Huntington Ingalls director awarded additional SUAs

Stanage Nick L reported acquisition or exercise transactions in this Form 4 filing.

Rhea-AI Filing Summary

Stanage Nick L reported acquisition or exercise transactions in this Form 4 filing.

Huntington Ingalls Industries director Nick L. Stanage reported routine equity compensation changes. On the reported date, he received 1.189 director stock units (SUAs) as a grant under the company’s long-term incentive stock plans, reflecting dividend equivalents credited on existing SUAs.

Following this award, he directly holds 257.654 SUAs, each representing the right to receive one share of common stock, generally payable within 30 days after he ceases serving on the board. A separate line in the filing shows 3,762 shares of common stock held directly, with no reported buy or sell transactions.

Insights

Equity compensation analyst

Routine dividend-equivalent SUAs credited to a Huntington Ingalls director; no open-market trading reported.

The filing shows 1.189 director stock units (SUAs) credited to Nick L. Stanage under Huntington Ingalls’ 2012 and 2022 Long-Term Incentive Stock Plans. These units arise from dividend equivalents on existing SUAs rather than an open-market purchase.

Each SUA represents a right to receive one share of common stock, generally delivered after the director leaves the board. The filing also lists 3,762 common shares directly held, but does not show any buys or sells. Overall, this appears to be standard, non-cash equity compensation with neutral investment significance.

Insider Trade Summary

Grant/Award: 1.189 shares

Grant/Award 2 txns

Insider Stanage Nick L

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock (SUA)	1.189	$0.00	$0.00
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock (SUA) — 257.654 shares (Direct); Common Stock — 3,762 shares (Direct)

Footnotes (1)

1. F1. Pursuant to the Huntington Ingalls Industries, Inc. 2012 and 2022 Long-Term Incentive Stock Plan (together, the "LTISPs"), dividend equivalents are credited on each director stock unit ("SUA") held by the Reporting Person following the payment of the Company's quarterly cash dividend. Each SUA represents a right to receive one share of Company common stock, which will generally become payable within 30 days following the date a non-employee director ceases to provide services as a member of the board of directors. The number of dividend equivalents acquired by the Reporting Person under the LTISPs is calculated by dividing the aggregate amount of the dividend paid on the total number of SUAs held by the Reporting Person by the closing price of a share of Company common stock on the dividend payment date.

Key Figures

SUAs granted: 1.189 SUAs SUAs held after transaction: 257.654 SUAs Common shares held: 3,762 shares +1 more

4 metrics

SUAs granted 1.189 SUAs Dividend-equivalent grant under long-term incentive plans on the reported date

SUAs held after transaction 257.654 SUAs Total director stock units following the grant

Common shares held 3,762 shares Directly held Huntington Ingalls common stock reported as of transaction date

Transaction code Code A Grant, award, or other acquisition of non-derivative SUAs

Key Terms

director stock unit ("SUA"), dividend equivalents, Long-Term Incentive Stock Plan

3 terms

director stock unit ("SUA") financial

"dividend equivalents are credited on each director stock unit ("SUA") held by the Reporting Person"

dividend equivalents financial

"dividend equivalents are credited on each director stock unit ("SUA") held by the Reporting Person"

Payments tied to employee or contractor equity awards that mirror the cash dividends paid on the company’s stock; they give the holder the same economic benefit as owning the shares without transferring actual shares—often paid in cash or additional award units when the award becomes payable. Investors care because these payments affect a company’s compensation costs, cash flow and potential share dilution, and they signal how management is being rewarded and aligned with shareholders.

Long-Term Incentive Stock Plan financial

"Pursuant to the Huntington Ingalls Industries, Inc. 2012 and 2022 Long-Term Incentive Stock Plan (together, the "LTISPs")"

A long-term incentive stock plan is a company program that pays key employees and executives with company shares or stock-based awards that become theirs only after meeting performance goals or staying with the company for several years. Think of it as a delayed bonus paid in stock that ties pay to future results; investors watch these plans because they influence executive behavior, can dilute existing shares, and affect reported costs and long-term shareholder value.

FAQ

What insider activity did Huntington Ingalls (HII) director Nick L. Stanage report?

He reported a small equity compensation change: 1.189 director stock units (SUAs) were credited to him as dividend equivalents under long-term incentive plans, with no open-market stock purchases or sales disclosed in this filing.

How many Huntington Ingalls (HII) SUAs does Nick L. Stanage hold after this Form 4?

After the reported transaction, he directly holds 257.654 director stock units (SUAs). Each SUA represents a right to receive one share of common stock, generally payable within 30 days after he stops serving on the board.

Did Nick L. Stanage buy or sell Huntington Ingalls (HII) stock in the market?

No market buy or sell is shown. The Form 4 reports a grant of 1.189 SUAs from dividend equivalents and lists 3,762 common shares held directly, without any open-market purchase or sale transactions on the reported date.

What are SUAs in the Huntington Ingalls (HII) long-term incentive plans?

SUAs are director stock units granted under Huntington Ingalls’ long-term incentive stock plans. Each SUA represents a right to receive one share of common stock, typically delivered within 30 days after a non-employee director ceases board service, aligning compensation with shareholder interests.

How are dividend equivalents on Huntington Ingalls (HII) SUAs calculated?

Dividend equivalents are calculated by dividing the aggregate dividend paid on the director’s total SUAs by the closing price of Huntington Ingalls common stock on the dividend payment date, resulting in additional SUAs such as the 1.189 units credited in this filing.

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Accepted by SEC EDGAR 06/15/2026 - 04:22 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^*

Stanage Nick L

(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)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/12/2026

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
Common Stock (SUA)	06/12/2026		A		1.189(1)	A	$0	257.654	D
Common Stock								3,762	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. Pursuant to the Huntington Ingalls Industries, Inc. 2012 and 2022 Long-Term Incentive Stock Plan (together, the "LTISPs"), dividend equivalents are credited on each director stock unit ("SUA") held by the Reporting Person following the payment of the Company's quarterly cash dividend. Each SUA represents a right to receive one share of Company common stock, which will generally become payable within 30 days following the date a non-employee director ceases to provide services as a member of the board of directors. The number of dividend equivalents acquired by the Reporting Person under the LTISPs is calculated by dividing the aggregate amount of the dividend paid on the total number of SUAs 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	06/15/2026
	** 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)