Huntington Ingalls (NYSE: HII) director awarded 58.916 stock units via dividend equivalents

Rhea-AI Filing Summary

Huntington Ingalls Industries director D. Anastasi Kelly received a stock-based award tied to dividend equivalents on director stock units. On March 13, 2026, the director acquired 58.916 additional stock units (SUAs) at a stated price of $0.00 per share-equivalent under the company’s long-term incentive plans.

Each SUA represents the right to receive one share of common stock, generally payable within 30 days after the director leaves the board. Following this grant, the director held 17,806.622 SUAs and 450 shares of common stock directly, reflecting routine board compensation rather than open-market trading.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider KELLY ANASTASI D

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock (SUA)	58.916	$0.00	--
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock (SUA) — 17,806.622 shares (Direct); Common Stock — 450 shares (Direct)

Footnotes (1)

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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^*

KELLY ANASTASI D

(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)
03/13/2026

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)	03/13/2026		A		58.916(1)	A	$0	17,806.622	D
Common Stock								450	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. Pursuant to the Huntington Ingalls Industries, Inc. 2012 and 2022 Long-Term Incentive Stock Plan (together, the "LTISPs"), dividend equivalents are credited on each director stock unit ("SUA") held by the Reporting Person following the payment of the Company's quarterly cash dividend. Each SUA represents a right to receive one share of Company common stock, which will generally become payable within 30 days following the date a non-employee director ceases to provide services as a member of the board of directors. The number of dividend equivalents acquired by the Reporting Person under the LTISPs is calculated by dividing the aggregate amount of the dividend paid on the total number of SUAs 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	03/16/2026
	** 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.

FAQ

What insider transaction did HII director D. Anastasi Kelly report on this Form 4?

HII director D. Anastasi Kelly reported acquiring 58.916 director stock units (SUAs) on March 13, 2026. The units reflect dividend equivalents credited under Huntington Ingalls Industries’ long-term incentive stock plans, rather than an open-market purchase of common shares.

How many Huntington Ingalls (HII) stock units does the director hold after this transaction?

After the March 13, 2026 transaction, the director held 17,806.622 stock units (SUAs). These units each represent a right to receive one share of Huntington Ingalls Industries common stock, generally payable after the director ceases board service.

What does each SUA represent for Huntington Ingalls Industries (HII) directors?

Each SUA represents a right to receive one share of HII common stock. The shares generally become payable within 30 days after a non-employee director stops serving on the board, aligning director compensation with long-term shareholder value.

How are dividend equivalents calculated on HII director stock units (SUAs)?

Dividend equivalents on SUAs are calculated by dividing the aggregate cash dividend paid on all SUAs held by the director by the closing price of HII common stock on the dividend payment date, resulting in additional SUAs credited to the director.

Did the HII director engage in any open-market buying or selling in this Form 4?

No open-market buying or selling is reported. The Form 4 shows an acquisition of 58.916 SUAs at a stated price of $0.00, reflecting dividend-equivalent credits under long-term incentive plans, plus a separate holding line of 450 directly owned common shares.

What long-term incentive plans governed this HII director stock unit transaction?

The transaction occurred under Huntington Ingalls Industries’ 2012 and 2022 Long-Term Incentive Stock Plans. These plans credit dividend equivalents on each director stock unit following payment of the company’s quarterly cash dividend, increasing the director’s SUA balance over time.