HII legal chief gets 17.651 restricted stock rights

HII’s Executive Vice President & Chief Legal Officer received a small dividend-related Restricted Stock Right award, modestly increasing his equity-based holdings.

Rhea-AI Filing Summary

HUNTINGTON INGALLS INDUSTRIES, INC. (HII) reported that Executive Vice President & Chief Legal Officer Chad N. Boudreaux acquired 17.651 Restricted Stock Rights on September 11, 2026, as a grant under the company’s 2022 Long-Term Incentive Stock Plan. These represent dividend equivalent rights credited following payment of a quarterly cash dividend and correspond to an equivalent number of common shares, cash, or a combination, at the Compensation Committee’s discretion. After this award, Boudreaux holds a total of 3,594.871 Restricted Stock Rights directly. No Rule 10b5-1 trading plan is reported.

Insider Trade Summary

Grant/Award: 17.651 shares

Grant/Award 1 txn

Insider Boudreaux Chad N.

Role Ex VP & Chief Legal Officer

Type	Security	Shares	Price	Value
Grant/Award	Restricted Stock Rights F1, F2	17.651	$0.00	$0.00

Holdings After Transaction: Restricted Stock Rights — 3,594.871 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: 17.651 rights Restricted Stock Rights after transaction: 3,594.871 rights Transaction price per right: $0.00 +1 more

4 metrics

Restricted Stock Rights acquired 17.651 rights Dividend equivalent rights credited on September 11, 2026

Restricted Stock Rights after transaction 3,594.871 rights Total direct holdings following the September 11, 2026 award

Transaction price per right $0.00 Reported grant price per Restricted Stock Right

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

Key Terms

Restricted Stock Right, dividend equivalent rights, Long-Term Incentive Stock Plan, Compensation Committee

4 terms

Restricted Stock Right financial

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

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.

Long-Term Incentive Stock Plan financial

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

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.

Compensation Committee financial

"at the discretion of the Company's Compensation Committee, cash or a combination"

A compensation committee is a group within a company's leadership responsible for setting and reviewing how much top executives and employees are paid, including salaries, bonuses, and benefits. It matters to investors because fair and effective pay decisions can influence a company's performance, leadership motivation, and overall governance, helping ensure that the company’s management is aligned with shareholders’ interests.

FAQ

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

What insider transaction did HII report for Chad N. Boudreaux?

HII reported that Chad N. Boudreaux acquired 17.651 Restricted Stock Rights on September 11, 2026, as a grant of dividend equivalent rights under the 2022 Long-Term Incentive Stock Plan.

How many Restricted Stock Rights does the HII officer hold after this Form 4 transaction?

After the reported grant, Chad N. Boudreaux directly holds 3,594.871 Restricted Stock Rights tied to HII common stock, according to the Form 4 filing.

What do the Restricted Stock Rights reported by HII 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 shares, subject to vesting terms.

How were the 17.651 Restricted Stock Rights for HII’s officer calculated?

The 17.651 dividend equivalent rights were calculated by dividing the aggregate cash dividend paid on all RSRs held by the officer by the closing price of HII common stock on the dividend payment date, as provided under the 2022 Long-Term Incentive Stock Plan.

Do the HII Restricted Stock Rights vest immediately?

No. The underlying Restricted Stock Rights granted under the 2022 Long-Term Incentive Stock Plan vest in three equal installments on the first, second, and third anniversaries of the grant date.

Was the HII insider transaction made under a Rule 10b5-1 trading plan?

No. The Form 4 indicates that no Rule 10b5-1 trading plan is associated with this transaction.

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 - 04:12 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^*

Boudreaux Chad N.

(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 Legal 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		17.651(2)		(1)	(1)	Common Stock	17.651	$0	3,594.871	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)