Form 4: HII Executive Boudreaux Reports Stock Vesting & Tax Withholding

Huntington Ingalls Industries' former Chief Legal Officer, Chad N. Boudreaux, reported the vesting of restricted stock rights and subsequent tax-related share withholding.

Summary

• Chad N. Boudreaux, the Ex VP & Chief Legal Officer of Huntington Ingalls Industries, Inc. (HII), reported transactions involving the company's common stock.
• On February 26, 2026, 414.933 shares of common stock were acquired upon the vesting of Restricted Stock Rights (RSRs) at a price of $443 per share.
• Concurrently, 187.135 shares of common stock were disposed of to cover withholding taxes related to the RSR vesting, also at a price of $443 per share.
• Following these transactions, Boudreaux directly beneficially owns 24,760.03 shares of common stock.
• Boudreaux also directly beneficially owns 3,548.932 Restricted Stock Rights (RSRs).
• The RSRs were granted under the 2022 Long-Term Incentive Stock Plan on February 26, 2024, and vest ratably in three equal installments on the first, second, and third anniversaries of the grant date. This transaction represents the second installment vesting.

Sentiment

Score: 5

Explanation: StockSavvy.ai views this as a neutral event, representing a routine and expected executive compensation transaction with no material positive or negative implications for the company's operational or financial performance.

Positives

• The vesting of Restricted Stock Rights represents a scheduled compensation event for the executive, converting contingent rights into actual shares.
• The executive's beneficial ownership of common stock increased by a net of 227.798 shares (414.933 acquired 187.135 disposed for taxes).

Negatives

• A portion of the vested shares (187.135 shares) was withheld by the issuer to cover tax obligations, reducing the net shares received by the executive.

Future Outlook

The remaining Restricted Stock Rights are scheduled to vest ratably on the third anniversary of the grant date, which would be February 26, 2027.

Management Comments

• Each Restricted Stock Right 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 and vest ratably in three equal installments upon each of the first, second, and third anniversaries of the grant date.

Industry Context

StockSavvy.ai notes that this Form 4 filing details a routine executive compensation event, specifically the vesting of restricted stock. Such transactions are common across industries for incentivizing and retaining key personnel and do not typically reflect broader industry trends or competitive shifts, but rather the company's established compensation practices.

Stakeholder Impact

• Shareholders: The vesting and subsequent sale of shares for taxes are routine and have a minimal, non-material impact on the overall share float or market dynamics.
• Employees (Executive): The executive benefits from the conversion of RSRs into common stock, aligning their interests with long-term company performance.

Next Steps

• The final installment of the Restricted Stock Rights is expected to vest on February 26, 2027, the third anniversary of the grant date.

Key Dates

Keywords

Huntington Ingalls Industries, HII, Form 4, Insider Transaction, Restricted Stock Rights, RSRs, Stock Vesting, Executive Compensation, Common Stock, Tax Withholding