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HUNTINGTON INGALLS INDUSTRIES, INC.·4

Apr 4, 5:22 PM ET

EDENZON IRWIN F 4

4 · HUNTINGTON INGALLS INDUSTRIES, INC. · Filed Apr 4, 2011

Insider Transaction Report

Form 4
Period: 2011-03-31
HUNTINGTON INGALLS INDUSTRIES, INC.HII
EDENZON IRWIN F
VP & Gen. Mgr Gulf Coast Ops
Transactions
  • Award

    Stock Option (Right-to-Buy)

    2011-03-31+12,344→ 12,344 total
    Exercise: $27.23Exp: 2016-02-17→ Common Stock (12,344 underlying)
  • Award

    Common Stock

    2011-03-31+24,096→ 25,267 total
  • Award

    SEP Unit

    2011-03-31+82.982→ 82.982 total
    → Common Stock (82.982 underlying)
Holdings

  • Common Stock

    (indirect: See footnote)
    237.888
Footnotes (8)
  • [F1]Includes shares of Issuer common stock received in connection with the legal and structural separation (the "Spin-Off") of the Issuer from Northrop Grumman Corporation ("NGC"), in an exempt transaction pursuant to Rule 16a-9.
  • [F2]Total amount includes 24,096 restricted stock rights granted under the Huntington Ingalls Industries, Inc. Long-Term Incentive Stock Plan ("HII LTISP") on 3/31/11, with 100% vesting on 3/31/14. Grant awarded pursuant to Rule 16b-3(d).
  • [F3]Held in the Huntington Ingalls Industries, Inc. Savings Plan (the "Plan"), a qualified profit sharing plan, as of 3/31/11. Share totals with respect to the Plan are based upon unit accounting and therefore may reflect a decrease in units attributable to an individual though no disposition occurred.
  • [F4]In conjunction with the Spin-Off, each stock option held by the Reporting Person as of the Spin-Off that was granted to the Reporting Person pursuant to an equity plan of NGC has been converted into a stock option granted by the Issuer pursuant to the HII LTISP on substantially the same terms (other than with respect to the exercise price and the number and type of shares covered thereby), pursuant to the anti-dilution provisions of the stock option. The grant and terms of the adjustment were approved by the Issuer's Board of Directors.
  • [F5]The vesting schedule of the NGC option, vesting over a period of three years to the extent of one-third (33%) annual equal installments on 2/17/10, 2/17/11 and 2/17/12, has been carried over to the Issuer option.
  • [F6]Granted without payment by grantee.
  • [F7]SEP units credited under the Huntington Ingalls Industries Savings Excess Plan (the "SEP Plan"), a non-qualified deferred compensation plan, as of 3/31/11. The value of each unit is based on the price of Issuer common stock, although share totals with respect to the SEP Plan are based upon unit accounting and therefore may reflect a decrease in units attributable to an individual though no disposition occurred.
  • [F8]SEP units are payable in cash following termination of the Reporting Person's employment with the Issuer.

Documents

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