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Huntington Ingalls Industries (HII) insider granted dividend RSRs on 12/12/2025

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Huntington Ingalls Industries disclosed that its executive vice president and chief legal officer acquired 16.084 restricted stock rights on 12/12/2025. These rights were credited as dividend equivalent rights under the company’s 2022 Long-Term Incentive Stock Plan after payment of the company’s quarterly cash dividend.

Each restricted stock right represents a contingent right to receive an equivalent number of shares of common stock, or cash, or a combination of both at the compensation committee’s discretion. Following this transaction, the reporting person beneficially owns 3,826.354 restricted stock rights directly.

Positive

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Negative

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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*
Boudreaux Chad N.

(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 & Chief Legal Officer
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 16.084(2) (1) (1) Common Stock 16.084 $0 3,826.354 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 filing?

The filing shows that an executive vice president and chief legal officer of Huntington Ingalls Industries acquired 16.084 restricted stock rights on 12/12/2025 as dividend equivalent rights under the company’s 2022 Long-Term Incentive Stock Plan.

What are restricted stock rights (RSRs) in the Huntington Ingalls Industries (HII) filing?

Each restricted stock right (RSR) represents a contingent right to receive an equivalent number of shares of Huntington Ingalls Industries common stock, or, at the compensation committee’s discretion, cash or a combination of cash and common stock.

How were the 16.084 dividend equivalent rights for Huntington Ingalls Industries (HII) calculated?

The 16.084 dividend equivalent rights were calculated by dividing the aggregate amount of the cash dividend paid on the total number of RSRs held by the reporting person by the closing price of a share of Huntington Ingalls Industries common stock on the dividend payment date.

How many restricted stock rights does the Huntington Ingalls Industries (HII) insider hold after this transaction?

After the reported acquisition, the executive beneficially owns 3,826.354 restricted stock rights directly.

Under which plan were the Huntington Ingalls Industries (HII) restricted stock rights granted and how do they vest?

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

What role does the reporting person hold at Huntington Ingalls Industries (HII)?

The reporting person is identified as an executive vice president and chief legal officer of Huntington Ingalls Industries.

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