Schuck Nicolas G 4

What Happened
Nicolas G. Schuck, Corporate Vice President, Controller & Chief Accounting Officer of Huntington Ingalls Industries (HII), exercised 152.872 restricted stock rights (RSRs) on 2026-02-26. Those RSRs were converted at a recorded value of $443.00 per share (152.872 × $443 = $67,722). To cover withholding taxes on the vested RSRs, 68.946 shares were withheld/disposed (68.946 × $443 = $30,543), leaving a net issuance to Mr. Schuck of 83.926 shares (net value ≈ $37,179). The filing reports the exercise (transaction code M) and the tax withholding (transaction code F).

Key Details

• Transaction date: 2026-02-26; Form 4 filed with the SEC on 2026-03-02 (filed on the required deadline: two business days after the transaction).
• Exercise/conversion: 152.872 RSRs → 152.872 shares at $443.00 each (value $67,722).
• Tax withholding: 68.946 shares withheld/disposed to satisfy withholding taxes (value $30,543).
• Net shares received: 83.926 shares (≈ $37,179).
• Shares owned after transaction: not specified in this Form 4 (beneficial ownership may be reported in other filings or reflected in plan unit accounting).
• Footnotes:
  • F1: Withholding by issuer to cover taxes on RSRs vesting 2/26/26.
  • F2: RSRs are contingent rights granted 2/26/24 under the 2022 LTISP that vest in three equal annual installments.
  • F3: Some plan interests are held as units in the HII Stock Fund; the plan administrator converts units to shares for reporting.

Context
This was a compensation-related conversion of restricted stock rights (not an open-market purchase or sale). The withholding of shares for taxes is a routine cashless/net settlement method and should be viewed as part of standard executive equity compensation administration rather than a market-direction trade. Transaction codes: M = exercise/conversion of derivative; F = shares withheld for tax withholding.