HUNTINGTON INGALLS INDUSTRIES, INC.·4

Feb 27, 4:19 PM ET

Hughes Edmond E. Jr. 4

4 · HUNTINGTON INGALLS INDUSTRIES, INC. · Filed Feb 27, 2026

Research Summary

AI-generated summary of this filing

Updated

Huntington Ingalls (HII) Ex‑VP HR Edmond Hughes Receives Stock Award

What Happened
Edmond E. Hughes Jr., a former Vice President and Chief HR Officer of Huntington Ingalls Industries (HII), received 4,782 shares upon settlement of performance stock rights and was subject to withholding of 2,123.205 shares to cover taxes. The settled shares were valued at $435.58 each (total ~$2,082,944); withheld shares equal ~$924,826. In addition, Hughes was granted 688 Restricted Stock Rights (RSRs) that vest ratably over three years.

Key Details

  • Transaction date: 2026-02-25; Filing date: 2026-02-27 (appears timely).
  • Acquisitions: 4,782 shares issued on settlement of restricted performance stock rights (RPSRs) at $435.58 each — total value $2,082,944. (Code A)
  • Tax withholding: 2,123.205 shares withheld by the issuer to satisfy withholding taxes on the RPSR settlement, disposed at $435.58 each — value ~$924,826. (Code F)
  • Grant: 688 RSRs granted at $0.00 (derivative award granted under the 2022 LTISP on 2/25/2026); RSRs vest one‑third on each of the next three anniversaries. (Footnotes F1–F3)
  • Shares owned after the transaction: Not specified in the Form 4 filing.
  • No 10b5‑1 trading plan or late‑filing indication is stated in the filing.

Context

  • The 4,782-share entry reflects settlement of performance‑based awards for the period ending 12/31/2025 (earned compensation), not an open‑market purchase.
  • The 2,123.205‑share disposition is a routine tax withholding by the company to satisfy payroll/tax obligations on the award, not a sale initiated by the insider.
  • The 688 RSRs are contingent rights that will convert to shares (or cash at the Compensation Committee's discretion) only as they vest over the next three years.

Insider Transaction Report

Form 4
Period: 2026-02-25
Hughes Edmond E. Jr.
Ex VP & Chief HR Officer
Transactions
  • Award

    Common Stock

    [F1]
    2026-02-25$435.58/sh+4,782$2,082,94413,845.919 total
  • Tax Payment

    Common Stock

    [F2]
    2026-02-25$435.58/sh2,123.205$924,82611,722.714 total
  • Award

    Restricted Stock Rights

    [F3]
    2026-02-25+6882,512.625 total
    Common Stock (688 underlying)
Holdings
  • Common Stock

    (indirect: By 401(k))
    37.05
  • SEP

    [F4]
    Common Stock (2.22 underlying)
    9.567
Footnotes (4)
  • [F1]Shares issued upon settlement of restricted performance stock rights ("RPSRs") for the performance period that ended on 12/31/2025.
  • [F2]Shares withheld by issuer for payment of withholding taxes on RPSRs.
  • [F3]Each Restricted Stock Right ("RSR") represents a contingent right to receive an equivalent number of shares of Company common stock, or, at the discretion of the Company's Compensation Committee, cash or a combination of cash and Company common stock. The RSRs were granted under the 2022 Long-Term Incentive Stock Plan ("LTISP") on 2/25/26 and vest ratably in three equal installments upon each of the first, second, and third anniversaries of the grant date.
  • [F4]The reporting person's interest in the HII Stock Fund of the Huntington Ingalls Industries, Inc. Savings Excess Plan (the "Plan") is held in the form of units of interest. The Plan's administrator calculates the number of shares of issuer common stock represented by units in the HII Stock Fund.
Signature
/s/ Tiffany M. King, Attorney-in-Fact|2026-02-27

Documents

1 file
  • 4
    wk-form4_1772227146.xmlPrimary

    FORM 4