Huntington Ingalls (NYSE: HII) director receives 123 deferred stock units in equity award

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

WELCH JOHN K reported acquisition or exercise transactions in this Form 4 filing.

Huntington Ingalls Industries director John K. Welch received an award of 123 stock units of common stock on April 1, 2026. The units were deferred into a stock unit account under the company’s 2022 Long-Term Incentive Stock Plan in an exempt transaction pursuant to Rule 16b-3.

Following this award, Welch directly holds 7,780.605 stock units and 2,545 shares of common stock. This reflects routine equity-based director compensation rather than an open-market purchase or sale.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider WELCH JOHN K

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock (SUA)	123	$393.32	$48K
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock (SUA) — 7,780.605 shares (Direct); Common Stock — 2,545 shares (Direct)

Footnotes (1)

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Key Figures

Stock units granted: 123 stock units Grant reference price: $393.32 per unit Stock units held after: 7,780.605 stock units +1 more

4 metrics

Stock units granted 123 stock units Grant of common stock units on April 1, 2026

Grant reference price $393.32 per unit Value per stock unit for the 123-unit award

Stock units held after 7,780.605 stock units Deferred stock unit holdings following the award

Common shares held after 2,545 shares Direct common stock holdings reported as of the filing date

Key Terms

Rule 16b-3, 2022 Long-Term Incentive Stock Plan, stock unit account, Common Stock (SUA)

4 terms

Rule 16b-3 regulatory

"in an exempt transaction pursuant to Rule 16b-3"

Rule 16b-3 is a Securities and Exchange Commission regulation that exempts certain routine, pre-approved transactions by company insiders from automatic liability for short-term trading profits. It acts like a safe harbor: if an insider follows a formal plan or the board approves specific transactions in advance, profits from buying and selling company stock within six months are not automatically reclaimed. Investors care because the rule clarifies when insider trades are permissible and reduces uncertainty about potential clawbacks.

2022 Long-Term Incentive Stock Plan financial

"pursuant to Huntington Ingalls Industries, Inc. 2022 Long-Term Incentive Stock Plan"

stock unit account financial

"Shares of common stock deferred into stock unit account"

Common Stock (SUA) financial

"security_title: "Common Stock (SUA)""

Form 4 Insider Transactions: What Each Field Means →

04/03/2026 - 10:22 AM

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^*

WELCH JOHN K

(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)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/01/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock (SUA)	04/01/2026		A		123⁽¹⁾	A	$393.32	7,780.605	D
Common Stock								2,545	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Shares of common stock deferred into stock unit account pursuant to Huntington Ingalls Industries, Inc. 2022 Long-Term Incentive Stock Plan in an exempt transaction pursuant to Rule 16b-3.

Remarks:

	/s/ Tiffany M. King, Attorney-in-Fact	04/03/2026
	** 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)

Source: View Original Filing on SEC EDGAR

FAQ

What did HII director John K. Welch report in this Form 4 filing?

John K. Welch reported receiving 123 stock units of Huntington Ingalls Industries common stock. These units were granted as part of equity-based compensation and deferred into a stock unit account under the company’s 2022 Long-Term Incentive Stock Plan, rather than bought on the open market.

Was the HII Form 4 transaction an open-market buy or sell of shares?

The Form 4 does not show an open-market buy or sell. Instead, it records a grant of 123 stock units as compensation, classified as an exempt transaction under Rule 16b-3, meaning it is a routine equity award rather than a discretionary market trade by the director.

How many Huntington Ingalls Industries stock units does John K. Welch hold after this award?

After the 123-unit grant, John K. Welch directly holds 7,780.605 stock units of Huntington Ingalls Industries common stock. These stock units represent deferred equity compensation accumulated over time under the company’s long-term incentive programs for directors and executives.

How many HII common shares does John K. Welch own directly after this filing?

The filing shows John K. Welch directly holding 2,545 shares of Huntington Ingalls Industries common stock. This share count is reported as a holding entry on the same date as the stock unit award and reflects his direct ownership position in the company’s common stock.

What is the reference price for the 123 HII stock units granted to John K. Welch?

The 123 stock units are shown with a reference price of $393.32 per unit. This price typically reflects the fair market value of Huntington Ingalls Industries common stock on the grant date and is used for valuing the equity award under the company’s compensation plan.

Under what plan and rule was John K. Welch’s HII stock unit award granted?

The award was granted under the Huntington Ingalls Industries, Inc. 2022 Long-Term Incentive Stock Plan. It is described as an exempt transaction pursuant to Rule 16b-3, which often applies to board-approved, compensation-related equity grants to directors and officers of public companies.