Form 4: Huntington Ingalls Executive Receives Routine Dividend Equivalent Restricted Stock Rights

Edgar A. Green III, Executive Vice President and President of HII Mission Technologies at Huntington Ingalls Industries, Inc., acquired 20.308 Restricted Stock Rights as dividend equivalents on June 13, 2025.

Summary

• The reporting person is Edgar A. Green III, Executive Vice President and President of HII Mission Technologies at Huntington Ingalls Industries, Inc. (HII).
• On June 13, 2025, Mr. Green acquired 20.308 Restricted Stock Rights (RSRs) as dividend equivalent rights.
• These RSRs were granted under the company's 2022 Long-Term Incentive Stock Plan (LTISP).
• Each 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.
• The RSRs vest ratably in three equal installments upon each of the first, second, and third anniversaries of the original grant date.
• The dividend equivalent rights are credited following the payment of the Company's quarterly cash dividend.
• The number of dividend equivalent rights acquired is calculated by dividing the aggregate dividend paid on the total RSRs 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. Green beneficially owns a total of 3,521.24 Restricted Stock Rights.

Sentiment

Score: 5

Explanation: Neutral. This is a routine disclosure of executive compensation in the form of dividend equivalent rights on Restricted Stock Rights, which is a standard practice and does not indicate significant positive or negative news about the company's performance or outlook.

Positives

• The acquisition of dividend equivalent rights on Restricted Stock Rights is a standard component of executive compensation, aligning the executive's interests with long-term shareholder value.
• It indicates the continued operation of the company's 2022 Long-Term Incentive Stock Plan, which is designed to incentivize and retain key management.

Future Outlook

The document indicates that the Restricted Stock Rights (RSRs) held by the executive will vest ratably in three equal installments upon each of the first, second, and third anniversaries of their original grant date, suggesting future share issuances or cash payments to the executive over this period. Dividend equivalent rights will continue to be credited following future quarterly cash dividends.

Industry Context

This Form 4 filing reflects a routine executive compensation event common across publicly traded companies, particularly in mature industries like defense and shipbuilding. The use of Restricted Stock Rights with dividend equivalents is a standard mechanism to align executive incentives with long-term shareholder value creation and retention.

Comparison to Industry Standards

• The utilization of Restricted Stock Rights (RSRs) as a component of executive compensation, including dividend equivalents, is a widespread practice among large industrial and defense contractors, mirroring compensation structures at peers like Lockheed Martin (LMT), Northrop Grumman (NOC), and General Dynamics (GD).
• These equity-based incentives are designed to foster long-term alignment between executive performance and shareholder returns, a common objective across the sector.
• The specified vesting schedule, typically over three years, is consistent with industry norms for long-term incentive plans, providing sustained motivation for executives.

Stakeholder Impact

• Shareholders: The mechanism of RSRs with dividend equivalents aims to align the executive's financial interests with the company's stock performance and dividend policy, potentially benefiting shareholders through motivated leadership.
• Employees: This filing pertains specifically to executive compensation and does not directly impact the broader employee base, though it reflects the company's overall approach to long-term incentives for key personnel.

Next Steps

• Future vesting of the Restricted Stock Rights in three equal annual installments from the original grant date.
• Continued crediting of dividend equivalent rights on RSRs following future quarterly cash dividends by the company.

Key Dates

Keywords

Huntington Ingalls Industries, HII, SEC Form 4, Restricted Stock Rights, RSRs, Dividend Equivalent Rights, Executive Compensation, Insider Transaction, Edgar A Green III, Long-Term Incentive Stock Plan