Huntington Ingalls Industries, Inc. (HII) executive gets 10.213 RSRs

Rhea-AI Filing Summary

Huntington Ingalls Industries, Inc. disclosed that its executive vice president and chief human resources officer acquired 10.213 restricted stock rights on 12/12/2025. These derivative securities relate to the company’s common stock and were received at a price of $0 as additional units tied to an existing equity award.

The 10.213 units represent dividend equivalent rights credited in connection with the company’s quarterly cash dividend, based on the dividend amount and the closing share price on the dividend payment date. Each restricted stock right gives a contingent right to receive an equivalent number of common shares, cash, or a combination, under the 2022 Long-Term Incentive Stock Plan. Following this transaction, the officer beneficially owns 2,429.646 restricted stock rights directly.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Hughes Edmond E. Jr.

Role Ex VP & Chief HR Officer

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^*

Hughes Edmond E. Jr.

(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 HR 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		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 (HII) report in this Form 4?

An executive vice president and chief human resources officer of Huntington Ingalls Industries, Inc. acquired 10.213 restricted stock rights on 12/12/2025. These are derivative securities linked to the company’s common stock and were received at a price of $0.

How many derivative securities does the Huntington Ingalls executive hold after the reported transaction?

After acquiring 10.213 additional restricted stock rights, the executive beneficially owns a total of 2,429.646 restricted stock rights directly, each tied to Huntington Ingalls common stock.

What are restricted stock rights (RSRs) in the context of Huntington Ingalls (HII)?

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 committee’s discretion, cash or a combination of cash and common stock, under the 2022 Long-Term Incentive Stock Plan.

Why did the Huntington Ingalls executive receive 10.213 restricted stock rights?

The 10.213 restricted stock rights represent dividend equivalent rights on existing RSRs. They are credited after payment of Huntington Ingalls’ quarterly cash dividend, calculated by dividing the total dividend paid on the RSRs held by the closing price of the common stock on the dividend payment date.

How do Huntington Ingalls restricted stock rights vest under the 2022 LTISP?

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.

What is the officer’s role at Huntington Ingalls related to this Form 4?

The reporting person is an officer of Huntington Ingalls Industries, Inc., serving as executive vice president and chief human resources officer, and the holdings reported reflect equity-based compensation tied to that role.