Huntington Ingalls (NYSE: HII) EVP reports 10.213 new restricted stock rights

Rhea-AI Filing Summary

Huntington Ingalls Industries executive vice president for Maritime Systems & Corporate Strategy reported a small increase in equity-linked compensation. On 12/12/2025, the officer acquired 10.213 restricted stock rights as a dividend equivalent on previously granted awards at no cost, and now directly holds 2,429.646 such derivative securities.

Each restricted stock right, granted under the company’s 2022 Long-Term Incentive Stock Plan, represents a contingent right to receive an equivalent number of shares of common stock, cash, or a mix of both, as determined by the Compensation Committee. These awards vest in three equal annual installments, and dividend equivalent rights are credited after payment of the company’s quarterly cash dividend based on the dividend amount and the stock’s closing price on the payment date.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Chewning Eric D.

Role EVP, Maritime Sys & Corp STR

Type	Security	Shares	Price	Value
Grant/Award	Restricted Stock Rights	10.213	$0.00	--

Holdings After Transaction: Restricted Stock Rights — 2,429.646 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") and vest ratably in three equal installments upon each of the first, second, and third anniversaries of the grant date. 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
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^*

Chewning Eric D.

(Last) (First) (Middle)

C/O HUNTINGTON INGALLS INDUSTRIES, INC.

4101 WASHINGTON AVE.

(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)
	EVP, Maritime Sys & Corp STR

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		10.213(2)		(1)	(1)	Common Stock	10.213	$0	2,429.646	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 on 12/12/2025?

An executive vice president of Huntington Ingalls Industries reported acquiring 10.213 restricted stock rights on 12/12/2025 as dividend equivalent rights on previously granted awards, at a price of $0 per right.

How many restricted stock rights does the HII executive own after this transaction?

Following the reported transaction, the Huntington Ingalls Industries executive directly beneficially owns 2,429.646 derivative securities in the form of restricted stock rights.

What do restricted stock rights represent in Huntington Ingalls Industries 2022 Long-Term Incentive Stock Plan?

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

How do restricted stock rights under HIIs 2022 Long-Term Incentive Stock Plan vest?

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

How are dividend equivalent rights on Huntington Ingalls restricted stock rights calculated?

The amount of dividend equivalent rights acquired is calculated by dividing the aggregate dividend paid on the total number of restricted stock rights held by the reporting person by the closing price of Huntington Ingalls common stock on the dividend payment date.

Did the Huntington Ingalls executive pay cash for the newly acquired restricted stock rights?

No. The newly acquired 10.213 restricted stock rights were credited as dividend equivalent rights at a reported price of $0 per right.