Form 4: Huntington Ingalls Director Leo Denault Reports Acquisition of Dividend Equivalents

Sentiment:

Insider Transaction Report


Huntington Ingalls Industries Director Leo P. Denault reported the acquisition of 18.896 common stock units through dividend equivalents under the company's long-term incentive plans.

Summary

  • Leo P. Denault, a Director at Huntington Ingalls Industries, Inc. (HII), reported the acquisition of 18.896 units of Common Stock (SUA).
  • This acquisition occurred on June 13, 2025, and was made at a price of $0 per unit.
  • The transaction represents dividend equivalents credited on Director Stock Units (DSUs) held by Mr. Denault, pursuant to the Huntington Ingalls Industries, Inc. 2012 and 2022 Long-Term Incentive Stock Plans (LTISPs).
  • Dividend equivalents are calculated by dividing the aggregate dividend paid on the total number of stock units held by the reporting person by the closing price of a share of Company common stock on the dividend payment date.
  • Following this transaction, Mr. Denault beneficially owns 3,276.397 Common Stock units directly.
  • Each DSU represents a right to receive one share of Company common stock, which will generally become payable within 30 days following the date a non-employee director ceases to provide services as a member of the board of directors.

Sentiment

Score: 6

Explanation: The filing reports a routine, non-cash acquisition of dividend equivalents by a director, indicating continued participation in incentive plans and the company's ongoing dividend payments. This is a neutral to slightly positive event, reflecting stability rather than significant new developments.

Positives

  • The acquisition of dividend equivalents indicates the company's continued payment of quarterly cash dividends.
  • The increase in Director Stock Units (DSUs) for Leo P. Denault reflects his continued participation in the company's long-term incentive plans and aligns his interests with shareholders.

Future Outlook

The document indicates that Director Stock Units (DSUs) generally become payable within 30 days following the date a non-employee director ceases to provide services as a member of the board of directors, outlining the future vesting mechanism for these units.

Industry Context

This Form 4 filing is a routine disclosure of an insider transaction, specifically the accrual of dividend equivalents, which is common practice for directors participating in long-term incentive plans across various industries. It does not provide broader industry trends or competitive analysis.

Corporate Governance

Change TypeDescriptionEffective DateImpact Assessment
Compensation Plan OperationThe transaction occurred pursuant to the Huntington Ingalls Industries, Inc. 2012 and 2022 Long-Term Incentive Stock Plans (LTISPs), which govern the crediting of dividend equivalents on director stock units.06/13/2025Reinforces the existing framework for director compensation and long-term incentives, aligning director interests with shareholder returns through equity-based awards and dividend reinvestment.

Related Party Transactions

  • The transaction involves the acquisition of dividend equivalents by a director, Leo P. Denault, under the company's established Long-Term Incentive Stock Plans, which is a standard form of related-party compensation.

Stakeholder Impact

  • Shareholders: Confirms the company's continued payment of quarterly cash dividends and shows a director's ongoing equity stake, aligning interests.
  • Employees: No direct impact mentioned.
  • Customers: No direct impact mentioned.
  • Suppliers: No direct impact mentioned.
  • Creditors: No direct impact mentioned.

Next Steps

  • Director Stock Units (DSUs) held by the reporting person will generally become payable as shares of Company common stock within 30 days following the date the non-employee director ceases to provide services as a member of the board of directors.

Key Dates

DateDescription
06/13/2025Date of earliest transaction for the acquisition of 18.896 Common Stock units.
06/16/2025Signature date of the reporting person's attorney-in-fact for the Form 4 filing.

Keywords

Huntington Ingalls Industries, HII, SEC Form 4, Insider Transaction, Leo P. Denault, Director Stock Units, Dividend Equivalents, Long-Term Incentive Plan, Common Stock, Beneficial Ownership

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