HII executive granted 10.260 restricted stock rights

Hughes Edmond E. Jr. reported acquisition or exercise transactions in this Form 4 filing.

Rhea-AI Filing Summary

Hughes Edmond E. Jr. reported acquisition or exercise transactions in this Form 4 filing.

Huntington Ingalls Industries executive Edmond E. Hughes Jr., Executive Vice President and Chief Human Resources Officer, received a grant of 10.260 Restricted Stock Rights (RSRs) on company common stock. These RSRs represent dividend equivalent rights credited after payment of the company’s quarterly cash dividend and were granted under the 2022 Long-Term Incentive Stock Plan. Each RSR is a contingent right to receive an equivalent number of common shares, cash, or a combination, at the compensation committee’s discretion, and will vest in three equal annual installments. Following this grant, Hughes holds a total of 2,223.429 RSRs directly.

Insider Trade Summary

Grant/Award: 10.26 shares

Grant/Award 1 txn

Insider Hughes Edmond E. Jr.

Role Ex VP & Chief HR Officer

Type	Security	Shares	Price	Value
Grant/Award	Restricted Stock Rights	10.26	$0.00	$0.00

Holdings After Transaction: Restricted Stock Rights — 2,223.429 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 granted: 10.260 RSRs RSR holdings after transaction: 2,223.429 RSRs Vesting schedule: 3 equal annual installments +2 more

5 metrics

Restricted Stock Rights granted 10.260 RSRs Dividend equivalent rights credited on grant date

RSR holdings after transaction 2,223.429 RSRs Total RSRs directly held after acquisition

Vesting schedule 3 equal annual installments First, second, and third anniversaries of grant date

Dividend equivalent calculation basis Aggregate dividend ÷ closing price Dividend on total RSRs / closing stock price at payment date

Exercise/Conversion price $0.0000 per RSR Reported conversion or exercise price for the RSRs

Key Terms

Restricted Stock Rights, dividend equivalent rights, 2022 Long-Term Incentive Stock Plan, quarterly cash dividend, +1 more

5 terms

Restricted Stock Rights financial

"Each Restricted Stock Right ("RSR") represents a contingent right to receive an equivalent number of shares..."

Restricted stock rights are ownership claims in company shares that come with limits on when or how they can be sold or transferred, often tied to time-based or performance conditions. For investors, these rights matter because they affect when insiders truly own or can monetize shares — influencing future share supply, executive incentives, and potential stock price pressure much like a savings account that only becomes withdrawable after meeting set conditions.

dividend equivalent rights financial

"The amount acquired represents dividend equivalent rights on the RSRs, which are credited following payment..."

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.

2022 Long-Term Incentive Stock Plan financial

"The RSRs were granted under the 2022 Long-Term Incentive Stock Plan ("LTISP") and vest ratably..."

quarterly cash dividend financial

"credited following payment of the Company's quarterly cash dividend."

A quarterly cash dividend is a payment made by a company to its shareholders four times a year, usually based on its profits. It is like a regular bonus or reward for owning the company's stock, providing shareholders with income. Many investors see these payments as a sign of the company's stability and its ability to generate consistent profits.

contingent right financial

"Each Restricted Stock Right ("RSR") represents a contingent right to receive an equivalent number of shares..."

FAQ

What insider transaction did HII executive Edmond E. Hughes Jr. report on this Form 4?

Hughes Jr. reported acquiring 10.260 Restricted Stock Rights (RSRs) linked to Huntington Ingalls Industries common stock. The grant reflects dividend equivalent rights credited after the company’s quarterly cash dividend under the 2022 Long-Term Incentive Stock Plan.

How many Restricted Stock Rights does HII’s Edmond E. Hughes Jr. hold after this transaction?

After this transaction, Hughes Jr. holds 2,223.429 Restricted Stock Rights directly. This total includes the newly acquired 10.260 RSRs, representing a contingent claim on an equivalent number of HII common shares, cash, or a combination, subject to plan terms.

What does each Restricted Stock Right granted to HII’s Edmond E. Hughes Jr. represent?

Each RSR represents a contingent right to receive an equivalent number of Huntington Ingalls Industries common shares, or cash, or a mix of both. The company’s Compensation Committee determines the form of settlement under the 2022 Long-Term Incentive Stock Plan.

How do dividend equivalent rights work for HII’s Restricted Stock Rights on this Form 4?

Dividend equivalent rights are credited after the company pays its quarterly cash dividend. The number of rights is calculated by dividing total dividends on the reporting person’s RSRs by the closing price of HII common stock on the dividend payment date.

What is the vesting schedule for the HII Restricted Stock Rights reported by Edmond E. Hughes Jr.?

The RSRs vest ratably in three equal installments on each of the first, second, and third anniversaries of the grant date. This three-year schedule spreads the vesting of the award to encourage longer-term alignment with Huntington Ingalls Industries.

Under which plan were the HII Restricted Stock Rights for Edmond E. Hughes Jr. granted?

The RSRs were granted under HII’s 2022 Long-Term Incentive Stock Plan. This plan provides equity-based awards such as Restricted Stock Rights to align executive compensation with shareholder interests over a multi-year period through vesting and performance.

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Accepted by SEC EDGAR 06/15/2026 - 04:21 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
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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^*

Hughes Edmond E. Jr.

(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 HR Officer

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

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)	06/12/2026		A		10.26(2)		(1)	(1)	Common Stock	10.26	$0	2,223.429	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	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)