Hughes Edmond E. Jr. 4

What Happened

• Edmond E. Hughes Jr., former Vice President & Chief Human Resources Officer of Huntington Ingalls Industries (HII), had 306.778 restricted stock rights (RSRs) convert to common shares on 2026-02-26. The converted shares are valued at $443.00 each for a gross value of $135,903.
• To cover withholding taxes, 138.357 of those shares were surrendered (share-withholding) valued at $61,292, leaving a net 168.421 shares retained with an approximate net value of $74,611. The filing shows the RSR derivative interest was extinguished on conversion.

Key Details

• Transaction date: 2026-02-26; Filing date: 2026-03-02 (filed on time).
• Gross value of conversion: 306.778 shares × $443.00 = $135,903.
• Shares withheld for taxes: 138.357 × $443.00 = $61,292 (share-for-tax withholding, code F).
• Net shares acquired: 168.421; net value ≈ $74,611.
• The derivative line reporting 306.778 shares at $0.00 reflects conversion/extinguishment of the RSRs (code M).
• Shares owned after the reported transaction are not specified in the provided filing.
• Footnotes: F1 confirms shares were withheld to pay withholding taxes on RSRs that vested 2/26/26. F2 explains RSRs were granted under the 2022 LTISP on 2/26/24 and vest in three equal annual installments. F3 notes certain plan holdings may be held in units that are converted to shares by the plan administrator.

Context

• This was a vesting/conversion of restricted stock rights, not an open-market purchase or an opportunistic sale. The transaction included a common cashless-like step where shares were withheld to satisfy tax withholding—typical for vested equity awards.
• Such vesting/conversion events are routine compensation actions and do not, by themselves, indicate the insider’s market view.