DE false 0001501585 0001501585 2021-03-02 2021-03-02

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported)

March 2, 2021

 

 

HUNTINGTON INGALLS INDUSTRIES, INC.

(Exact name of registrant as specified in its charter)

 

 

 

DELAWARE   1-34910   90-0607005

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

4101 Washington Avenue,

Newport News, Virginia

  23607
(Address of principal executive offices)   (Zip Code)

(757) 380-2000

(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

Common Stock   HII   New York Stock Exchange

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.

On March 5, 2021, Huntington Ingalls Industries, Inc. (the “Company”) announced that Brian J. Cuccias, Executive Vice President and President, Ingalls Shipbuilding, would be retiring from the Company effective April 1, 2021. In connection with Mr. Cuccias’ retirement, the Compensation Committee of the Company’s Board of Directors approved a grant of restricted stock rights (RSRs”) to Mr. Cuccias valued at $200,000 to be issued on April 1, 2021. The RSRs will vest one year from the date of grant. The purpose of the RSR grant was to provide Mr. Cuccias with equity compensation for 2021 that he otherwise would have forfeited as a result of not working for six months in 2021.

Kara R. Wilkinson was elected by the Company’s Board of Directors to succeed Mr. Cuccias as Executive Vice President and President, Ingalls Shipbuilding, effective April 1, 2021. Ms. Wilkinson currently serves as Vice President, Programs, Ingalls Shipbuilding,

A copy of the Company’s press release announcing the retirement of Mr. Cuccias is attached hereto as Exhibit 99.1 and incorporated herein by reference.

 

Item 9.01.

Financial Statements and Exhibits.

(d) Exhibits.

 

Exhibit
No.

    
99.1    Press release dated March 5, 2021.
104    Cover Page Interactive Data File (embedded within Inline XBRL document)


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 8, 2021     By:  

/s/ Charles R. Monroe, Jr.

      Charles R. Monroe, Jr.
     

Corporate Vice President,

Associate General Counsel and Secretary