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  4. [Form 4] HUNTINGTON INGALLS INDUSTRIES, INC. Insider Trading Activity

Huntington Ingalls director records stock issuance and deferral under LTIP

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Leo P. Denault, a director of Huntington Ingalls Industries, Inc. (HII), reported two Form 4 transactions. On 09/30/2025 shares were recorded under the label Common Stock (SUA) tied to the 2022 Long-Term Incentive Stock Plan, and on 10/01/2025 additional units were reported as deferred into a stock unit account. The filing shows post-transaction beneficial ownership levels of 3,750.09 and 3,894.09 shares respectively, with per-share amounts listed as $287.91 and $286.01. The disclosure states both transactions were exempt under Rule 16b-3. The Form 4 is signed by an attorney-in-fact, Tiffany M. King, dated 10/02/2025.

Positive

  • Shares issued under the 2022 Long-Term Incentive Stock Plan in an exempt transaction pursuant to Rule 16b-3
  • Shares deferred into a stock unit account pursuant to the Plan, also exempt under Rule 16b-3
  • Post-transaction beneficial ownership disclosed as 3,750.09 and 3,894.09 shares

Negative

  • None.

Insights

Director received equity under the company's LTIP and deferred shares into stock units.

The Form 4 shows the reporting person, Leo P. Denault, acquired or had shares allocated under the 2022 Long-Term Incentive Stock Plan on 09/30/2025 and deferred shares into a stock unit account on 10/01/2025. Both actions are recorded as exempt transactions under Rule 16b-3, which covers certain compensation-related transfers for insiders.

Post-transaction beneficial ownership is listed as 3,750.09 and 3,894.09 shares, with notional per-share amounts of $287.91 and $286.01. The filing is executed by an attorney-in-fact, dated 10/02/2025. This is a routine insider compensation and deferral event disclosed for compliance.

Insider DENAULT LEO P
Role Director
Type Security Shares Price Value
Grant/Award Common Stock (SUA) 144 $286.01 $41K
Grant/Award Common Stock (SUA) 132 $287.91 $38K
Holdings After Transaction: Common Stock (SUA) — 3,894.09 shares (Direct)
Footnotes (1)
  1. Shares of common stock issued in lieu of cash pursuant to the Huntington Ingalls Industries, Inc. 2022 Long-Term Incentive Stock Plan ("Plan") in an exempt transaction pursuant to Rule 16b-3. Shares of common stock deferred into stock unit account pursuant to the Plan in an exempt transaction pursuant to Rule 16b-3.
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).
1. Name and Address of Reporting Person*
DENAULT LEO P
(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)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
09/30/2025
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
Common Stock (SUA) 09/30/2025 A 132(1) A $287.91 3,750.09 D
Common Stock (SUA) 10/01/2025 A 144(2) A $286.01 3,894.09 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. Shares of common stock issued in lieu of cash pursuant to the Huntington Ingalls Industries, Inc. 2022 Long-Term Incentive Stock Plan ("Plan") in an exempt transaction pursuant to Rule 16b-3.
2. Shares of common stock deferred into stock unit account pursuant to the Plan in an exempt transaction pursuant to Rule 16b-3.
Remarks:
/s/ Tiffany M. King, Attorney-in-Fact 10/02/2025
** 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.

Source: View Original Filing on SEC EDGAR

FAQ

What did HII director Leo P. Denault report on Form 4?

The filing reports allocation/deferral of common stock under the 2022 Long-Term Incentive Stock Plan, with transactions on 09/30/2025 and 10/01/2025 recorded as exempt under Rule 16b-3.

How many shares does the Form 4 show after the transactions for HII?

The Form 4 lists post-transaction beneficial ownership of 3,750.09 shares after the first entry and 3,894.09 shares after the second entry.

What prices per share are shown on the Form 4 for HII transactions?

The form lists per-share amounts of $287.91 for the 09/30/2025 entry and $286.01 for the 10/01/2025 entry.

Were the transactions on the Form 4 reported as exempt?

Yes. The filing states both the issuance in lieu of cash and the deferral into a stock unit account were exempt transactions pursuant to Rule 16b-3.

Who signed the Form 4 for HII and when?

The Form 4 is signed by /s/ Tiffany M. King, Attorney-in-Fact and dated 10/02/2025.