Form 4: Huntington Ingalls Executive Receives Additional Restricted Stock Rights Through Dividend Equivalents
Insider Transaction Report
Edmond E. Hughes Jr., Executive Vice President and Chief HR Officer of Huntington Ingalls Industries, Inc., has acquired additional Restricted Stock Rights (RSRs) as dividend equivalents, increasing his beneficial ownership.
Summary
- Edmond E. Hughes Jr., the Executive Vice President and Chief HR Officer of Huntington Ingalls Industries, Inc. (HII), acquired 13.885 Restricted Stock Rights (RSRs) on June 13, 2025.
- These RSRs were acquired at a price of $0, representing dividend equivalent rights credited following the payment of the company's quarterly cash dividend.
- The number of dividend equivalent rights is calculated by dividing the aggregate dividend amount paid on the total RSRs held by the reporting person by the closing price of the company's common stock on the dividend payment date.
- Each RSR represents a contingent right to receive an equivalent number of shares of company common stock, cash, or a combination, at the discretion of the Company's Compensation Committee.
- The RSRs were granted under the 2022 Long-Term Incentive Stock Plan (LTISP) and vest ratably in three equal installments on the first, second, and third anniversaries of the grant date.
- Following this transaction, Mr. Hughes beneficially owns 2,407.601 derivative securities (RSRs).
Sentiment
Score: 5
Explanation: The document reports a routine executive compensation event (acquisition of dividend equivalent rights) which is neutral in terms of company-wide sentiment. It reflects standard operational procedures rather than significant positive or negative news.
Positives
- The acquisition of additional Restricted Stock Rights (RSRs) through dividend equivalents indicates the executive's continued participation in the company's equity compensation plan.
- The mechanism of dividend equivalent rights ensures that RSR holders benefit from company dividends, aligning their interests with common shareholders.
Future Outlook
The document does not contain any forward-looking statements or guidance regarding the company's future performance or strategic direction, as it is a routine insider transaction report.
Industry Context
This Form 4 filing details a routine executive compensation event, specifically the crediting of dividend equivalent rights on existing equity awards. Such transactions are common across industries as part of long-term incentive plans designed to align executive interests with shareholder value creation.
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Reference to Existing Plan | The transaction was conducted under the 2022 Long-Term Incentive Stock Plan (LTISP), which governs the granting and vesting of Restricted Stock Rights. The Company's Compensation Committee retains discretion over the form of settlement (stock, cash, or combination). | N/A | This indicates the continued operation of established corporate governance frameworks for executive compensation, with no reported changes to these policies or procedures. |
Related Party Transactions
- The acquisition of Restricted Stock Rights by an executive from the company constitutes a related party transaction, specifically a form of executive compensation.
Stakeholder Impact
- Shareholders: The transaction is a routine compensation event and is unlikely to have a direct material impact on shareholders, as it represents a small, non-cash equity award from an existing plan.
- Employees: No direct impact on general employees is indicated by this filing.
- Executive (Edmond E. Hughes Jr.): The executive's equity stake in the company increases slightly, further aligning his interests with the company's long-term performance.
Next Steps
- The acquired Restricted Stock Rights will vest ratably in three equal installments upon each of the first, second, and third anniversaries of their original grant date.
Key Dates
| Date | Description |
|---|---|
| 06/13/2025 | Date of transaction for the acquisition of Restricted Stock Rights. |
| 06/16/2025 | Date the Form 4 was signed by the Attorney-in-Fact. |
Keywords
Huntington Ingalls Industries, HII, SEC Form 4, Insider Transaction, Restricted Stock Rights, Executive Compensation, Dividend Equivalent Rights, Equity Compensation, Long-Term Incentive Plan
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