transaction did HII CFO Thomas E. Stiehle report on this Form 4?

Thomas E. Stiehle reported receiving 13.141 Restricted Stock Rights as a grant. These rights were credited as dividend equivalents on existing awards following Huntington Ingalls Industries’ quarterly cash dividend under its 2022 Long-Term Incentive Stock Plan.

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

After this transaction, the HII CFO’s reported balance is 3,971.797 Restricted Stock Rights. Each right represents a contingent claim on an equivalent number of Huntington Ingalls Industries common shares, cash, or a combination, at the Compensation Committee’s discretion.

What are Restricted Stock Rights in the context of Huntington Ingalls Industries (HII)?

Restricted Stock Rights are awards that give the holder a contingent right to receive company common stock. For HII, each right can instead be settled in cash or a mix of cash and stock, as determined by the company’s Compensation Committee under its incentive plan.

Why did HII grant 13.141 dividend-equivalent Restricted Stock Rights to its CFO?

The 13.141 Restricted Stock Rights represent dividend equivalent rights on existing awards. Under HII’s 2022 Long-Term Incentive Stock Plan, dividend equivalents are calculated by dividing the total dividend on the CFO’s RSRs by the closing price of HII common stock on the dividend payment date.

Is the HII CFO’s Form 4 transaction an open-market purchase or sale of stock?

No, the Form 4 shows a grant-type acquisition of derivative awards, not an open-market trade. The CFO received 13.141 Restricted Stock Rights as dividend-equivalent credits on existing awards, reflecting routine compensation mechanics rather than buying or selling shares in the market.

Under which compensation plan were the new HII Restricted Stock Rights granted?

The new Restricted Stock Rights were granted under Huntington Ingalls Industries’ 2022 Long-Term Incentive Stock Plan. This plan governs long-term equity-based compensation, including the treatment of dividend equivalents on Restricted Stock Rights held by executives such as the CFO.