UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported)
(Exact name of registrant as specified in its charter)
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
| |
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| (Address of principal executive offices) | (Zip Code) |
(Registrant’s telephone number, including area code)
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class |
Trading Symbol(s) |
Name of each exchange on which registered | ||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
| Item 5.02. | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
(e)
On January 31, 2022, Huntington Ingalls Industries, Inc. (the “Company”) filed a Current Report on Form 8-K disclosing that C. Michael Petters would retire from his position as President and Chief Executive Officer (Principal Executive Officer) and transition to his new position as an employee of the Company and Executive Vice Chairman of the Board of Directors, effective March 1, 2022. In connection with the transition, Mr. Petters’s (i) annual base salary was increased from $1 to $770,000, effective February 28, 2022 and (ii) the target amount of his 2022 grant of restricted performance stock rights under the Company’s 2012 Long-Term Incentive Stock Plan was decreased from $4.40 million the prior year to $1.45 million.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| HUNTINGTON INGALLS INDUSTRIES, INC. | ||||||
| Date: March 4, 2022 | By: | /s/ Charles R. Monroe, Jr. | ||||
| Charles R. Monroe, Jr. | ||||||
| Corporate Vice President, Associate | ||||||
| General Counsel and Secretary | ||||||
Document and Entity Information |
Mar. 01, 2022 |
|---|---|
| Cover [Abstract] | |
| Amendment Flag | false |
| Entity Central Index Key | 0001501585 |
| Document Type | 8-K |
| Document Period End Date | Mar. 01, 2022 |
| Entity Registrant Name | HUNTINGTON INGALLS INDUSTRIES, INC. |
| Entity Incorporation State Country Code | DE |
| Entity File Number | 001-34910 |
| Entity Tax Identification Number | 90-0607005 |
| Entity Address, Address Line One | 4101 Washington Avenue |
| Entity Address, City or Town | Newport News |
| Entity Address, State or Province | VA |
| Entity Address, Postal Zip Code | 23607 |
| City Area Code | (757) |
| Local Phone Number | 380-2000 |
| Written Communications | false |
| Soliciting Material | false |
| Pre Commencement Tender Offer | false |
| Pre Commencement Issuer Tender Offer | false |
| Security 12b Title | Common Stock |
| Trading Symbol | HII |
| Security Exchange Name | NYSE |
| Entity Emerging Growth Company | false |
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