Huntington Ingalls Industries (HII) 10-K risk factor changes: FY2024 vs FY2023

[removed: We] [added: - We] depend on the U.S. Government for substantially all of our business, and risks [removed: that arise from] [added: associated with] conducting business with the U.S. Government could have a material adverse effect on our financial position, results of operations, or cash [removed: flows.][added: flows.]

[removed: A substantial] [added: The] majority of our business consists of the design, construction, repair, and maintenance of nuclear-powered ships and non-nuclear ships for the U.S. Navy and coastal defense surface ships for the U.S. Coast Guard, as well as the refueling and overhaul and inactivation of nuclear-powered ships for the U.S. Navy.

We also provide integrated solutions that enable today's connected, all-domain force, including C5ISR systems and operations; the application of [removed: Artificial Intelligence] [added: artificial intelligence] and machine learning to battlefield decisions; defense and offensive cyberspace strategies and electronic warfare; [removed: unmanned] [added: uncrewed] autonomous systems; live, virtual, and constructive training solutions; fleet sustainment; and critical nuclear operations.

Substantially all of our revenues in [removed: 2023] [added: 2024] were derived from products and services sold to the U.S. Government, and we expect this to continue for the foreseeable future.

In addition, substantially all of our backlog as of December 31, [removed: 2023,] [added: 2024,] was related to products and services deliverable to the U.S. Government.

Our U.S. Government contracts are subject to various risks, including customer political and budgetary constraints and processes, changes in customer short-term and long-term strategic plans, the timing of contract awards, significant changes in contract scheduling, recessionary impacts on government spending, intense contract award and funding [removed: competition, challenges forecasting costs and schedules for bids on developmental and sophisticated technical work, and contractor suspension or debarment in the event of certain legal or regulatory violations.]

Any of these factors could materially [added: adversely] affect our business with the U.S. [removed: Government, which in turn would have a material adverse effect on] [added: Government and] our financial position, results of operations, or cash flows.

[removed: Significant] [added: - Significant] delays or reductions in appropriations for our [removed: programs,] [added: programs and/or] changes in customer [removed: priorities, and potential contract terminations] [added: priorities] could have a material adverse effect on our financial position, results of operations, or cash [removed: flows.][added: flows.]

[removed: We are directly dependent upon] [added: As a U.S. Government contractor, we depend on] Congressional funding of [added: our] U.S. Navy, U.S. Coast Guard, and other federal [removed: agency] programs.

If we [added: or our subcontractors] incur costs in excess of existing funding on a contract, we [added: are generally at risk for reimbursement and] may not recover those costs unless and until additional funds are appropriated.

Changes in defense budgetary priorities as a result of such conflicts or otherwise could have an adverse impact on [added: the programs in which we participate and, ultimately,] our results.

Demand for our products and services [removed: can] also [added: can] be affected by shifts in customer priorities resulting from changes in military strategy and planning.

[removed: We cannot predict the impact of changes to] customer priorities on existing, follow-on, replacement, or future programs.

[removed: The] [added: In addition, the] U.S. Government generally has the ability to terminate contracts, in whole or in part, with little or no prior notice, for convenience or for default based upon performance.

[removed: Changes] [added: - Changes] to [removed: Department of Defense] [added: DoD] business practices could have a material effect on DoD's procurement process and adversely impact our current programs and potential new [removed: awards.][added: awards.]

These initiatives and changes to procurement practices may change the way U.S. Government contracts are solicited, negotiated, and managed, and may impact whether and how we pursue opportunities to provide our products and services to the U.S. Government, including the terms and conditions under which we do so, which may have an adverse impact on our business, financial condition, results of operations, [removed: and] [added: or] cash flows.

The U.S. Government [removed: is] also [added: is] pursuing alternatives to shift additional responsibility and performance risks to contractors.

[added: As a result, we have experienced and may continue to] experience a higher number of audits and/or lengthened periods of time required to close open audits.

[removed: Significant changes to the thresholds for allowable] [added: These audits may result in] costs [removed: or the allowability of] [added: being challenged, debated, and in] certain [removed: costs] [added: cases, withheld or modified, and] could adversely affect our financial position, results of operations, or cash flows.

[removed: Additionally,] [added: In addition, the competition for certain of] our products, such as aircraft carriers, submarines, amphibious assault ships, surface combatants, and other ships, [added: is heightened due to changes in budgetary pressures and priorities, and our programs and products may] compete [removed: for funding] with each [removed: other, as well as with] other [added: for available funding in addition to other] defense products and [removed: services.][added: services provided by our competitors.]

We expect competition for future shipbuilding programs to [added: continue to] be intense.

If we are unable to continue to compete [removed: successfully] [added: successfully,] we may generate lower revenues and lose market share, which would negatively impact our financial condition, results of operations, and cash flows and [removed: could impact] our ability to compete for future defense [removed: contracts.][added: contracts could be impacted.]

If a U.S. Government-owned shipyard became capable [removed: of] [added: of,] and [removed: engaged] [added: engaged,] in the refueling of nuclear-powered aircraft carriers, our financial position, results of operations, or cash flows would likely be adversely affected.

Mission Technologies competes domestically and [removed: internationally, across our business capability,] [added: internationally] against large A&D companies, primarily L3 Harris, Amentum, ManTech, Leidos, and, increasingly, small businesses serving the intelligence community.

Our competitive environment [removed: is] also [added: is] affected by bid protests from unsuccessful bidders on new program awards.

[removed: Changes] [added: - Changes] in estimates used in contract accounting [added: and contract cost growth have affected and] could [added: continue to] affect our profitability and our overall financial [removed: position.][added: position.]

Contract accounting requires [added: risk-based] judgments [removed: relative to risk assessments,] [added: regarding estimated] contract [removed: revenue] [added: revenues] and [removed: cost estimates,] [added: costs,] and assumptions regarding schedule and technical [removed: issues.][added: matters.]

[removed: The size and nature of many of our contracts make the estimation of] [added: Our ability to estimate] total revenues and costs at completion [removed: complicated and subject to] [added: depends on] many [removed: variables.][added: variables, including the size and nature of our contracts.]

For new shipbuilding programs, [removed: we estimate, negotiate, and contract] [added: our estimates are based on contracts] for [added: the] construction of ships that are not completely designed, which subjects our risk assessments, revenue and cost estimates, and [added: related] assumptions to the variability of the final ship design and an evolving scope of work.

[added: Our assessment, estimation, and assumption processes] significantly impact our contract accounting, and materially different amounts can result if different assumptions are used or if actual events differ from our assumptions.

[removed: Future changes] [added: Changes] in [added: our] assumptions, circumstances, or estimates [removed: may] [added: and the inability to recover increased cost growth] have [added: in the past had, and may in the future have,] a material adverse effect on our [removed: future] financial position, results of operations, or cash flows.

As a result, investors have less insight into our classified business [removed: or] [added: and] our business overall.

[removed: Reasons] [added: Factors that have caused, and] may [removed: include] [added: in the future cause, contract cost growth include, but are not limited to, inflation, technical challenges, manufacturing difficulties, delays, workforce-related issues, including] labor shortages [removed: or] [added: and] reduced productivity, [added: changes in] the nature and complexity of the work performed, the [removed: timeliness and] [added: timeliness,] availability [added: and cost] of materials or equipment, subcontractor performance or product quality issues, performance delays, availability and timing of customer funding, [added: changes in trade policy,] and natural disasters.

Our [added: risk varies and our] ability to recover costs [removed: and realize profits] on contracts with our U.S. Government customers depends upon the type of contract under which we are performing: firm fixed-price, fixed-price incentive, cost-type, or time and material.

Approximately [removed: 51%] [added: 48%] of our revenues in [removed: 2023] [added: 2024] were generated under fixed-price incentive contracts, approximately [removed: 44%] [added: 47%] were generated under cost-type contracts, approximately 2% were generated under time and material contracts, and approximately 3% were generated under firm fixed-price contracts.

[removed: Fixed price] [added: These] contracts increase the risk that we may not recover all of our costs or will generate less profit or a [removed: loss.][added: loss if our costs exceed initial estimates.]

[added: Under each type of contract, our] operating results could be adversely affected if we are unable to control costs, particularly if we are unable to negotiate an increase in contract [removed: price] [added: price, or recover increased costs,] with our customers.

U.S. Government contracts [removed: can] [added: often] extend for years, and unforeseen events, such as technology difficulties, fluctuations in the price of raw materials, a significant increase in or sustained period of higher inflation, supplier issues, including equipment delays, [added: challenging] labor market conditions, [added: unexpected rework,] and cost overruns, [removed: can result] [added: have] in the [added: past resulted, and may in the future result, in] contract [removed: price] [added: prices] becoming less favorable or even unprofitable to us over time.

[removed: Moreover, if we fail to meet contract deadlines or specifications, we may be required to] renegotiate contracts on less favorable terms, be forced to pay penalties or liquidated damages, or suffer major losses if the customer exercises its right to terminate.

Cost overruns [removed: would] [added: have] adversely [removed: impact] [added: impacted, and may continue to impact,] our results of operations, which are dependent on our ability to maximize our earnings from our [removed: contracts, and the potential risk would be greater if our contracts shifted toward a greater percentage of fixed-price contracts, particularly firm fixed-price] contracts.

Risk Factor Summary

Our business is subject to a number of risks that, if realized, could materially affect our business, prospects, operating results and financial condition.

These risks are discussed more fully below, and include, but are not limited to, the following:

- Competition within our markets or an increase in bid protests may reduce our revenues and market share.

- Our level of indebtedness and our ability to make payments on or service our indebtedness may adversely affect our financial and operating activities or our ability to incur additional debt.

- We have classified contracts with the U.S. government, which limits investor insight into portions of our business.

- Cost growth on flexibly priced contracts that does not result in higher contract prices due from customers reduces our profit and exposes us to the potential loss of future business.

- Our earnings and profitability depend, in part, upon subcontractor performance and raw material and component availability and pricing.

- Our future success depends in part on our ability to increase our current and future shipbuilding capacity.

If we are unable to do so, or to do so in a cost-effective manner, our business could be materially adversely affected.

- Many of our contracts include performance obligations that incorporate innovative designs, state-of-the-art manufacturing expertise, or new technologies, or otherwise are dependent upon factors not wholly within our control, and failure to meet performance expectations could adversely affect our profitability and future prospects.

- Changes in key estimates and assumptions associated with postretirement benefit plans, such as discount rates and assumed long-term returns on assets, actual investment returns on our pension plan assets, and legislative and regulatory actions could significantly affect our financial position, results of operations, and cash flows.

- We could be negatively impacted by security threats, including cyber security threats, and related disruptions.

- We utilize artificial intelligence, which could expose us to liability or adversely affect our business, especially if we are unable to compete effectively with others in adopting artificial intelligence.

- Our business is subject to disruptions caused by natural disasters, environmental disasters, and other events that could have a material adverse effect on our financial position, results of operations, or cash flows.

- We face risks related to health epidemics, pandemics, and similar outbreaks.

- Our business could be negatively impacted if we are unsuccessful negotiating new collective bargaining agreements.

- Changes in future business conditions could cause business investments, recorded goodwill, and/or purchased intangible assets to become impaired, resulting in losses and write-downs that would reduce our operating income.

- As a U.S. Government contractor, we are heavily regulated and could be adversely affected by changes in regulations or negative findings from a U.S. Government audit or investigation.

- We are subject to investigations, claims, litigation, disputes and other legal proceedings that could ultimately be resolved against us.

- Environmental costs could have a material adverse effect on our financial position, results of operations, or cash flows.

- Our nuclear operations subject us to environmental, regulatory, financial, and other risks.

- Changes in tax laws and regulations or exposure to additional tax liabilities could adversely affect our financial results.

- We may be unable to adequately protect our intellectual property rights, which could affect our ability to compete.

- Anti-takeover provisions in our organizational documents and Delaware law, as well as regulatory requirements, could delay or prevent a change in control.

- Our Restated Bylaws include an exclusive forum requirement for certain litigation that may be initiated by our stockholders, which could limit our stockholders’ ability to obtain a favorable judicial forum for such disputes with us or our directors, officers, or employees.

- Market volatility and adverse capital market conditions may affect our ability to access cost-effective sources of funding and may expose us to risks associated with the financial viability of suppliers and subcontractors.

- If we fail to manage acquisitions, joint ventures, equity investments, and other transactions successfully or if acquired businesses or equity investments fail to perform as expected, our financial results, business, and future prospects could be harmed.

Industry and Economic Risk Factors

We depend on the U.S. Government for substantially all of our business, and risks associated with conducting business with the U.S. Government could have a material adverse effect on our financial position, results of operations, or cash flows.

We conduct most of our business with the U.S. Government, primarily the DoD.

competition, challenges forecasting costs and schedules for bids on developmental and sophisticated technical work, and contractor suspension or debarment in the event of certain legal or regulatory violations.

Significant delays or reductions in appropriations for our programs and/or changes in customer priorities could have a material adverse effect on our financial position, results of operations, or cash flows.

U.S. Government programs are subject to annual congressional budget authorization and appropriation processes.

In addition, pressures on, as well as laws and plans relating to, the federal budget, potential changes in the threat environment, priorities and defense spending, the timing and substance of the annual budget process, use of continuing resolutions, and the federal debt limit, have impacted and could continue to impact the amount and timing of funding for individual programs and delay purchasing or payments by our customers.

We cannot predict the impact of changes to

Changes in estimates used in contract accounting and contract cost growth have affected and could continue to affect our profitability and our overall financial position.

We aim to mitigate the risk associated with our use of estimates through our contractual terms, and have submitted, and may submit, requests for equitable adjustment, engineering change proposals, or other claims to seek recovery, in whole or in part, of our increased costs.

We have also sought, and will seek, other means or contract vehicles, as appropriate, to compensate the Company for certain unexpected cost increases.

However, our contracts may not enable full recovery or the government may disagree with our requests or may not have funding to cover them.

Under the normal legislative process, Congress completes 12 annual appropriations bills each fiscal year to fund the activities of the federal agencies.

As of December 31, 2023, our total backlog was $48.1 billion, including $26.0 billion in funded backlog.

As a result, we have experienced and may continue to

Moreover, the thresholds for certain allowable costs, including compensation costs, have been significantly reduced, and the allowability of other types of costs are being challenged, debated, and, in certain cases, modified.

U.S. defense spending levels are uncertain and difficult to predict.

A longer term trend in reduced U.S. Navy shipbuilding activity, evidenced by the reduction in fleet size from 566 ships in 1989 to 291 ships as of December 31, 2023, has resulted in workforce reductions but limited infrastructure consolidation.

The general result has been fewer contracts awarded to the same fixed number of shipyards.

Five major private United States shipyards, two of which we own, plus many other smaller private shipyards compete for contracts to construct, overhaul, repair, and convert naval vessels.

Our assessment, estimation, and assumption processes

Cost growth can occur if expenses to complete a contract increase due to inflation, technical challenges, manufacturing difficulties, delays, workforce-related issues, or inaccurate initial contract cost estimates.

Under each type of contract, our

Some of our contracts have provisions relating to cost controls and audit rights, and, if we fail to meet the terms specified in those contracts, we may not realize their full benefits.

temporary closures of our facilities or the facilities of our customers or suppliers, delays in supplier deliveries, and delays in customer contract awards.

Newport News has three collective bargaining agreements covering represented employees, which expire in April 2024, February 2027, and December 2027.

Newport News craft workers employed at the Kesselring Site near Saratoga Springs, New York are represented under an indefinite DoE site agreement.

Ingalls has five collective bargaining agreements covering represented employees, all of which expire in March 2026.

Approximately 15 Mission Technologies employees in Klamath Falls, Oregon are covered by a collective bargaining agreement that expires in June 2025.

Even the most well-protected information, networks, systems, and facilities remain potentially vulnerable because attempted

We make acquisitions and investments following careful analysis and due diligence to achieve a desired strategic objective or acquire a desired capability or technology.

In addition, declines in the trading price of our common stock or the market as a whole can result in goodwill and/or purchased intangible asset impairment charges associated with our existing businesses.

We evaluate goodwill values for impairment annually, or when evidence of potential impairment exists.

We also evaluate the values of purchased intangible assets when evidence of potential impairment exists.

The impairment tests are based on several factors involving judgment.

As a U.S. Government contractor, we must comply with significant regulatory requirements, including those relating to award, administration, and performance of U.S. Government contracts, as well as legal and regulatory requirements relating to cyber security, environmental protection, and our nuclear operations.

repayments, or compensatory, treble, or other damages.

Certain U.S. Government findings against a contractor can also lead to suspension or debarment from future U.S. Government contracts or the loss of export privileges.

We must comply with a variety of federal laws and regulations, including the FAR, the DFARS, the Truth in Negotiations Act, the False Claims Act, the Procurement Integrity Act, the International Traffic in Arms Regulations promulgated under the Arms Export Control Act, the Close the Contractor Fraud Loophole Act, the Foreign Corrupt Practices Act, and CAS.

In addition, cyber security and data privacy and protection laws and regulations are evolving and presenting increasing compliance challenges, which increase our costs and may affect our competitiveness, cause reputational harm, and expose us to damages claims, substantial fines, or other penalties.

Moreover, if we violate the Clean Air Act or the Clean Water Act, the facility or facilities involved in the violation could be placed by the EPA on the "Excluded Parties List" maintained by the General Services Administration, which would continue until the EPA concluded the cause of the violation was cured.

Facilities on the "Excluded Parties List" are prohibited from working on any U.S. Government contract.

Our business may be impacted by climate change and governmental and industry actions taken in response.

Customers, shareholders, and institutional investors continue to increase their focus on environmental, social, and governance matters, including our environmental sustainability practices and commitments with respect to our operations, products, and suppliers.

As a result, we anticipate that we will need to make additional investments in new technologies and capabilities and devote additional management and other resources in response to the foregoing.

From time to time we are impacted by the misconduct of employees and business partners, and we may be impacted in the future by the misconduct of our employees, agents, business partners, and others working on our behalf, including suppliers and subcontractors.

For example, beginning in 2022, the Tax Cuts and Jobs Act of 2017 eliminated the option to deduct research and development expenditures immediately in the year incurred and requires taxpayers to capitalize and amortize such expenditures over five years.

This change reduced our 2023 cash from operations by $68 million, and we estimate it will reduce our 2024 cash from operations by approximately $59 million.

The actual impact on 2024 cash from operations will depend on whether and when these provisions are deferred, modified, or repealed by Congress, including any retroactive application, among other factors.

We are subject to claims and litigation that could ultimately be resolved against us, requiring future material cash payments and/or future material charges against our operating income, which would materially impact our financial position, results of operations, or cash flows.

The U.S. Government generally receives non-exclusive

Law of the State of Delaware, or (vi) any action governed by the internal affairs doctrine.

The following discussion should be read along with the audited consolidated financial statements included in Item 8 of this Annual Report on Form [added: 10-K along with the other sections of this Form] 10-K, [removed: as well as Part II, “Item 7.][added: including Item 1A.]

[removed: Any additional] [added: The] emergency [added: national security] supplemental funding legislation [added: enacted] during fiscal [removed: years 2024 and] [added: year] 2025 is not subject to the [added: FRA] budget caps.

The House and Senate reached a compromise agreement on the National Defense Authorization Act ("NDAA") for fiscal year [removed: 2024] [added: 2025] in December [removed: 2023.][added: 2024.]

Overall, the fiscal year [removed: 2024] [added: 2025] NDAA authorizes [removed: $886] [added: $883.7] billion [removed: for] [added: in] national [removed: defense programs,] [added: security spending, including $849.9 billion for the Pentagon,] consistent with the spending caps directed in the FRA.

The compromise legislation supports our shipbuilding priorities with a total authorization of [removed: $32.9] [added: $32.7] billion for shipbuilding programs, including [removed: the] [added: procurement] authorization of [removed: an LPD 33] [added: the *Travis Manion* (LPD 33)] Flight II amphibious [removed: ship along with incremental funding authority, two] [added: ship, one] *Virginia* class (SSN 774) [removed: submarines, one *Columbia* class (SSBN 826) ballistic missile] submarine, [removed: and two] [added: three] *Arleigh Burke* class (DDG 51) [added: destroyers and the RCOH of USS *Harry S.]

Both House and Senate appropriations bills have [removed: been] passed out of committee, and the House defense appropriations bill has been approved by the full House.

The House defense appropriations [removed: measure broadly] [added: bill funds the Defense Department within the spending caps in the 2023 debt limit deal and] supports the President’s budget request [removed: for shipbuilding, including] [added: by] funding [removed: for two] [added: one] *Virginia* class (SSN 774) [removed: submarines, one *Columbia* class (SSBN 826) ballistic missile submarine and] [added: submarine,] two *Arleigh Burke* class (DDG 51) [removed: destroyers.][added: destroyers, one LPD Flight II amphibious ship, and one CVN RCOH.]

The Senate Appropriations Committee [removed: included $500 million] [added: added approximately $21 billion] in [removed: advance procurement for LPD 33 (unnamed)] [added: emergency funding not subject to the FRA caps] and [removed: advance procurement for a third *Arleigh Burke* class (DDG 51) destroyer in] [added: included] fiscal year [removed: 2025, as well as full] [added: 2025] funding for [removed: two] [added: three] *Arleigh Burke* class (DDG 51) destroyers, [removed: two] [added: one] *Virginia* class (SSN 774) [removed: submarines, and] [added: submarine,] one [removed: *Columbia*] [added: LPD Flight II amphibious ship, one CVN RCOH, one FFG-62 frigate, and advanced procurement funding for an additional *Arleigh Burke*] class [removed: (SSBN 826) submarine] [added: destroyer] in fiscal year [removed: 2024.][added: 2026.]

Although a new fiscal year began on October 1, [removed: 2023,] [added: 2024,] annual appropriations to fund the federal government for fiscal year [removed: 2024] [added: 2025] have not been enacted.

To provide Congress additional time to reach agreements on funding levels for federal agencies, a [removed: Continuing Resolution ("CR")] [added: continuing resolution was enacted] extending funding through [removed: November 17, 2023,] [added: December 20, 2024,] at fiscal year [removed: 2023 levels was enacted on September 30, 2023.][added: 2024 levels.]

While the DoD is normally prohibited from starting new programs or increasing funding on existing programs under a CR, the current CR includes [removed: an exception] [added: anomalies] that will allow the DoD to deviate from typical restrictions and obligate funding to [removed: begin construction] [added: support procurement] of the [removed: second] [added: *Virginia* class and] *Columbia* class [removed: nuclear] submarine [removed: (SSBN 827).][added: programs.]

We cannot predict the outcome of the fiscal year [removed: 2024] [added: 2025] budget process or whether additional short-term funding will be required in the event annual appropriations measures are not finalized by the expiration date of the current CR.

[removed: Geopolitical relationships continue to change, and the] [added: The] U.S. and its allies face a global security environment that [removed: includes] [added: is impacted by] threats from state and non-state actors, including major global powers, as well as terrorist organizations, emerging nuclear tensions, diverse regional security concerns, and political instability.

[removed: This] [added: The ongoing] conflict [added: in Ukraine] and the associated sanctions have impacted the global economy, [removed: causing] [added: caused] heightened [removed: cybersecurity risks] [added: cyber] and [removed: an exacerbation of] [added: other security risks, exacerbated] supply chain challenges, [added: resulted in] higher energy costs, and [added: further impacted] inflationary pressures.

[removed: Additionally, and more broadly,] [added: In addition,] tensions with [removed: China] [added: China, along with hostilities in the Middle East, continued conflicts globally,] and changes in international trade [removed: policies, including higher tariffs on imported goods] [added: policies have impacted,] and [removed: materials,] could [removed: impact] [added: continue to impact,] the global market for defense products, services, and solutions.

[added: While monthly inflation rates have declined since peaking at] 9.1% in June of 2022, rising military personnel and operations and maintenance costs continue to pressure the Pentagon’s investment portfolio buying power.

[removed: If above-average] [added: average] inflationary conditions continue over the long-term, additional resources may be required to address contract and labor cost growth.

The labor market continues to present significant [removed: challenges.][added: challenges for our Company, our industry, and the supply chain.]

We monitor labor market conditions and trends and work [removed: continuously] to mitigate the effects of labor [removed: constraints] [added: challenges] through [removed: targeted programs.][added: a variety of measures.]

Labor shortages [removed: are] [added: and retention] also [added: are] impacting our supply chain, resulting in longer lead times for materials, parts, and other supplies.

See Note [removed: 7:] [added: 6:] Revenue in Item 8.

Management performs periodic reviews of the contracts to evaluate the underlying risks, which may increase the profit-booking rate as we are able to mitigate and retire such [added: risks.]

For the impacts of changes in estimates on our consolidated statements of operations and comprehensive income, see Note [removed: 7:] [added: 6:] Revenue [removed: and Note 8: Segment Information] in Item 8.

See Note [removed: 17:] [added: 16:] Employee Pension and Other Postretirement Benefits in Item 8.

[removed: As a result, while both CAS and FAS use] assumptions in their calculation methodologies, each method results in different calculated amounts of retirement related benefit plan costs.

We use only bonds that are denominated in U.S. Dollars, are rated Aa or better by nationally recognized statistical rating agencies, have a minimum outstanding issue of $50 million as of the measurement date, and are not [removed: callable, convertible,] [added: convertible] or index-linked.

[removed: Unless plan assets and benefit obligations are subject to re-measurement] [added: measurement] during the year, the expected return on pension assets is based on the fair value of plan assets at the beginning of the year.

In [removed: 2023,] [added: 2024,] the actual return on assets was approximately [removed: 12.3%,] [added: 7.7%,] which was [removed: greater] [added: less] than the expected return assumption of 8.00%.

For the year ended December 31, [removed: 2023,] [added: 2024,] the weighted average discount rates for our pension and other postretirement benefit plans [removed: decreased] [added: increased] by [removed: 19] [added: 70] and [removed: 15] [added: 44] basis points, respectively.

The differences in asset returns resulted in an actuarial [removed: gain] [added: loss] of [removed: $263] [added: $24] million, and the differences in discount rates resulted in an actuarial [removed: loss] [added: gain] of [removed: $144] [added: $500] million for the year ended December 31, [removed: 2023.][added: 2024.]

| ($ in millions) | | | | | | Increase (Decrease) in [removed: 2024] [added: 2025] Expense | | | | | | Increase (Decrease) in December 31, [removed: 2023] [added: 2024] Obligations | | |

| 25 basis point decrease in discount rate | | | | | | $ | [removed: 7] [added: 3] | | | | | $ | [removed: 193] [added: 163] | |

| 25 basis point increase in discount rate | | | | | | [removed: (6)] [added: —] | | | | | | [removed: (184)] [added: (156)] | | |

[removed: Investments in fixed-income] securities are generally valued based on market transactions for comparable securities and various relationships between securities that are generally recognized by institutional traders.

As disclosed in Note [removed: 17:] [added: 16:] Employee Pension and Other Postretirement Benefits in Item 8, net pre-tax unrecognized actuarial [added: gains as of December 31, 2024 were $59 million and unrecognized actuarial] losses as of December 31, 2023 [removed: and 2022] were $455 [removed: million and $678 million, respectively.][added: million.]

The [removed: decrease] [added: increase] in actuarial [removed: losses] [added: gains] in [removed: 2023] [added: 2024] was primarily driven by [removed: asset returns greater than expected returns of $263 million, updated mortality assumptions] [added: higher discount rates used to determine benefit obligations] of [removed: $118 million,] [added: $500 million] and amortization of previously unrecognized actuarial losses of [removed: $2] [added: $5] million, [added: which were] offset by lower [removed: discount rates used to determine benefit obligations] [added: than expected asset returns] of [removed: $144] [added: $24] million.

Net pre-tax unrecognized prior service costs (credits) as of December 31, [removed: 2023] [added: 2024] and [removed: 2022] [added: 2023] were [removed: $125] [added: $111] million and [removed: $140] [added: $125] million, respectively.

The change in unrecognized prior service costs (credits) in [removed: 2023] [added: 2024] resulted from plan amendments and the amortization of previously accumulated prior service costs (credits).

| | | | | | | Year Ended December 31 | | | | | | | | | | | | | | | | | | [removed: 2023] [added: 2024] over [removed: 2022] [added: 2023] | | | | | | | | | | | | [removed: 2022] [added: 2023] over [removed: 2021] [added: 2022] | | | | | | | | |

| ($ in millions) | | | | | | [removed: 2023] [added: 2024] | | | | | | [removed: 2022] [added: 2023] | | | | | | [removed: 2021] [added: 2022] | | | | | | Dollars | | | | | | Percent | | | | | | Dollars | | | | | | Percent | | |

"Risk Factors."

We continue to see uncertainty in the economy, our industry, and our company.

Our customers, suppliers and subcontractors continue to face challenges, and our results for the year were adversely affected by significant challenges relating to labor availability, our supply chain, and inflation, among other challenges.

We cannot predict how long these challenges will continue, whether these challenges will change over time, or whether our actions to address these challenges will be successful.

*U.S. Political and Economic Environment* – The November 2024 elections, which resulted in Republican control of the executive and legislative branches, has resulted in a range of policy changes both domestically and internationally as Republicans seek to reorient U.S. priorities.

The new Administration has employed, and is expected to continue to employ, executive actions and other methods, including regulations and policy proposals that impact trade, tax, immigration, energy policies, and other areas.

The debt ceiling is expected to continue to be an area of considerable debate.

High debt levels may impose fiscal constraints on many policy objectives, complicating efforts to deliver on promises made during the elections.

Domestically, we expect that national debt levels, inflationary pressures, gross domestic product growth, among other considerations, could impact U.S. budgets and priorities, including with respect to discretionary spending.

If above-

Our ability to increase throughput and meet production schedules is directly impacted by labor availability and performance.

Our supply chain has been impacted further by delivery delays, raw material shortages and price increases caused by continued inflationary pressures.

The shipbuilding defense industry is unique in many ways.

It is heavily capital and skilled labor intensive.

The U.S. Navy, a large single customer with many needs and requirements, dominates the industry's customer base and is served by a fragile supplier base that has trended toward exclusive providers.

The DoD continues to adjust its procurement practices and streamline acquisition organizations and processes in an ongoing effort to reduce costs, gain efficiencies, and enhance program management and control.

Additionally, the U.S. Navy must compete with other national priorities, including other defense activities, non-defense discretionary spending, and entitlement programs, for a share of federal budget funding.

While the impact to our business resulting from these developments remains uncertain, they could have a material impact on current programs, as well as new business opportunities with the DoD.

*Defense Spending Environment* – On March 11, 2024, the Biden Administration proposed a Fiscal Year (FY) 2025 budget request of $849.8 billion for the DoD, consistent with the discretionary funding cap for defense approved by Congress under the Financial Responsibility Act (“FRA”) of 2023.

Additionally, the FRA included a sequestration mechanism to incentivize Congress to enact regular, full-year appropriations legislation instead of relying on continuing resolutions ("CR").

Although the Federal government is operating under a CR through March 14, 2025, sequestration would not be enforced until April 30, 2025 and would be reversed upon the enactment of full-year appropriations.

Truman* (CVN 75).

Additionally, the fiscal year 2025 NDAA supports the amphibious warship bundle contract signed in 2024 by authorizing advanced procurement funding for LPD 34 (unnamed), LPD 35 (unnamed), and *Helmand Province* (LHA 10).

Congress passed a second CR in December 2024 that extended federal funding through March 14, 2025.

A $5.7 billion emergency appropriations anomaly supports fiscal year 2024 and fiscal year 2025 *Virginia* class submarines as well as workforce wages and shipyard investments.

This funding does not count against the FRA fiscal year 2025 funding cap.

*Global Geopolitical Environment* – The global geopolitical environment continues to be impacted by uncertainty, heightened tensions, and instability, all of which drive the increasing need for defense offerings, including those provided by our company.

Global geopolitical relationships continue to evolve.

As a result, while both CAS and FAS use

Unless plan assets and benefit obligations are subject to re-

Investments in fixed-income

See Note 16: Employee Pension and Other Postretirement Benefits in Item 8.

The decrease was due to the sale of a court judgment in 2023 and the settlement of a representations and warranties insurance claim related to the acquisition of Hydroid in 2023, partially offset by the settlement of an insurance claim in 2024.

| | | | | | | Year Ended December 31 | | | | | | | | | | | | | | | | | | 2024 over 2023 | | | | | | | | | | | | 2023 over 2022 | | | | | | | | |

| ($ in millions) | | | | | | 2024 | | | | | | 2023 | | | | | | 2022 | | | | | | Dollars | | | | | | Percent | | | | | | Dollars | | | | | | Percent | | |

| | | | | | | Year Ended December 31 | | | | | | | | | | | | | | | | | | 2024 over 2023 | | | | | | | | | | | | 2023 over 2022 | | | | | | | | |

| ($ in millions) | | | | | | 2024 | | | | | | 2023 | | | | | | 2022 | | | | | | Dollars | | | | | | Percent | | | | | | Dollars | | | | | | Percent | | |

| | | | | | | Year Ended December 31 | | | | | | | | | | | | | | | | | | 2024 over 2023 | | | | | | | | | | | | 2023 over 2022 | | | | | | | | |

| ($ in millions) | | | | | | 2024 | | | | | | 2023 | | | | | | 2022 | | | | | | Dollars | | | | | | Percent | | | | | | Dollars | | | | | | Percent | | |

| Sales and service revenues | | | | | | $ | 11,535 | | | | | $ | 11,454 | | | | | $ | 10,676 | | | | | $ | 81 | | | | | 1 | | % | | | | $ | 778 | | | | | 7 | | % |

Management's Discussion and Analysis of Financial Condition and Results of Operations” of our Annual Report on Form 10-K for the year ended December 31, 2022.

We continue to see uncertainty, both domestically and globally, with challenges for customers and suppliers, labor shortages, supply chain challenges, and inflation, among other impacts.

*Defense Spending Environment* – Congressional consideration of the $886 billion fiscal year 2024 President’s Budget Request for defense spending began following its submission to Congress on March 9, 2023.

Additionally, after the statutory debt limit of $31.4 trillion was reached in January, the President signed into law the Fiscal Responsibility Act of 2023 (the “FRA”) on June 3, 2023, which suspended the federal debt limit through January 1, 2025 and established new discretionary funding limits for defense and non-defense accounts.

The FRA capped national defense spending at $886 billion for fiscal year 2024 (consistent with the President’s budget request level) and $895 billion for fiscal year 2025.

In accordance with the FRA, since Congress did not pass full-year appropriations for all discretionary spending by the end of calendar year 2023, fiscal year 2024 discretionary spending is subject to sequestration after April 30, 2024.

destroyers.

Additionally, the fiscal year 2024 NDAA authorizes multiyear procurement authority for the Block VI *Virginia* class (SSN 774) submarine contract and includes authorities to help implement the Australia-United Kingdom-United States security partnership, including the authority to transfer *Virginia* class submarines to Australia effective in fiscal year 2025.

Congress passed a second CR in November 2023 that extended agencies covered by four of the appropriations bills until January 19, 2024, and the balance of agencies, including the DoD, until February 2, 2024.

An additional CR passed by Congress in January 2024 further extended government funding deadlines under the previous CR’s division of appropriations bills until March 1, 2024, and March 8, 2024.

*Global Geopolitical Environment* – Our current operating environment exists in the broader context of political and socioeconomic priorities and continues to be impacted by uncertainty, heightened geopolitical tensions, and instability.

In February 2022, Russian forces invaded Ukraine, and the conflict is continuing.

In response, the U.S. and other countries imposed economic and trade sanctions, export controls, and other restrictions on Russia.

Meanwhile, the duration and impact of the evolving conflict surrounding Israel and Gaza is unknown but is likely to have global economic and political ramifications.

The escalating strategic competition with China and the implications of Russia’s invasion of Ukraine and the Israeli-Gaza conflict have led Asian, Oceania, and European countries, in particular, to pay renewed attention to their military budget.

Global military expenditures surpassed $2 trillion for the first time in 2021, and the recent conflicts in both Ukraine and Israel could lead to more demand.

*Economic Environment* – Conflict or the threat thereof has led to an increase in economic and trade sanctions and export controls.

Economic tensions with other nations and changes in international trade policies, including higher tariffs on imported goods and materials and renegotiation of free trade agreements, have impacted the global market for defense products, services, and solutions.

Domestically, the political ramifications of national debt levels coupled with the uncertainty of economic indices including inflation, gross domestic product growth, and the pace of recovery from the coronavirus pandemic could increase pressure on discretionary spending.

While monthly inflation rates have steadily declined since peaking at

We work with our suppliers and subcontractors to mitigate risk, arrange supply source alternatives, increase our inventory of available materials and parts, and regularly pursue cost reductions through quantity orders of materials.

Talent attraction and retention and the ability to maintain a qualified workforce affects not only industry prime contractors but suppliers as well.

Challenges incurred by our suppliers relative to their workforces, access to necessary components, materials, and other supplies at reasonable prices, and access to support services, such as shipping and transportation, may impact the ability of suppliers to provide agreed-upon goods and services in a timely, compliant, and cost-effective manner.

We may in the future incur additional costs and performance challenges, including as a result of higher prices, schedule delays, or the need to identify and develop alternative suppliers.

While costs related to COVID-19 events are allowable under U.S. Government contracts, our contract financial estimates reflect cost recovery uncertainty, because such costs may not result in equitable adjustments, particularly on firm fixed-price and fixed-price incentive contracts, or may not be adequately covered by insurance.

Reinsurers under our property insurance failed to acknowledge coverage for various losses related to COVID-19, and we filed a complaint in state court in Vermont seeking a judgment declaring that our business interruption and other losses associated with COVID-19 are covered by our property insurance program.

We also initiated arbitration proceedings against other reinsurers seeking similar relief.

The Vermont court dismissed our complaint, and we appealed the decision to the Vermont Supreme Court, which reversed and remanded the lower court’s decision in September 2022, allowing our claim to proceed.

No assurance can be provided regarding the ultimate resolution of this matter.

See Note 14: Investigations, Claims, and Litigation.

*U.S. Political Environment* – While geopolitical pressures may point to a world where spending on defense and security in the U.S. should increase, it remains for Congress and the Executive Branch to determine how best to balance defense and other discretionary spending with rising entitlement costs and a focus in Washington on the federal deficit.

The 118th Congress is nearly equally divided with a thin majority held in both the House and Senate.

Given the partisan political environment that will likely continue through the 2024 elections, when the presidency, all 435 House seats, and 34 Senate seats will be up for consideration, the prospect for significant legislative activity in 2024 is low.

risks.

Cost of sales for both product sales and service revenues consists of materials, labor, and subcontracting costs, as well as an allocation of indirect costs for overhead.

Unusual fluctuations in operating performance driven by changes in a specific cost element across multiple contracts are described in our analysis.

We manage the type and amount of costs at the contract level,

which is the basis for estimating our total costs at completion of our contracts.

The increase was due to the sale of our court judgment against the Bolivarian Republic of Venezuela, to recover unpaid receivables for the prior repair, refurbishment, and modernization of foreign-built frigates, and the settlement of a representations and warranties insurance claim related to the acquisition of Hydroid.

The increase was primarily driven by the sale of our court judgment against the Bolivarian Republic of Venezuela, to recover unpaid receivables for the prior repair, refurbishment, and modernization of foreign-built frigates, higher volumes described above, and a contract incentive on *Jeremiah Denton* (DDG 129), partially offset by lower risk retirement on USS *Fort Lauderdale* (LPD 28), delivered in 2022, and *Harrisburg* (LPD 30).

*Interest Rates* \- Our floating rate financial instruments subject to interest rate risk include a [removed: Term Loan, a $1.5] [added: $1.7] billion [removed: Revolving Credit Facility,] [added: credit facility] and a [removed: $1] [added: $1.7] billion commercial paper program.

As of December 31, [removed: 2023,] [added: 2024,] we had [removed: $145 million outstanding on the Term Loan and] no indebtedness outstanding under our [removed: Revolving Credit Facility] [added: credit facility] or our commercial paper program.

[removed: We include assumptions of anticipated cost growth in the development of our cost of] completion estimates, but if inflationary conditions continue over the long-term, our cost assumptions may not be sufficient to cover all cost escalation or may impact the availability of resources to execute the respective contracts.

We include assumptions of anticipated cost growth in the development of our cost of

Based on the amounts outstanding under our Term Loan as of December 31, 2023, an

increase of 1% in interest rates would increase the interest expense on our debt by approximately $1 million on an annual basis.

In January 2024, we paid the remaining $145 million balance of the Term Loan.

Our Mission Technologies segment provides a wide range of services and products, including command, control, computers, communications, cyber, intelligence, surveillance, and reconnaissance [removed: ("C5ISR")] systems and operations; the application of [removed: Artificial Intelligence] [added: artificial intelligence] and machine learning to battlefield decisions; defense and offensive cyberspace strategies and electronic warfare; [removed: unmanned] [added: uncrewed] autonomous systems; live, virtual, and constructive training solutions; fleet sustainment; and critical nuclear operations.

In 2023, we were awarded a long-lead-time material contract for [removed: LHA 10 (unnamed).][added: *Helmand Province* (LHA 10), and in 2024, we were awarded a contract modification for the detail design and construction of *Helmand Province* (LHA 10).]

The LPD program is a long-running production program of expeditionary warfare [removed: ships in which we have generated efficiencies through ship-over-ship learning.][added: ships.]

We delivered USS *Fort Lauderdale* (LPD 28) in [removed: 2022,] [added: 2022] and [removed: we are currently constructing] *Richard M.

[removed: (LPD 29),] [added: We are currently constructing] *Harrisburg* (LPD 30), and *Pittsburgh* (LPD 31).

We are a design agent for, and one of only two companies that constructs, *Arleigh Burke* class [removed: (DDG 51)] guided missile [removed: destroyers,] [added: destroyers ("DDG"),] a class of surface combatant.

In 2018, we were awarded a multi-year contract for construction of six *Arleigh Burke* class (DDG 51) destroyers and, in 2020,a contract to construct an additional [removed: *Arleigh Burke* class (DDG 51) destroyer.]

[added: We are currently] constructing *Ted Stevens* [removed: (DDG128),] [added: (DDG 128),] *Jeremiah Denton* (DDG 129), *George M.

In 2018, we were awarded long-lead-time material and construction contracts for *Calhoun* (NSC 10), which was delivered to the U.S. Coast Guard in [removed: 2023, and *Friedman* (NSC 11), which is currently under construction.][added: 2023.]

Beginning in 2009, we received contract awards totaling [removed: $8.7] [added: $8.8] billion for construction preparation, detail design, and construction of the second *Gerald R.

Ford* class (CVN 78) aircraft [removed: carriers] [added: carriers,] *Enterprise* (CVN 80) and *Doris Miller* (CVN 81).

Newport News has delivered [removed: 63] [added: 64] submarines to the U.S. Navy since 1960, comprised [removed: of 49 fast attack and 14 ballistic missile submarines.]

The first submarine of the Block IV contract was delivered in 2020, and [removed: three] [added: five] more submarines have been delivered through [removed: 2023.][added: 2024.]

The remaining [removed: six] [added: four] boats of the Block IV contract are in the final assembly and test phases of construction.

In [removed: addition,] [added: 2023 and 2024,] the team received [removed: a] contract [removed: award] [added: awards] for advance procurement of long-lead-time material in support of [removed: the first two] [added: all ten] Block VI boats.

Newport News is participating in the design and construction of the *Columbia* class (SSBN 826) [added: nuclear ballistic missile] submarines [added: ("SSBN")] as a replacement for the current aging *Ohio* class [removed: nuclear ballistic missile submarines ("SSBN"),] [added: submarines,] which were first introduced into service in 1981.

Kesselring Site, a research and development facility in New York that supports the U.S. [removed: Navy.][added: Navy, which were completed in 2024.]

[removed: Our capabilities include C5ISR] [added: Capabilities including command, control, computers, communications, cyber, intelligence, surveillance, and reconnaissance] systems and operations; the application of [removed: Artificial Intelligence ("AI")] [added: artificial intelligence] and machine learning to battlefield decisions; [removed: defensive] [added: defense] and offensive cyberspace strategies and electronic [removed: warfare ("CEW&S");] [added: warfare; uncrewed autonomous systems;] live, virtual, [added: and] constructive [removed: solutions ("LVC"); unmanned, autonomous systems;] [added: training solutions;] fleet sustainment; and critical nuclear operations.

[removed: C5ISR designs,] [added: Designs,] develops, integrates, and manages the sensors, [removed: systems] [added: systems,] and other assets necessary to support integrated [removed: ISR] [added: C5ISR] operations and accelerated decision-making.

[removed: CEW&S works] [added: Works] within our nation’s intelligence and cyber operations communities to defend U.S. interests in cyberspace and anticipate emerging threats.

[removed: LVC] [added: Our] training connects live environments with virtual platforms and simulated (constructive) threats to prepare trainees through integrated, [removed: real world] [added: real-world] scenarios before they are in harm’s way.

[removed: LVC] [added: This] is a modern and distributed approach to U.S. military training.

[removed: Fleet sustainment provides] [added: Provides] comprehensive life-cycle sustainment to the U.S. Navy fleet and other DoD and commercial maritime customers.

[removed: Unmanned Systems develops] [added: Develops] advanced [removed: unmanned] [added: uncrewed] systems for defense, marine research, and commercial applications.

Serving customers in more than 30 countries, we provide design, autonomy, manufacturing, testing, operations, and sustainment of [removed: unmanned] [added: uncrewed] systems, including [removed: unmanned] [added: uncrewed] underwater vehicles and [removed: unmanned] [added: uncrewed] surface vessels.

In [added: 2024,] 2023, [removed: 2022,] and [removed: 2021,] [added: 2022,] approximately [added: 80%,] 81%, [removed: 82%,] and [removed: 90%,] [added: 82%,] respectively, of our revenues were generated from the U.S. Navy.

[removed: The U.S. Government generally receives non-exclusive] licenses to certain intellectual property we develop in the performance of U.S. Government contracts and unlimited license rights in technical data developed under our U.S. Government contracts when such data is developed [added: entirely at government expense.]

As of December 31, [removed: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] our total backlog was approximately [removed: $48.1] [added: $48.7] billion and [removed: $47.1] [added: $48.1] billion, respectively.

We expect approximately [removed: 22%] [added: 21%] of backlog at December 31, [removed: 2023,] [added: 2024,] to be converted into sales in [removed: 2024.][added: 2025.]

[removed: Any] [added: The] inability to procure the necessary raw materials, components, and other supplies for our products on a timely [added: and cost-effective] basis [added: has negatively affected, and] could [added: continue to] negatively [removed: affect] [added: affect,] our results of operations, financial condition, [removed: or] [added: and/or] cash [removed: flow.][added: flows.]

We [added: endeavor to] mitigate [removed: some] supply [added: chain] risk [removed: by] [added: through various measures, such as] negotiating long-term agreements with certain raw material [removed: suppliers,] [added: suppliers] and [removed: we mitigate inflation risk related to raw material to an extent] through price escalation provisions in certain customer contracts.

We operate in heavily regulated markets and must comply with a variety of laws and regulations, including those relating to the award, administration, and performance of U.S. Government contracts, as well as legal and regulatory requirements relating [removed: to cyber security,] [added: to, among others, cybersecurity,] environmental protection, and our nuclear operations.

[removed: Government contracting] [added: These] requirements increase our contract performance costs and compliance costs and risks.

[added: In the event of termination of a contract for convenience, a] contractor is normally able to recover costs already incurred on the contract and profit on incurred costs up to the amount authorized under the contract, but not the profit that would have been earned had the contract been completed.

See Note [removed: 7:] [added: 6:] Revenue under Item 8 and "Risk Factors" in Item 1A for further information regarding our contracts.

We accrue estimated costs to perform environmental remediation when we determine it is probable we will incur expenses in the future, in amounts we can reasonably estimate, to address environmental conditions at currently or formerly owned or leased operating facilities, or at sites where we are named a Potentially Responsible Party [added: ("PRP") by the U.S. Environmental Protection Agency ("EPA") or similarly designated by another environmental agency.]

See "Risk Factors" in Item 1A and Note [removed: 16:] [added: 15:] Commitments and Contingencies under Item 8 for further information regarding environmental matters.

The nature of major defense programs, conducted under binding long-term contracts, [removed: enable] [added: enables] companies that perform well to benefit from a level of program continuity not common in many industries.

We are one of only two companies that builds the U.S. Navy's current fleet of *Arleigh Burke* class (DDG 51) destroyers and are positioned well to be awarded future contracts for surface combatant [removed: ships as well.][added: ships.]

To a lesser extent, our lines of business compete on certain contracts with major prime A&D contractors, including Lockheed Martin, General Dynamics, Northrop Grumman, [removed: Raytheon,] [added: RTX Corporation,] and Boeing.

(LPD 29) in 2024.

In 2024, we were awarded a multi-ship procurement contract for the construction of *Travis Manion* (LPD 33), LPD 34 (unnamed), and LPD 35 (unnamed).

*Arleigh Burke* class (DDG 51) destroyer.

of 50 fast attack and 14 ballistic missile submarines.

Our Mission Technologies segment is organized into four groups, All-Domain Operations, Warfare Systems, Global Security, and Uncrewed Systems, and specializes in a wide range of services and products across our capabilities.

Command, control, computers, communications, cyber, intelligence, surveillance, and reconnaissance ("C5ISR")

Cyber and electronic warfare ("CEW&S")

Live, virtual, and constructive solutions ("LVC")

A trusted partner to our military customers, our capabilities include designing, developing, and operating the largest live, virtual, and constructive enterprise that prepares warfighters for cross-domain battle.

Uncrewed systems

The U.S. Government generally receives non-exclusive

See "Risk Factors" in Item 1A for further discussion regarding risks related to intellectual property.

We have experienced challenges with access to, and the pricing of, certain raw materials, components, and other supplies due to, in part, labor shortages and inflation.

See "Risk Factors" in Item 1A for further discussion regarding risks related to raw materials.

See "Risk Factors" in Item 1A for further discussion regarding risks related to regulatory matters.

We could be affected by new or evolving environmental laws, regulations, or policies.

*Recruitment, Training, and Workforce Development* - We are focused on attracting, retaining, and developing a skilled workforce, and in 2024, we hired approximately 10,000 new employees.

To help us meet the increasing demand for talent, we maintain multiple talent pipelines and continue to review and update our talent management strategies to meet operational needs.

- our dependence on the U.S. Government for substantially all of our business

- our level of indebtedness and ability to service our indebtedness;

- subcontractor and supplier performance and the availability and pricing of raw materials and components;

- investigations, claims, disputes, enforcement actions, litigation (including criminal, civil, and administrative), and/or other legal proceedings, and improper conduct of employees, agents, subcontractors, suppliers, business partners, or joint ventures in which we participate, including the impact on our reputation or ability to do business;

We are currently

Of the 49 nuclear-powered fast attack submarines currently in

active service, 23 were delivered by Newport News.

Our Mission Technologies segment develops integrated solutions that enable today’s connected, all-domain force.

Our domain expertise and advanced technologies support our mission partners across the globe.

C5ISR

CEW&S

LVC

Unmanned Systems

entirely at government expense.

All of these materials are currently available in adequate supply.

We believe these single source suppliers, as well as our overall supplier base, are adequate to meet our foreseeable needs.

In addition, a significant prolonged increase in inflation could negatively impact the cost of raw materials, components, and other supplies.

See Risk Factors in Item 1A.

In the event of termination of a contract for convenience, a

("PRP") by the U.S. Environmental Protection Agency ("EPA") or similarly designated by another environmental agency.

We could be affected by new environmental laws or regulations, including any laws and regulations enacted in response to concerns over climate change, other aspects of the environment, or natural resources.

Newport News craft workers employed at the Kesselring Site near Saratoga Springs, New York are represented under an indefinite DoE site agreement.

*Recruitment, Training, and Workforce Development* - Our three segments hire thousands of employees each year.

In 2023, we hired approximately 9,500 new employees.

To help us meet this large demand for talent, we have

created, developed, and maintain multiple talent pipelines.

We track multiple metrics related to occupational injuries as one of several methods to monitor our safety performance.

One of the key metrics is Total Case Rate (“TCR”), which is the number of Occupational Safety and Health Administration ("OSHA") recordable injuries per 100 equivalent employees.

The TCR for Newport News was 5.15 in 2023, 5.58 in 2022, and 5.64 in 2021, and the TCR at Ingalls was 6.31 in 2023, 5.67 in 2022, and 6.26 in 2021.

Newport News also tracks Days Away, Restricted or Transferred (“DART”), which is the number of OSHA recordable cases in which the employee is unable to work, cannot work due to a restriction, or can work with a restriction as a result of an injury per 100 equivalent employees.

DART at Newport News was 4.10 in 2023, 4.86 in 2022, and 4.45 in 2021.

Before 2023, Ingalls tracked two other safety metrics: Lost Time Case Rate (“LTCR”), which is the number of employees that lost work time per 100 employees, and Lost Work Day Rate (“LWDR”), which is the number of lost workdays per 100 full-time employees.

The LTCR and LWDR at Ingalls were 2.55 and 73.06 respectively, in 2022, and 2.75 and 76.32, respectively, in 2021.

In 2023 Ingalls began to track DART, in lieu of LTCR and LWDR.

DART at Ingalls was 3.34 in 2023.

*Advancing and Celebrating Diversity and Inclusion (“D&I”)* - We believe we gain a key competitive advantage by building a workforce community that values contributions and perspectives from a variety of backgrounds, skills, and experiences regardless of race, ethnicity, color, religion, sex, disability, nationality, or other differentiation, and our leaders leverage the differences within their teams.

We also believe D&I is vital to our ability to grow and innovate in

an ever-changing, fast-paced environment.

Our diverse and inclusive workplace encourages different perspectives and ideas, which we believe enables better business decisions.

The following are highlights of our D&I program:

- Employee Resource Groups (“ERGs”) are a key component of our corporate culture and an important part of our diversity and inclusion strategy.

We currently sponsor 23 ERGs, which represent 10 distinct affinity groups, including those that support African Americans, Asian and Pacific Islanders, Hispanics, Women and Women in Engineering, LGBTQ+ employees, veterans, multiple generations, newly hired employees, and wellness.

Our ERGs are employee-led and open to all employees.

- We have established D&I Councils, which provide strategic direction, guidance, and advocacy for our D&I initiatives and advancements.

For information regarding legal proceedings, see Note [removed: 14:] [added: 13:] Investigations, Claims, and Litigation in Item 8.

For the fiscal year ended December 31, [removed: 2023][added: 2024]

As of June [removed: 30, 2023,] [added: 28, 2024,] the aggregate market value (based upon the closing price of the stock on the New York Stock Exchange) of the registrant's common stock held by non-affiliates was approximately [removed: $9,075] [added: $9,671] million.

As of January [removed: 26, 2024, 39,590,687] [added: 31, 2025, 39,130,163] shares of the registrant's common stock were outstanding.

Portions of the registrant's Proxy Statement to be filed with the Securities and Exchange Commission pursuant to Rule 14A for the registrant's [removed: 2024] [added: 2025] Annual Meeting of Stockholders are incorporated by reference in Part III of this Form 10-K.

| Item 1. | | | [removed: [BUSINESS](#i135ceac5fed64f9781c839ebd0ef6959_13)] [added: [BUSINESS](#i53ba3f22ec5b4129852c29a80762b6b1_16)] | | | [removed: [1](#i135ceac5fed64f9781c839ebd0ef6959_13)] [added: [1](#i53ba3f22ec5b4129852c29a80762b6b1_16)] | | |

| Item 1A. | | | [RISK [removed: FACTORS](#i135ceac5fed64f9781c839ebd0ef6959_67)] [added: FACTORS](#i53ba3f22ec5b4129852c29a80762b6b1_70)] | | | [removed: [12](#i135ceac5fed64f9781c839ebd0ef6959_67)] [added: [11](#i53ba3f22ec5b4129852c29a80762b6b1_70)] | | |

| Item 1B. | | | [UNRESOLVED STAFF [removed: COMMENTS](#i135ceac5fed64f9781c839ebd0ef6959_73)] [added: COMMENTS](#i53ba3f22ec5b4129852c29a80762b6b1_76)] | | | [removed: [26](#i135ceac5fed64f9781c839ebd0ef6959_73)] [added: [28](#i53ba3f22ec5b4129852c29a80762b6b1_76)] | | |

| Item 1C. | | | [removed: [CYBERSECURITY](#i135ceac5fed64f9781c839ebd0ef6959_2809)] [added: [CYBERSECURITY](#i53ba3f22ec5b4129852c29a80762b6b1_79)] | | | [removed: [26](#i135ceac5fed64f9781c839ebd0ef6959_73)] [added: [28](#i53ba3f22ec5b4129852c29a80762b6b1_76)] | | |

| Item 2. | | | [removed: [PROPERTIES](#i135ceac5fed64f9781c839ebd0ef6959_76)] [added: [PROPERTIES](#i53ba3f22ec5b4129852c29a80762b6b1_82)] | | | [removed: [28](#i135ceac5fed64f9781c839ebd0ef6959_76)] [added: [30](#i53ba3f22ec5b4129852c29a80762b6b1_82)] | | |

| Item 3. | | | [LEGAL [removed: PROCEEDINGS](#i135ceac5fed64f9781c839ebd0ef6959_79)] [added: PROCEEDINGS](#i53ba3f22ec5b4129852c29a80762b6b1_85)] | | | [removed: [29](#i135ceac5fed64f9781c839ebd0ef6959_79)] [added: [30](#i53ba3f22ec5b4129852c29a80762b6b1_85)] | | |

| Item 4. | | | [MINE SAFETY [removed: DISCLOSURES](#i135ceac5fed64f9781c839ebd0ef6959_82)] [added: DISCLOSURES](#i53ba3f22ec5b4129852c29a80762b6b1_88)] | | | [removed: [29](#i135ceac5fed64f9781c839ebd0ef6959_82)] [added: [31](#i53ba3f22ec5b4129852c29a80762b6b1_88)] | | |

| Item 5. | | | [MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY [removed: SECURITIES](#i135ceac5fed64f9781c839ebd0ef6959_88)] [added: SECURITIES](#i53ba3f22ec5b4129852c29a80762b6b1_94)] | | | [removed: [30](#i135ceac5fed64f9781c839ebd0ef6959_88)] [added: [32](#i53ba3f22ec5b4129852c29a80762b6b1_94)] | | |

| Item 6. | | | [removed: [\[RESERVED\]](#i135ceac5fed64f9781c839ebd0ef6959_91)] [added: [\[RESERVED\]](#i53ba3f22ec5b4129852c29a80762b6b1_97)] | | | [removed: [31](#i135ceac5fed64f9781c839ebd0ef6959_91)] [added: [33](#i53ba3f22ec5b4129852c29a80762b6b1_97)] | | |

| Item 7. | | | [MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF [removed: OPERATIONS](#i135ceac5fed64f9781c839ebd0ef6959_97)] [added: OPERATIONS](#i53ba3f22ec5b4129852c29a80762b6b1_103)] | | | [removed: [31](#i135ceac5fed64f9781c839ebd0ef6959_97)] [added: [33](#i53ba3f22ec5b4129852c29a80762b6b1_103)] | | |

| Item 7A. | | | [QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET [removed: RISK](#i135ceac5fed64f9781c839ebd0ef6959_136)] [added: RISK](#i53ba3f22ec5b4129852c29a80762b6b1_148)] | | | [removed: [52](#i135ceac5fed64f9781c839ebd0ef6959_136)] [added: [54](#i53ba3f22ec5b4129852c29a80762b6b1_148)] | | |

| Item 8. | | | [FINANCIAL STATEMENTS AND SUPPLEMENTARY [removed: DATA](#i135ceac5fed64f9781c839ebd0ef6959_139)] [added: DATA](#i53ba3f22ec5b4129852c29a80762b6b1_151)] | | | [removed: [54](#i135ceac5fed64f9781c839ebd0ef6959_139)] [added: [56](#i53ba3f22ec5b4129852c29a80762b6b1_151)] | | |

| | | | [REPORTS OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING [removed: FIRM](#i135ceac5fed64f9781c839ebd0ef6959_142)] [added: FIRM](#i53ba3f22ec5b4129852c29a80762b6b1_154)] | | | [removed: [54](#i135ceac5fed64f9781c839ebd0ef6959_142)] [added: [56](#i53ba3f22ec5b4129852c29a80762b6b1_154)] | | |

| | | | [CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE [removed: INCOME](#i135ceac5fed64f9781c839ebd0ef6959_145)] [added: INCOME](#i53ba3f22ec5b4129852c29a80762b6b1_157)] | | | [removed: [58](#i135ceac5fed64f9781c839ebd0ef6959_145)] [added: [59](#i53ba3f22ec5b4129852c29a80762b6b1_157)] | | |

| | | | [CONSOLIDATED STATEMENTS OF FINANCIAL [removed: POSITION](#i135ceac5fed64f9781c839ebd0ef6959_148)] [added: POSITION](#i53ba3f22ec5b4129852c29a80762b6b1_160)] | | | [removed: [59](#i135ceac5fed64f9781c839ebd0ef6959_148)] [added: [60](#i53ba3f22ec5b4129852c29a80762b6b1_160)] | | |

| | | | [CONSOLIDATED STATEMENTS OF CASH [removed: FLOWS](#i135ceac5fed64f9781c839ebd0ef6959_154)] [added: FLOWS](#i53ba3f22ec5b4129852c29a80762b6b1_166)] | | | [removed: [61](#i135ceac5fed64f9781c839ebd0ef6959_154)] [added: [62](#i53ba3f22ec5b4129852c29a80762b6b1_166)] | | |

| | | | [CONSOLIDATED STATEMENTS OF CHANGES IN [removed: EQUITY](#i135ceac5fed64f9781c839ebd0ef6959_157)] [added: EQUITY](#i53ba3f22ec5b4129852c29a80762b6b1_169)] | | | [removed: [62](#i135ceac5fed64f9781c839ebd0ef6959_157)] [added: [63](#i53ba3f22ec5b4129852c29a80762b6b1_169)] | | |

| | | | [NOTES TO CONSOLIDATED FINANCIAL [removed: STATEMENTS](#i135ceac5fed64f9781c839ebd0ef6959_163)] [added: STATEMENTS](#i53ba3f22ec5b4129852c29a80762b6b1_175)] | | | [removed: [63](#i135ceac5fed64f9781c839ebd0ef6959_163)] [added: [64](#i53ba3f22ec5b4129852c29a80762b6b1_175)] | | |

| Item 9. | | | [CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL [removed: DISCLOSURE](#i135ceac5fed64f9781c839ebd0ef6959_262)] [added: DISCLOSURE](#i53ba3f22ec5b4129852c29a80762b6b1_274)] | | | [removed: [99](#i135ceac5fed64f9781c839ebd0ef6959_262)] [added: [102](#i53ba3f22ec5b4129852c29a80762b6b1_274)] | | |

| Item 9A. | | | [CONTROLS AND [removed: PROCEDURES](#i135ceac5fed64f9781c839ebd0ef6959_265)] [added: PROCEDURES](#i53ba3f22ec5b4129852c29a80762b6b1_277)] | | | [removed: [99](#i135ceac5fed64f9781c839ebd0ef6959_265)] [added: [102](#i53ba3f22ec5b4129852c29a80762b6b1_277)] | | |

| Item 9B. | | | [OTHER [removed: INFORMATION](#i135ceac5fed64f9781c839ebd0ef6959_271)] [added: INFORMATION](#i53ba3f22ec5b4129852c29a80762b6b1_283)] | | | [removed: [99](#i135ceac5fed64f9781c839ebd0ef6959_271)] [added: [103](#i53ba3f22ec5b4129852c29a80762b6b1_283)] | | |

| Item 9C. | | | [DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT [removed: INSPECTIONS](#i135ceac5fed64f9781c839ebd0ef6959_274)] [added: INSPECTIONS](#i53ba3f22ec5b4129852c29a80762b6b1_286)] | | | [removed: [100](#i135ceac5fed64f9781c839ebd0ef6959_274)] [added: [103](#i53ba3f22ec5b4129852c29a80762b6b1_286)] | | |

| Item 10. | | | [DIRECTORS, EXECUTIVE OFFICERS, AND CORPORATE [removed: GOVERNANCE](#i135ceac5fed64f9781c839ebd0ef6959_280)] [added: GOVERNANCE](#i53ba3f22ec5b4129852c29a80762b6b1_292)] | | | [removed: [101](#i135ceac5fed64f9781c839ebd0ef6959_280)] [added: [104](#i53ba3f22ec5b4129852c29a80762b6b1_292)] | | |

| Item 11. | | | [EXECUTIVE [removed: COMPENSATION](#i135ceac5fed64f9781c839ebd0ef6959_283)] [added: COMPENSATION](#i53ba3f22ec5b4129852c29a80762b6b1_295)] | | | [removed: [104](#i135ceac5fed64f9781c839ebd0ef6959_283)] [added: [106](#i53ba3f22ec5b4129852c29a80762b6b1_295)] | | |

| Item 12. | | | [SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER [removed: MATTERS](#i135ceac5fed64f9781c839ebd0ef6959_286)] [added: MATTERS](#i53ba3f22ec5b4129852c29a80762b6b1_298)] | | | [removed: [104](#i135ceac5fed64f9781c839ebd0ef6959_286)] [added: [107](#i53ba3f22ec5b4129852c29a80762b6b1_298)] | | |

| Item 13. | | | [CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR [removed: INDEPENDENCE](#i135ceac5fed64f9781c839ebd0ef6959_289)] [added: INDEPENDENCE](#i53ba3f22ec5b4129852c29a80762b6b1_301)] | | | [removed: [105](#i135ceac5fed64f9781c839ebd0ef6959_289)] [added: [107](#i53ba3f22ec5b4129852c29a80762b6b1_301)] | | |

| Item 14. | | | [PRINCIPAL ACCOUNTANT FEES AND [removed: SERVICES](#i135ceac5fed64f9781c839ebd0ef6959_292)] [added: SERVICES](#i53ba3f22ec5b4129852c29a80762b6b1_304)] | | | [removed: [105](#i135ceac5fed64f9781c839ebd0ef6959_292)] [added: [107](#i53ba3f22ec5b4129852c29a80762b6b1_304)] | | |

| Item 15. | | | [EXHIBITS AND FINANCIAL STATEMENT [removed: SCHEDULES](#i135ceac5fed64f9781c839ebd0ef6959_298)] [added: SCHEDULES](#i53ba3f22ec5b4129852c29a80762b6b1_310)] | | | [removed: [106](#i135ceac5fed64f9781c839ebd0ef6959_298)] [added: [108](#i53ba3f22ec5b4129852c29a80762b6b1_310)] | | |

| Item 16. | | | [FORM 10-K [removed: SUMMARY](#i135ceac5fed64f9781c839ebd0ef6959_301)] [added: SUMMARY](#i53ba3f22ec5b4129852c29a80762b6b1_313)] | | | [removed: [111](#i135ceac5fed64f9781c839ebd0ef6959_301)] [added: [113](#i53ba3f22ec5b4129852c29a80762b6b1_313)] | | |

| [SIGNATURES](#i53ba3f22ec5b4129852c29a80762b6b1_316) | | | | | | [114](#i53ba3f22ec5b4129852c29a80762b6b1_316) | | |

| [SIGNATURES](#i135ceac5fed64f9781c839ebd0ef6959_304) | | | | | | [112](#i135ceac5fed64f9781c839ebd0ef6959_304) | | |

He has specific experience in the following cybersecurity areas: [removed: global] [added: Cyber &] IT security policy & governance; information risk management; cybersecurity strategic planning and integration; enterprise [removed: infrastructure] [added: infrastructure;] cybersecurity engineering; incident response and remediation; [removed: global] supply chain cyber risk management; cybersecurity awareness training; M&A cyber risk management; [removed: Cloud] [added: cloud] security; identity management; disaster recovery; [added: cybersecurity regulation compliance;] and cybersecurity damage assessment.

However, as discussed under [removed: "Item] [added: Item] 1A.

[removed: Risk Factors," specifically the risks titled "We could be negatively impacted] by security threats, including cyber security threats, and related disruptions" and "Our earnings and profitability depend, in part, upon subcontractor performance and raw material and component availability and pricing," the sophistication of cyber threats continues to increase, and the preventative actions we take to reduce the risk of cyber incidents and protect our systems and information may be insufficient.

Our CISO has 33 years of experience in cybersecurity and information technology, over 20 years working with NAVSEA 08Y, approval authority of HII’s unclassified Naval Nuclear Propulsion Information networks, and holds a Master’s degree in Cybersecurity.

"Risk Factors," specifically the risks titled "We could be negatively impacted

Our CISO has 30 years of experience in cybersecurity, IT networking and electronic security, and holds a degree in Information Systems (Cybersecurity concentration).

We anticipate continued use of this facility for the remaining [removed: 43] [added: 42] years of the lease and beyond.

Our Mission Technologies headquarters are [removed: located] in Fairfax and McLean, Virginia.

[removed: Mission Technologies leases] [added: We lease] and [removed: owns] [added: own] properties related to [removed: its] [added: our] operations in approximately [removed: 52] [added: 53] cities, consisting of both corporate support locations and contract performance locations.

[removed: Mission Technologies] [added: We] also [removed: has] [added: have] employees working at customer sites throughout the United States and in other countries.

As of December 31, [removed: 2023, C5ISR, CEW&S, and LVC] [added: 2024, we] had major operations in [added: Honolulu, Hawaii; Odon, Indiana;] Annapolis [added: Junction] and Hanover, Maryland; Syracuse, New York; Beavercreek and Dayton, Ohio; [removed: and] Alexandria, [removed: Virginia.][added: Suffolk, and Virginia Beach, Virginia; Pocasset, Massachusetts; and Panama City Beach, Florida.]

In January 2025, the Company acquired substantially all of the assets of W International SC, LLC and Vivid Empire SC, LLC (collectively “W International”), a South Carolina-based complex metal fabricator specializing in the manufacture of shipbuilding structures, modules, and assemblies.

The acquired manufacturing facility operates within the Newport News segment as Newport News Shipbuilding – Charleston Operations.

Fleet sustainment had operations in Portsmouth, New Hampshire; Philadelphia, Pennsylvania; and Suffolk and Virginia Beach, Virginia.

Unmanned Systems had operations in Pocasset, Massachusetts and Hampton, Virginia, and Nuclear and Environmental Services had operations in Los Alamos, New Mexico; Aiken, South Carolina; and Newport News, Virginia.

The approximate number of our common stockholders was [removed: 12,644] [added: 11,921] as of January [removed: 26, 2024.][added: 31, 2025.]

Our Annual Meeting of Stockholders is currently scheduled to be held on [removed: May 1, 2024.][added: April 30, 2025.]

For the years ended December 31, [removed: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] we declared dividends on common stock totaling [removed: $5.02] [added: $5.25] and [removed: $4.78] [added: $5.02] per share, respectively.

The following graph compares the total return on a cumulative basis of $100 invested in our common stock on [removed: January 1,] [added: December 31,] 2019, to the Standard & Poor's ("S&P") 500 Index and the S&P Aerospace and Defense Select Index.

[removed: ][added: ]

◦The S&P Aerospace & Defense Select Index is comprised of The Boeing Company, General Dynamics Corporation, Huntington Ingalls Industries, Inc., L3 Harris Technologies, Inc., Lockheed Martin Corporation, Northrop Grumman Corporation, RTX Corporation, Textron, Inc., and TransDigm Group [removed: Incorporated, among other companies.]

The following table summarizes information relating to purchases made by or on behalf of the Company of shares of the Company's common stock during the quarter ended December 31, [removed: 2023.][added: 2024.]

1 From the stock repurchase program's inception through December 31, [removed: 2023,] [added: 2024,] we have purchased [removed: 13,976,868][added: 14,584,709]

shares at an average price of [removed: $163.51] [added: $167.82] per share for a total of [removed: $2.3] [added: $2.4] billion.

Incorporated, among other companies.

| October 1, 2024 to October 31, 2024 | | | | | | — | | | | | | $ | — | | | | | — | | | | | | $ | 1,352.3 | |

| November 1, 2024 to November 30, 2024 | | | | | | — | | | | | | — | | | | | | — | | | | | | 1,352.3 | | |

| December 1, 2024 to December 31, 2024 | | | | | | — | | | | | | — | | | | | | — | | | | | | 1,352.3 | | |

| Total | | | | | | — | | | | | | $ | — | | | | | — | | | | | | $ | 1,352.3 | |

| October 1, 2023 to October 31, 2023 | | | | | | 65,076 | | | | | | $ | 214.52 | | | | | 65,076 | | | | | | $ | 937.4 | |

| November 1, 2023 to November 30, 2023 | | | | | | 48,276 | | | | | | 231.48 | | | | | | 48,276 | | | | | | 926.2 | | |

| December 1, 2023 to December 31, 2023 | | | | | | 48,100 | | | | | | 241.27 | | | | | | 48,100 | | | | | | 914.6 | | |

| Total | | | | | | 161,452 | | | | | | $ | 227.56 | | | | | 161,452 | | | | | | $ | 914.6 | |

We have audited the accompanying consolidated statements of financial position of Huntington Ingalls Industries, Inc. and subsidiaries (the “Company”) as of December 31, [removed: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] the related consolidated statements of operations and comprehensive income, changes in equity, and cash flows for each of the three years in the period ended December 31, [removed: 2023,] [added: 2024,] the related notes and the financial statement schedule listed in the Index at Item 15 (collectively referred to as the "financial statements").

In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, [removed: 2023,] [added: 2024,] and [removed: 2022,] [added: 2023,] and the results of its operations and its cash flows for each of the three years in the period ended December 31, [removed: 2023,] [added: 2024,] in conformity with the accounting principles generally accepted in the United States of America.

We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company's internal control over financial reporting as of December 31, [removed: 2023,] [added: 2024,] based on criteria established in *Internal Control — Integrated Framework (2013)* issued by the Committee of Sponsoring Organizations of the Treadway Commission and our report dated February [removed: 1, 2024,] [added: 6, 2025,] expressed an unqualified opinion on the Company's internal control over financial reporting.

Critical Audit [removed: Matters][added: Matter]

The critical audit [removed: matters] [added: matter] communicated below [removed: are matters] [added: is a matter] arising from the current-period audit of the financial statements that was communicated or required to be communicated to the audit committee and that (1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments.

The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit [removed: matters] [added: matter] below, providing a separate opinion on the critical audit [removed: matters] [added: matter] or on the accounts or disclosures to which it relates.

Revenue – Shipbuilding Contracts — Refer to [removed: Note] [added: Notes] 2 and [removed: 7] [added: 6] to the financial statements

The Company recognizes revenue on shipbuilding contracts with U.S. Government customers over time as the construction of the ship [removed: progresses,] [added: progresses] because transfer of control to the customer is continuous.

Given the judgments necessary to estimate total material costs, labor costs, and profit in order to recognize revenue for certain shipbuilding contracts, auditing such estimates required extensive audit effort due to the complexity of the contracts and a high degree of [removed: auditor] [added: auditor’s] judgment, especially for contracts where there is limited historical data.

[removed: -] Our audit procedures related to management’s estimates of total material costs, labor costs, and profit in order to recognize revenue for certain shipbuilding contracts included the following, among others:

- We obtained the population of contracts during [removed: 2023] [added: 2024] and assessed the financial and performance risk of the contracts based on our knowledge gained through [removed: prior year] [added: prior-year] audits of the Company, industry experience, and ongoing conversations with members of program management regarding the contract performance to identify contracts that we believe were riskier.

For [added: such] contracts selected, we performed tailored audit procedures to address the specific characteristics of audit interest identified.

Procedures [removed: performed, among others, may have] [added: performed] included:

[removed: ▪Performed] [added: ◦Performed] inquiries with the business managers and corroborated the information gained from these inquiries with other parties who have detailed knowledge of the contract’s progress, issues being encountered, and overall production status.

[removed: ▪Evaluated] [added: ◦Evaluated the appropriateness and consistency of] management’s material and labor estimates against historical performance, underlying performance metrics, and metrics of similar performance obligations.

[removed: ▪Tested] [added: ◦Tested] the appropriateness of the timing and accuracy of changes in estimates, including inspection of underlying source documentation, and consideration of any contradictory information.

[removed: ▪Evaluated] [added: ◦Evaluated] the necessity and appropriateness of any constraints applied against any variable consideration.

We have audited the internal control over financial reporting of Huntington Ingalls Industries, Inc. and subsidiaries (the "Company") as of December 31, [removed: 2023,] [added: 2024,] based on criteria established in *Internal Control — Integrated Framework (2013)* issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, [removed: 2023,] [added: 2024,] based on criteria established in *Internal Control — Integrated Framework (2013)* issued by COSO.

We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated financial statements as of and for the year ended December 31, [removed: 2023,] [added: 2024,] of the Company and our report dated February [removed: 1, 2024,] [added: 6, 2025,] expressed an unqualified opinion on those financial statements.

| | | | | | | Year Ended December 31 | | | | | | | | | | | | | | | [added: | | | | | | | | | | | | | | | | | |]

| (in millions, except per share amounts) | | | | | | [removed: 2023] [added: 2024] | | | | | | [removed: 2022] [added: 2023] | | | | | | [removed: 2021] [added: 2022] | | |

| Product sales | | | | | | $ | [removed: 7,664] [added: 7,464] | | | | | $ | [removed: 7,283] [added: 7,664] | | | | | $ | [removed: 7,000] [added: 7,283] | |

| Service revenues | | | | | | [removed: 3,790] [added: 4,071] | | | | | | [removed: 3,393] [added: 3,790] | | | | | | [removed: 2,524] [added: 3,393] | | |

| Sales and service revenues | | | | | | [removed: 11,454] [added: 11,535] | | | | | | [removed: 10,676] [added: 11,454] | | | | | | [removed: 9,524] [added: 10,676] | | |

| Cost of product sales | | | | | | [removed: 6,467] [added: 6,500] | | | | | | [removed: 6,225] [added: 6,467] | | | | | | [removed: 5,958] [added: 6,225] | | |

| Cost of service revenues | | | | | | [removed: 3,341] [added: 3,585] | | | | | | [removed: 3,011] [added: 3,341] | | | | | | [removed: 2,198] [added: 3,011] | | |

| Income from operating investments, net | | | | | | [removed: 37] [added: 49] | | | | | | [removed: 48] [added: 37] | | | | | | [removed: 41] [added: 48] | | |

| Other income and gains, net | | | | | | [removed: 120] [added: 9] | | | | | | [removed: 1] [added: 120] | | | | | | [removed: 2] [added: 1] | | |

| General and administrative expenses | | | | | | [removed: 1,022] [added: 973] | | | | | | [removed: 924] [added: 1,022] | | | | | | [removed: 898] [added: 924] | | |

| Operating income | | | | | | [removed: 781] [added: 535] | | | | | | [removed: 565] [added: 781] | | | | | | [removed: 513] [added: 565] | | |

| Interest expense | | | | | | (95) | | | | | | [removed: (102)] [added: (95)] | | | | | | [removed: (89)] [added: (102)] | | |

| Non-operating retirement benefit | | | | | | [removed: 148] [added: 179] | | | | | | [removed: 276] [added: 148] | | | | | | [removed: 181] [added: 276] | | |

| Other, net | | | | | | [removed: 19] [added: 24] | | | | | | [removed: (20)] [added: 19] | | | | | | [removed: 17] [added: (20)] | | |

| Earnings before income taxes | | | | | | [removed: 853] [added: 643] | | | | | | [removed: 719] [added: 853] | | | | | | [removed: 622] [added: 719] | | |

| Federal and foreign income taxes | | | | | | [removed: 172] [added: 93] | | | | | | [removed: 140] [added: 172] | | | | | | [removed: 78] [added: 140] | | |

| Net earnings | | | | | | $ | [removed: 681] [added: 550] | | | | | $ | [removed: 579] [added: 681] | | | | | $ | [removed: 544] [added: 579] | |

| Basic earnings per share | | | | | | $ | [removed: 17.07] [added: 13.96] | | | | | $ | [removed: 14.44] [added: 17.07] | | | | | $ | [removed: 13.50] [added: 14.44] | |

| Weighted-average common shares outstanding | | | | | | [removed: 39.9] [added: 39.4] | | | | | | [removed: 40.1] [added: 39.9] | | | | | | [removed: 40.3] [added: 40.1] | | |

| Diluted earnings per share | | | | | | $ | [removed: 17.07] [added: 13.96] | | | | | $ | [removed: 14.44] [added: 17.07] | | | | | $ | [removed: 13.50] [added: 14.44] | |

◦Evaluated the range and probabilities of reasonably possible outcomes and where management set its point estimate within the range and tested the accuracy and completeness of the key data used in developing estimates.

◦Performed retrospective reviews when evaluating the thoroughness and precision of management’s estimation process by comparing costs incurred to date to previous estimates.

February 6, 2025

February 6, 2025

| | | | | | | 6,033 | | | | | | 5,763 | | |

| ($ in millions) | | | | | | 2024 | | | | | | 2023 | | |

| Net earnings | | | | | | | | | | | | — | | | | | | — | | | | | | 550 | | | | | | — | | | | | | — | | | | | | 550 | | |

| Balance as of December 31, 2024 | | | | | | | | | | | | $ | 1 | | | | | $ | 2,045 | | | | | $ | 5,097 | | | | | $ | (2,449) | | | | | $ | (28) | | | | | $ | 4,666 | |

TABLE OF CONTENTS

| | | | | | | Page | | |

| | | | | | | | | |

| Item 8. | | | [N](#i53ba3f22ec5b4129852c29a80762b6b1_175)[OTES](#i53ba3f22ec5b4129852c29a80762b6b1_175) [](#i53ba3f22ec5b4129852c29a80762b6b1_175)[TO THE CONSOLIDATED FINANC](#i53ba3f22ec5b4129852c29a80762b6b1_175)[IAL STATEMENTS](#i53ba3f22ec5b4129852c29a80762b6b1_175) | | | [64](#i53ba3f22ec5b4129852c29a80762b6b1_175) | | |

| 1. | | | [D](#i53ba3f22ec5b4129852c29a80762b6b1_178)[ESCRIPTION OF BUSINESS](#i53ba3f22ec5b4129852c29a80762b6b1_178) | | | [65](#i53ba3f22ec5b4129852c29a80762b6b1_178) | | |

| 2. | | | [S](#i53ba3f22ec5b4129852c29a80762b6b1_181)[UMM](#i53ba3f22ec5b4129852c29a80762b6b1_181)[ARY OF SIGNIFICANT ACCOUNTING POLICIES](#i53ba3f22ec5b4129852c29a80762b6b1_181) | | | [65](#i53ba3f22ec5b4129852c29a80762b6b1_181) | | |

| 3. | | | [A](#i53ba3f22ec5b4129852c29a80762b6b1_187)[CCOUNTING STANDARDS UPDAT](#i53ba3f22ec5b4129852c29a80762b6b1_187)[ES](#i53ba3f22ec5b4129852c29a80762b6b1_187) | | | [71](#i53ba3f22ec5b4129852c29a80762b6b1_187) | | |

| 4. | | | [S](#i53ba3f22ec5b4129852c29a80762b6b1_199)[TOCKHOLDERS' EQUITY](#i53ba3f22ec5b4129852c29a80762b6b1_199) | | | [72](#i53ba3f22ec5b4129852c29a80762b6b1_199) | | |

| 5. | | | [E](#i53ba3f22ec5b4129852c29a80762b6b1_205)[ARNINGS PER SHARE](#i53ba3f22ec5b4129852c29a80762b6b1_205) | | | [73](#i53ba3f22ec5b4129852c29a80762b6b1_205) | | |

| 6. | | | [R](#i53ba3f22ec5b4129852c29a80762b6b1_211)[EVENUE](#i53ba3f22ec5b4129852c29a80762b6b1_211) | | | [74](#i53ba3f22ec5b4129852c29a80762b6b1_211) | | |

| 7. | | | [S](#i53ba3f22ec5b4129852c29a80762b6b1_214)[EGMENT INFORMATION](#i53ba3f22ec5b4129852c29a80762b6b1_214) | | | [78](#i53ba3f22ec5b4129852c29a80762b6b1_214) | | |

| 8. | | | [A](#i53ba3f22ec5b4129852c29a80762b6b1_220)[CCOUNTS RECEIVABLE](#i53ba3f22ec5b4129852c29a80762b6b1_220) | | | [81](#i53ba3f22ec5b4129852c29a80762b6b1_220) | | |

| 9. | | | [I](#i53ba3f22ec5b4129852c29a80762b6b1_223)[NVENTORIED COSTS, NET](#i53ba3f22ec5b4129852c29a80762b6b1_223) | | | [82](#i53ba3f22ec5b4129852c29a80762b6b1_223) | | |

| 10. | | | [G](#i53ba3f22ec5b4129852c29a80762b6b1_229)[OODWILL AND OTHER INTANGIBLE](#i53ba3f22ec5b4129852c29a80762b6b1_229) [](#i53ba3f22ec5b4129852c29a80762b6b1_229)[ASSETS](#i53ba3f22ec5b4129852c29a80762b6b1_229) | | | [82](#i53ba3f22ec5b4129852c29a80762b6b1_229) | | |

| 11. | | | [I](#i53ba3f22ec5b4129852c29a80762b6b1_235)[NCOME TAXES](#i53ba3f22ec5b4129852c29a80762b6b1_235) | | | [83](#i53ba3f22ec5b4129852c29a80762b6b1_235) | | |

| 12. | | | [D](#i53ba3f22ec5b4129852c29a80762b6b1_241)[EBT](#i53ba3f22ec5b4129852c29a80762b6b1_241) | | | [87](#i53ba3f22ec5b4129852c29a80762b6b1_241) | | |

| 13. | | | [I](#i53ba3f22ec5b4129852c29a80762b6b1_247)[NVESTI](#i53ba3f22ec5b4129852c29a80762b6b1_247)[GATIONS](#i53ba3f22ec5b4129852c29a80762b6b1_247)[, CLAIMS, AND L](#i53ba3f22ec5b4129852c29a80762b6b1_247)[ITIGATION](#i53ba3f22ec5b4129852c29a80762b6b1_247) | | | [88](#i53ba3f22ec5b4129852c29a80762b6b1_247) | | |

| 14. | | | [L](#i53ba3f22ec5b4129852c29a80762b6b1_250)[EASES](#i53ba3f22ec5b4129852c29a80762b6b1_250) | | | [89](#i53ba3f22ec5b4129852c29a80762b6b1_250) | | |

| 15. | | | [C](#i53ba3f22ec5b4129852c29a80762b6b1_253)[OMMITMENTS AND CONTINGENCIES](#i53ba3f22ec5b4129852c29a80762b6b1_253) | | | [90](#i53ba3f22ec5b4129852c29a80762b6b1_253) | | |

| 16. | | | [E](#i53ba3f22ec5b4129852c29a80762b6b1_256)[MPLOYEE PENSION AND OTHER POSTRETIREMENT](#i53ba3f22ec5b4129852c29a80762b6b1_256) [BENE](#i53ba3f22ec5b4129852c29a80762b6b1_256)[FITS](#i53ba3f22ec5b4129852c29a80762b6b1_256) | | | [91](#i53ba3f22ec5b4129852c29a80762b6b1_256) | | |

| 17. | | | [S](#i53ba3f22ec5b4129852c29a80762b6b1_262)[TOCK COMPENSATION P](#i53ba3f22ec5b4129852c29a80762b6b1_262)[LANS](#i53ba3f22ec5b4129852c29a80762b6b1_262) | | | [99](#i53ba3f22ec5b4129852c29a80762b6b1_262) | | |

| 18. | | | [S](#i53ba3f22ec5b4129852c29a80762b6b1_268)[UBSIDIARY GUARANTORS](#i53ba3f22ec5b4129852c29a80762b6b1_268) | | | [101](#i53ba3f22ec5b4129852c29a80762b6b1_268) | | |

| 19. | | | [SUBSEQUENT EVENTS](#i53ba3f22ec5b4129852c29a80762b6b1_271) | | | [102](#i53ba3f22ec5b4129852c29a80762b6b1_271) | | |

HUNTINGTON INGALLS INDUSTRIES, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

The determination of whether the loss is identified at the contract or performance obligation level is an accounting policy election that is applied consistently to similar contract types.

Because the Company's accounts receivable are primarily with the U.S. Government or with companies

Government grants are reported within other current liabilities and other long term liabilities and are not material as of December 31, 2024 and 2023.

Variable lease payments are generally recognized to expense as incurred and are not included in the right of use assets or lease liabilities.

The Company evaluates the recoverability of its intangible long-lived assets when changes in economic circumstances or business objectives indicate the carrying value may not be recoverable.

These liabilities are recorded in other current liabilities on the consolidated statements of financial position and are not material as of December 31, 2024 and 2023.

Interest income is recognized on an accrual basis using the effective yield method and reported within other, net on the consolidated statements of operations and comprehensive income and is not material for the years ended December 31, 2024, 2023, and 2022.

*Critical Audit Matter Description*

*How the Critical Audit Matter Was Addressed in the Audit*

Goodwill - Mission Technologies reporting unit – Refer to Note 2 and 11 to the financial statements

The Company performed a quantitative impairment evaluation of the goodwill for the Mission Technologies reporting unit by comparing the estimated fair value of the reporting unit to its carrying value.

The Company’s testing approach utilizes a combination of discounted cash flow analysis and comparative market-based valuation methodologies to determine the fair value of the reporting unit for comparison to its corresponding book value.

Estimating the fair value of a reporting unit requires the exercise of significant judgment and assumptions including judgments about the forecasted revenue, forecasted earnings before income tax, depreciation, and amortization (“EBITDA”), and the selection of the long-term growth rate and the discount rate.

Changes in these assumptions could have a significant impact on the fair value of the reporting unit, the amount of any goodwill impairment charge, or both.

The goodwill balance was $2.6 billion as of December 31, 2023 of which $1.7 billion related to the Mission Technologies reporting unit.

The fair value of the Mission Technologies reporting unit exceeded the carrying value by 10.4% as of the measurement date and, therefore, no impairment was recognized.

Given the significant judgments made by management to estimate the fair value of the Mission Technologies reporting unit and the difference between its fair value and carrying value, performing audit procedures to test the Company’s estimate of the fair value of the Mission Technologies reporting unit, which included evaluating estimates and assumptions related to forecasted revenue, forecasted EBITDA, and the selection of the long-term growth rate and the discount rate, required a high degree of auditor judgment and an increased extent of effort, including the need to involve our fair value specialists.

Our audit procedures related to the selection of the forecasted revenue, forecasted EBITDA, and the selection of the long-term growth rate and the discount rate for the Mission Technologies reporting unit included the following, among others:

- We tested the effectiveness of controls over management’s goodwill impairment evaluation, including those over the selection of the assumptions used in the fair value models.

- We evaluated management’s ability to accurately forecast revenue and EBITDA by comparing actual results to management’s historical forecasts.

- We evaluated the reasonableness of management’s forecasted revenue and EBITDA by comparing the forecasts to internal communications to management and the Board of Directors and comparing the forecasts to third-party economic and industry data.

- We performed sensitivity analyses to evaluate the risk of impairment if key assumptions are changed.

- We evaluated, with the assistance of our fair value specialists, the reasonableness of the (1) valuation methodology utilized by management, and (2) the selected long-term growth rate and discount rate by:

◦Comparing the valuation methodologies used to generally accepted valuation practices.

◦Testing the appropriateness of source information used by management to select the long-term growth rate and discount rate used by management.

◦Developing a range of independent estimates and comparing those to the discount rate selected by management.

- We evaluated the carrying value of the Mission Technologies reporting unit including the corporate allocations.

February 1, 2024

| | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | | | | | | 5,763 | | | | | | 5,517 | | |

| Acquisitions of businesses, net of cash received | | | | | | — | | | | | | — | | | | | | (1,643) | | |

| Proceeds from disposition of business | | | | | | — | | | | | | — | | | | | | 20 | | |

| Balance as of December 31, 2020 | | | | | | | | | | | | $ | 1 | | | | | $ | 1,972 | | | | | $ | 3,533 | | | | | $ | (2,058) | | | | | $ | (1,547) | | | | | $ | 1,901 | |

For the years ended December 31, 2023, 2022, and 2021, the Company recognized cash grant benefits of $14 million, $12 million, and $20 million, respectively, in other long-term liabilities in the consolidated statements of financial position.

*Environmental Costs* \- Environmental liabilities are accrued when the Company determines remediation costs are probable and such costs are reasonably estimable.

Environmental expenditures are expensed or capitalized as appropriate.

Deferred tax asset or liability account balances are calculated at

A lease asset is recognized based on the lease

Variable lease payments are recognized as incurred and include lease operating expenses, which are based on contractual lease terms.

During the second quarter of 2023, the Company elected to change the measurement date of its annual goodwill impairment test from November 30 to October 31.

The change is not material to the consolidated financial statements as it does not result in the delay, acceleration or avoidance of an impairment charge, and the test is still performed in the fourth quarter.

These liabilities are recorded in other current liabilities and were immaterial.

Interest income is recognized on an accrual basis using the effective yield method.

In March 2020, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting, which provides optional exceptions to GAAP for certain transactions related to the transition away from The London Interbank Offered Rate (“LIBOR”).

The amended guidance is designed to provide relief from the accounting analysis and impacts that may otherwise be required for modifications to agreements (e.g., loans, debt securities, derivatives, borrowings) necessitated by the reference rate reform.

It also provides optional expedients to enable companies to continue to apply hedge accounting to certain hedging relationships impacted by the reference rate reform.

The Company's management, with the participation of the Company's Chief Executive Officer and Chief Financial Officer, has evaluated the effectiveness of the Company's disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the "Exchange Act")) as of December 31, [removed: 2023.][added: 2024.]

Based on that evaluation, the Company's Chief Executive Officer (principal executive officer) and Chief Financial Officer (principal financial officer) concluded that, as of December 31, [removed: 2023,] [added: 2024,] the Company's disclosure controls and procedures were effective to ensure that information required to be disclosed in reports the Company files or submits under the Exchange Act is (i) recorded, processed, summarized and reported within the time periods specified in SEC rules and forms, and (ii) accumulated and communicated to management to allow their timely decisions regarding required disclosure.

There have been no changes in our internal control over financial reporting that occurred during the three months ended December 31, [removed: 2023,] [added: 2024,] that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

Based on its assessment, management has concluded that the Company maintained effective internal control over financial reporting as of December 31, [removed: 2023,] [added: 2024,] based on criteria in *Internal Control – Integrated Framework* (*2013*), issued by the COSO.

[removed: The effectiveness of the Company’s internal control over financial reporting as of] December 31, [removed: 2023,] [added: 2024,] has been audited by Deloitte & Touche LLP, an independent registered public accounting firm, as stated in their report, which is included in Item 8.

The effectiveness of the Company’s internal control over financial reporting as of

During the quarter ended December 31, 2024, none of our directors or officers (as defined in Rule 16a-1(f) of the Exchange Act) adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as those terms are defined in Item 408 of Regulation S-K.

A significant portion of the compensation of our directors and officers is in the form of equity awards, and, from time to time, directors and officers engage in open-market transactions with respect to the securities they acquire pursuant to such equity awards or other securities we have issued, including for diversification or other personal reasons.

Transactions in our securities by directors and officers are required to be made in accordance with our insider trading policy, which requires that the transactions comply with applicable U.S. federal securities laws that prohibit trading while in possession of material nonpublic information.

Rule 10b5-1 under the Exchange Act provides an affirmative defense that enables directors and officers to prearrange transactions in our securities in a manner that avoids concerns about initiating transactions while in possession of material nonpublic information.

The following table describes the contracts, instructions or written plans for the purchase or sale of securities adopted by our directors or officers (as defined in Rule 16a-1(f) under the Exchange Act) during the three months ended December 31, 2023, that are intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).

No other Rule 10b5-1 trading arrangements or “non-Rule 10b5–1 trading arrangements” (as defined by S-K Item 408(c)) were entered into or terminated by our directors or officers during such period:

| | | | | | | | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Name and Title | | | | | | Date of Adoption | | | | | | Duration of Trading Arrangement1 | | | | | | Aggregate Number of Securities to be Sold2 | | | | | | Type | | |

| Edgar A. Green III | | | | | | November 15, 2023 | | | | | | March 15, 2024 | | | | | | 7,895 | | | | | | Common Stock | | |

| Executive Vice President and President, Mission Technologies | | | | | | | | | | | | | | | | | | | | | | | | | | |

1 The plan duration extends to the date listed in this column or such earlier date upon the completion of all trades

under the plan (or the expiration of the orders relating to such trades without execution) or the occurrence of such other termination events as specified in the plan.

2 The aggregate number of shares to be sold will depend, in part, on the Company’s performance in 2021, 2022 and

2023.

To promote the alignment of management and stockholder interests, our directors and officers are subject to stock ownership guidelines, which are described on pages 63 and 64 of our definitive Proxy Statement for our 2023 Annual Meeting of Stockholders filed with the Securities and Exchange Commission on March 20, 2023.

As of the date of this report on Form 10-K, the execution of the Rule 10b5-1 trading arrangement described above will not cause such person to fall out of compliance with the stock ownership guidelines applicable to him.

Information regarding our directors will be incorporated herein by reference to the Proxy Statement for our [removed: 2024] [added: 2025] Annual Meeting of Stockholders, to be filed with the SEC within 120 days after the end of the Company's fiscal year.

| Christopher D. Kastner | | | | | | [removed: 60] [added: 61] | | | | | | President and Chief Executive Officer | | |

| Todd R. Borkey | | | | | | [removed: 60] [added: 61] | | | | | | Executive Vice President and Chief Technology Officer | | |

| Chad N. Boudreaux | | | | | | [removed: 50] [added: 51] | | | | | | Executive Vice President and Chief Legal Officer | | |

| [removed: Jennifer] [added: Kara] R. [removed: Boykin] [added: Wilkinson] | | | | | | [removed: 59] [added: 50] | | | | | | Executive Vice President and President, Newport News Shipbuilding | | |

| Eric D. Chewning | | | | | | [removed: 46] [added: 47] | | | | | | Executive Vice President, Strategy and Development | | |

| Edgar A. Green III | | | | | | [removed: 58] [added: 59] | | | | | | Executive Vice President and President, Mission Technologies | | |

| Paul C. Harris | | | | | | [removed: 59] [added: 60] | | | | | | Executive Vice President, Chief Sustainability and Compliance Officer | | |

| Brooke A. Hart | | | | | | [removed: 53] [added: 54] | | | | | | Executive Vice President, Communications | | |

| Stewart H. Holmes | | | | | | [removed: 62] [added: 63] | | | | | | Executive Vice President, Government and Customer Relations | | |

| Edmond E. Hughes | | | | | | [removed: 60] [added: 61] | | | | | | Executive Vice President and Chief Human Resources Officer | | |

| Nicolas G. Schuck | | | | | | [removed: 50] [added: 51] | | | | | | Corporate Vice President, Controller and Chief Accounting Officer | | |

| Christopher W. Soong | | | | | | [removed: 51] [added: 52] | | | | | | Executive Vice President and Chief Information Officer | | |

| Thomas E. Stiehle | | | | | | [removed: 58] [added: 59] | | | | | | Executive Vice President and Chief Financial Officer | | |

| [removed: Kara R. Wilkinson] [added: Brian D. Blanchette] | | | | | | [removed: 49] [added: 50] | | | | | | Executive Vice President and President, Ingalls Shipbuilding | | |

| [removed: D.] [added: Stephen] R. [removed: Wyatt] [added: Powell] | | | | | | [removed: 65] [added: 60] | | | | | | Corporate Vice President and Treasurer | | |

Kastner*, *President and Chief Executive Officer* [removed: \-] [added: –] Mr. Kastner [removed: was elected] [added: has served as] President and Chief Executive Officer [removed: effective] [added: since] March [removed: 1,] 2022.

[removed: From March 2016 until February 2021,] [added: Prior to becoming CEO,] he served as Executive Vice President and Chief [added: Operating Officer from February 2021 to February 2022, and as Executive Vice President and Chief] Financial [removed: Officer.][added: Officer from March 2016 to February 2021.]

[removed: From August 2012 until March 2016,] Mr. Kastner served as Corporate Vice President and General Manager, Corporate [removed: Development.][added: Development from August 2012 to March 2016, and as Vice President and Chief Financial Officer, Ingalls Shipbuilding, from March 2011 to August 2012.]

[removed: Prior to that and from March 2011,] [added: From October 2012 until] he [added: assumed his current role, he] served as Vice President and Chief Financial Officer of [removed: our] Ingalls Shipbuilding [removed: segment.][added: and, prior to that, served as Vice President, Contracts and Pricing at Ingalls.]

[removed: Before that and from 2008,] [added: Prior to the spin-off,] Mr. Kastner [removed: served] [added: held various positions, including] as Vice President, Business Management and Chief Financial [removed: Officer of NGSB,] [added: Officer, Northrop Grumman Shipbuilding,] Gulf Coast, and [removed: served] as Vice President, Contracts and Risk [removed: Management of] [added: Management,] Northrop Grumman Ship [removed: Systems from 2006 to 2008.][added: Systems.]

Borkey, Executive Vice President and Chief Technology Officer* – Mr. Borkey [removed: was elected] [added: has served as] Executive Vice President and Chief Technology Officer [removed: effective] [added: since] September [removed: 26,] 2022.

Prior to that, [removed: and from October 2017,] he served as [added: he served as] Chief Technology Officer at Alion Science and [removed: Technology.][added: Technology from October 2017 and continued in that role following the Company's acquisition of Alion until September 2022.]

Boudreaux, Executive Vice President and Chief Legal [removed: Officer -*] [added: Officer* –] Mr. Boudreaux [removed: was appointed] [added: has served as] Executive Vice President and Chief Legal Officer [removed: effective] [added: since] April [removed: 1,] 2020.

Before joining [removed: us,] [added: the Company,] Mr. Boudreaux practiced law at Baker Botts LLP, where he established the law firm’s Global Security and Corporate Risk Counseling practice group.

[removed: Boykin,] [added: Wilkinson,] Executive Vice President and President, Newport News [removed: Shipbuilding -*] [added: Shipbuilding* –] Ms. [removed: Boykin was elected] [added: Wilkinson has served as] Executive Vice President and President, Newport News Shipbuilding [removed: effective July 2017.][added: since January 2025.]

Chewning, Executive Vice President, Strategy and Development* [removed: -] [added: –] Mr. Chewning [removed: was elected] [added: has served as] Executive Vice President, Strategy and [removed: Development, effective] [added: Development since] January [removed: 30,] 2023.

Before joining HII, Mr. Chewning co-led McKinsey & Company's Aerospace & Defense practice in the Americas [removed: beginning in] [added: from] April [removed: 2020.][added: 2020 to January 2023.]

From January 2019 to January 2020, [removed: he] [added: Mr. Chewning] served as the Chief of Staff to the U.S. Secretary of Defense.

[removed: He] [added: Mr. Chewning] is a former U.S. Army military intelligence officer [removed: and, prior to that, was] [added: and previously worked as] an investment banker with Morgan Stanley & Co. [removed: Mr. Chewning received a B.A. and a M.A. in international relations from the University of Chicago and a M.B.A. from the Darden School of Business at the University of Virginia.]

Green III, Executive Vice President and President, Mission [removed: Technologies -*] [added: Technologies* –] Mr. Green [removed: was appointed] [added: has served as] Executive Vice President and President, Mission Technologies [removed: in] [added: since] December 2016.

Prior to [removed: that and] [added: that,] from January [removed: 2015,] [added: 2015 to December 2016,] he served as Corporate Vice President, Corporate Development.

From January 2013 to January 2015, Mr. Green served as Vice President, Component Manufacturing, for Newport News Shipbuilding, and, from March 2011 to January 2013, [removed: he served] as Corporate Vice President, Investor [removed: Relations, of HII.][added: Relations.]

Mr. Green [removed: also] served as a U.S. Navy nuclear submarine officer on board USS [removed: *Tecumseh*] [added: Tecumseh] (SSBN-628).

Harris, Executive Vice President and Chief Sustainability and Compliance Officer* – Mr. Harris [removed: was appointed] [added: has served as] Executive Vice President and Chief Sustainability and Compliance Officer [removed: effective] [added: since] March [removed: 14, 2022.][added: 2022, and from September 2020 to March 2022, he served as Corporate Vice President, Chief Compliance and Privacy Officer.]

Before joining HII, [removed: he] [added: Mr. Harris] served as Senior Vice President at Hampton [removed: University, his alma mater, beginning in] [added: University from] September [removed: 2016.][added: 2016 to September 2020.]

[removed: Prior to his service at the Department of Justice,] Mr. Harris [removed: served as] [added: was] a Member of the Virginia House of [removed: Delegates,] [added: Delegates] from 1998 to 2001.

[removed: From August 2015 until she joined] [added: Prior to joining] HII, she served as Vice President of Communications and Brand at Sierra Nevada Corporation, a defense contractor, [removed: where she oversaw the company's internal and external communications efforts in promoting and protecting the corporate brand.][added: from August 2015 until September 2021.]

[removed: Prior to that,] [added: In prior roles,] Ms. Hart [removed: was Venture Partner and] [added: served as] Vice President at Disruption Corporation and Crystal Tech [removed: Fund,] [added: Fund] and [removed: prior to that served] as Senior Communications Officer at The Pew Charitable Trusts.

Holmes, Executive Vice President, Government and Customer Relations* – Mr. Holmes [removed: was appointed] [added: has served as] Executive Vice President, Government and Customer Relations [removed: effective] [added: since] September [removed: 27, 2021, upon joining HII.][added: 2021.]

Our executive officers as of February 6, 2025 are listed below, along with their ages, position currently held, and business experience during at least the last five years.

| Jennifer R. Boykin | | | | | | 60 | | | | | | Executive Vice President, Special Projects | | |

*Brian D.

Blanchette, Executive Vice President and President, Ingalls Shipbuilding* – Mr. Blanchette has served as Executive Vice President and President, Ingalls Shipbuilding since January 2025.

He previously served as Vice President, Quality and Engineering for Ingalls Shipbuilding from July 2021 to December 2024.

From February 2015 to July 2021, he served as Director of Technical and Design Engineering at Ingalls Shipbuilding.

Mr. Blanchette began his career at Ingalls Shipbuilding in 1996 and has held various positions of increasing responsibility during his tenure in Engineering, Program Management and Business Development.

Before joining Alion, Mr. Borkey served as CTO for Thales Defense and Security and DRS Defense Solutions.

He joined the Company in 2011 as Corporate Vice President for Litigation, Investigations and Compliance and was named Chief Compliance Officer in 2013, serving in these roles until being named to his current position.

Boykin, Executive Vice President, Special Projects* – Ms. Boykin has served as Executive Vice President, Special Projects since January 2025.

She began her career in the Newport News Shipbuilding nuclear engineering division in 1987 and held positions of increasing responsibility at Newport News Shipbuilding, including as Vice President of Engineering and Design and Vice President of Quality and Process Excellence, until serving as Executive Vice President and President, Newport News Shipbuilding from July 2017 to December 2024.

Hart, Executive Vice President, Communications* – Ms. Hart has served as Executive Vice President, Communications since September 2021.

From April 2017 until September 2021, he served as Senior Vice President of Washington Operations for Textron Inc..

*Stephen R.

He previously served as Corporate Director and Assistant Treasurer from March 2011 to December 2024.

From 2001 to 2011, Mr. Powell was responsible for treasury, overhead and capital planning for Northrop Grumman Shipbuilding.

Mr. Stiehle is responsible for the Company’s business management functions, including investor relations, treasury, internal audit, contracts, accounting, financial reporting, planning and analysis, rates and budgets and mergers and acquisitions.

Prior to that, she served as Executive Vice President and President, Ingalls Shipbuilding, from April 2021 to December 2024.

References to our websites in this report are provided as a matter of convenience and do not constitute, and should not be viewed as, incorporation by reference of the information contained on, or available through, the website.

Accordingly, such information should not be considered part of this report..

Insider Trading Policy

Information concerning our Insider Trading Policy, will be incorporated herein by reference to the Proxy Statement for our 2025 Annual Meeting of Stockholders.

The following table sets forth certain information concerning our executive officers, including a five-year employment history.

From February 2021 until he was elected to his current position, he served as Executive Vice President and Chief Operating Officer.

Prior to that, he held several positions at other Northrop Grumman businesses, including Corporate Director of Strategic Transactions.

Mr. Kastner holds a B.A. in Political Science from the University of California at Santa Barbara and an M.B.A from Pepperdine University.

Before joining Alion, Mr. Borkey served as CTO to Thales Defense and Security and DRS Defense Solutions, where he was responsible for the technical roadmap and program operations to a wide range of products, including RF communications, C5ISR solutions, remote sensors, radars, sonars, and cyber/electronic warfare products.

Earlier in his career, Mr. Borkey performed a range of engineering and management assignments within Northrop Grumman and AT&T Bell Labs.

He received a Master's Degree in engineering management from Stevens Institute of Technology and holds an undergraduate degree in Applied Mathematics from the University of Albuquerque.

In this position, he has overall leadership

responsibility for our law department and outside counsel.

Prior to that appointment, Mr. Boudreaux managed HII’s litigation docket and oversaw our compliance program as the company’s first chief compliance officer.

He joined HII in 2011 as Corporate Vice President for Litigation, Investigations and Compliance.

Mr. Boudreaux earned a B.A. from Baylor University and a J.D. from the University of Memphis School of Law.

From 2012 until she assumed her current position, Ms. Boykin was Vice President, Engineering and Design for Newport News Shipbuilding.

Since joining Newport News Shipbuilding in the Nuclear Division in 1987, Ms. Boykin has had a variety of responsibilities, including serving as Vice President of Quality and Process Excellence, Director of Facilities and Waterfront Support, and program manager for the Nuclear Engineering Division.

Ms. Boykin also served as a construction superintendent for the aircraft carrier program during construction of USS *John C.

Stennis* and USS *Harry S.

Truman*.

Ms. Boykin holds a B.S. in Marine Engineering from the U.S. Merchant Marine Academy and a Master's Degree in Engineering Management from The George Washington University.

Prior to that and from October 2017, Mr. Chewning was the Deputy Assistant Secretary of Defense for Industrial Policy.

Prior to joining HII in 2011, Mr. Green served as Vice President of Investor Relations at Celanese Corp. Before that he was a Managing Director and research analyst at Wells Fargo Securities, where he covered the defense and aerospace industry, and a manufacturing plant engineer at Eaton Corp.’s Truck Components Division.

He holds a B.S. in Systems Engineering from the U.S. Naval Academy and an M.B.A. from Duke University.

Prior to that, and from September 2020, when he joined HII, Mr. Harris served as Corporate Vice President, Chief Compliance and Privacy Officer.

Before returning to Hampton, Mr. Harris held several positions of increasing authority and responsibility in corporate law departments, including Sodexo, Northrop Grumman, and Raytheon.

Prior to joining Raytheon, he served as Deputy Assistant Attorney General at the U.S. Department of Justice, where he later was elevated to Deputy Associate Attorney General.

A U.S. Army veteran, he earned a Bachelor of Arts degree from Hampton University and a Juris Doctor degree from The George Washington University Law School.

Hart, Executive Vice President, Communications* – Ms. Hart was appointed Executive Vice President, Communications effective September 27, 2021, upon joining HII.

She spent 16 years as an on-air television reporter, including serving as national correspondent for NBC News from June 1999 to June 2010.

Ms. Hart received a B.A. from Stanford University and a M.A. from Georgetown University.

From April 2017 until he joined HII, he served as Senior Vice President of Washington Operations for Textron Inc., where he was responsible for leading Textron’s government affairs activities and engaging with the legislative and executive branches, federal agencies, and industry associations. From January 2015 until March 2017, he served as Vice President of Washington Operations for Textron, where he was primarily responsible for leading lobbying efforts.

He received a B.S. from Tougaloo College and an M.B.A. from Indiana University.

Prior to that and since joining us in January 2012, he served as Corporate Assistant Controller.

From December 2009 until December 2011, Mr. Schuck served as Director, Finance at ManTech International Corporation.

Prior to that, he worked for PricewaterhouseCoopers and Arthur Andersen.

Mr. Schuck attended the National Institute of Economics and Accounting in Paris.

He holds a Bachelor's Degree and a Master's Degree in Accounting and Finance and is a certified public accountant.

He has also served in executive-level positions at Booz Allen Hamilton and Sprint.

Mr. Soong holds a bachelor’s degree in civil engineering from Virginia Tech.

He holds a Leadership Certificate from the University of Maryland and participated in the CIO Institute at the MIT Sloan School of Management.

From October 2012 until he assumed his current position, he served as Vice President and Chief Financial Officer of our Ingalls Shipbuilding segment.

Prior to that, Mr. Stiehle served as Vice President, Contracts and Pricing, for Ingalls Shipbuilding.

Information concerning executive compensation (other than information related to pay-for-performance), including information concerning compensation committee interlocks, insider participation, and the compensation committee [removed: report, will be incorporated herein by reference to the Proxy Statement for our 2024 Annual Meeting of Stockholders, to be filed within 120 days after the end of the Company’s fiscal year.]

report, will be incorporated herein by reference to the Proxy Statement for our 2025 Annual Meeting of Stockholders.

Information as to security ownership of certain beneficial owners and management and related stockholder matters will be incorporated herein by reference to the Proxy Statement for our [removed: 2024] [added: 2025] Annual Meeting of [removed: Stockholders, to be filed within 120 days after the end of the Company’s fiscal year.][added: Stockholders.]

The following table provides information regarding the equity securities available for issuance under our equity compensation plans as of December 31, [removed: 2023:][added: 2024:]

| Equity compensation plans approved by security holders | | | | | | [removed: 534,704] [added: 549,706] | | | | | | $0.00 | | | | | | [removed: 1,164,896] [added: 1,107,849] | | |

These shares were comprised of 14,972 stock rights granted under the 2011 Plan, [removed: 50,548 stock rights, 4,113 restricted] [added: 50,216] stock [removed: rights,] [added: rights] and [removed: 291,628] [added: 144,515] restricted performance stock rights granted under the 2012 Plan, and [removed: 7,333] [added: 16,199] stock rights, [removed: 9,521] [added: 82,346] restricted stock rights, and [removed: 156,589] [added: 241,458] restricted performance stock rights granted under the 2022 Plan, assuming target performance achievement.

| Total | | | | | | 549,706 | | | | | | $0.00 | | | | | | 1,107,849 | | |

| Total | | | | | | 534,704 | | | | | | $0.00 | | | | | | 1,164,896 | | |

Information as to certain relationships and related transactions and director independence will be incorporated herein by reference to the Proxy Statement for our [removed: 2024] [added: 2025] Annual Meeting of [removed: Stockholders, to be filed within 120 days after the end of the Company’s fiscal year.][added: Stockholders.]

Information as to principal accountant fees and services will be incorporated herein by reference to the Proxy Statement for our [removed: 2024] [added: 2025] Annual Meeting of [removed: Stockholders, to be filed within 120 days after the end of the Company’s fiscal year.][added: Stockholders.]

| Year Ended December 31, [removed: 2021] [added: 2024] | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Valuation allowance for deferred tax assets | | | | | | $ | 22 | | | | | $ | [removed: —] [added: 2] | | | | | $ | [removed: —] [added: 4] | | | | | $ | [removed: 22] [added: 28] | |

| Valuation allowance for deferred tax assets | | | | | | [removed: 22] [added: 28] | | | | | | [removed: 2] [added: 1] | | | | | | [removed: 4] [added: —] | | | | | | [removed: 28] [added: 29] | | |

| Valuation allowance for deferred tax assets | | | | | | $ | [removed: 28] [added: 29] | | | | | $ | [removed: 1] [added: (3)] | | | | | $ | — | | | | | $ | [removed: 29] [added: 26] | |

| 2.1 | | | | | | [Separation and Distribution Agreement, dated as of March 29, 2011, among Titan II Inc. (formerly Northrop Grumman Corporation), Northrop Grumman Corporation (formerly New P, Inc.), Huntington Ingalls Industries, Inc., Northrop Grumman Shipbuilding, Inc. and Northrop Grumman Systems Corporation (incorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K filed on April 4, [removed: 2011).](http://www.sec.gov/Archives/edgar/data/1501585/000095012311032558/v59141exv10w1.htm)] [added: 2011).](https://www.sec.gov/Archives/edgar/data/1501585/000095012311032558/v59141exv10w1.htm)] | | |

| 3.1 | | | | | | [Restated Certificate of Incorporation of Huntington Ingalls Industries, Inc., filed March 30, 2011 (incorporated by reference to Exhibit 3.1 to the Company's Current Report on Form 8-K filed on April 4, [removed: 2011).](http://www.sec.gov/Archives/edgar/data/1501585/000095012311032558/v59141exv3w1.htm)] [added: 2011).](https://www.sec.gov/Archives/edgar/data/1501585/000095012311032558/v59141exv3w1.htm)] | | |

| 3.2 | | | | | | [Certificate of Amendment to the Restated Certificate of Incorporation of Huntington Ingalls Industries, Inc., dated May 28, 2014 (incorporated by reference to Exhibit 3.2 to the Company’s Quarterly Report on Form 10-Q filed on August 7, [removed: 2014).](http://www.sec.gov/Archives/edgar/data/1501585/000150158514000034/hii-ex32q22014.htm)] [added: 2014).](https://www.sec.gov/Archives/edgar/data/1501585/000150158514000034/hii-ex32q22014.htm)] | | |

| 3.3 | | | | | | [Certificate of Amendment to the Restated Certificate of Incorporation of Huntington Ingalls Industries, Inc., dated May 21, 2015 (incorporated by reference to Exhibit 3.3 to the Company’s Quarterly Report on Form 10-Q filed on August 6, [removed: 2015).](http://www.sec.gov/Archives/edgar/data/1501585/000150158515000027/hii-ex33q22015.htm)] [added: 2015).](https://www.sec.gov/Archives/edgar/data/1501585/000150158515000027/hii-ex33q22015.htm)] | | |

| 4.1 | | | | | | [Indenture, dated as of December 1, 2017, by and among Huntington Ingalls Industries, Inc., the guarantors party thereto, and Wells Fargo Bank, National Association, as trustee (incorporated by reference to Exhibit 4.1 [removed: to the Company’s Current Report on Form] [added: to](https://www.sec.gov/Archives/edgar/data/1501585/000119312517359540/d462758dex41.htm) [Form] 8-K filed on December 4, [removed: 2017).](http://www.sec.gov/Archives/edgar/data/1501585/000119312517359540/d462758dex41.htm)] [added: 2017).](https://www.sec.gov/Archives/edgar/data/1501585/000119312517359540/d462758dex41.htm)] | | |

| 4.2 | | | | | | [First Supplemental Indenture, dated as of August 27, 2019, to the Indenture, dated as of December 1, 2017, among Huntington Ingalls Industries, Inc., the guarantors party thereto, and Wells Fargo Bank, National Association, as trustee (incorporated by reference to Exhibit 4.2 [removed: to the Company’s Quarterly Report on Form] [added: to](https://www.sec.gov/Archives/edgar/data/1501585/000150158519000026/exhibit42.htm) [Form] 10-Q filed on November 7, [removed: 2019).](http://www.sec.gov/Archives/edgar/data/1501585/000150158519000026/exhibit42.htm)] [added: 2019).](https://www.sec.gov/Archives/edgar/data/1501585/000150158519000026/exhibit42.htm)] | | |

| 4.3 | | | | | | [Second Supplemental Indenture, dated as of June 30, 2020, to the Indenture, dated as of December 1, 2017, among Huntington Ingalls Industries, Inc., the guarantors party thereto, and Wells Fargo Bank, National Association, as trustee (incorporated by reference to Exhibit 4.3 [removed: to the Company's Annual Report on Form] [added: to](https://www.sec.gov/Archives/edgar/data/1501585/000150158521000008/hii-ex43202010xk.htm) [Form] 10-K filed on February 11, 2021).](https://www.sec.gov/Archives/edgar/data/1501585/000150158521000008/hii-ex43202010xk.htm) | | |

| 4.4 | | | | | | [Third Supplemental Indenture, dated as of December 14, 2021, to the Indenture, dated as of December 1, 2017, among Huntington Ingalls Industries, Inc., the guarantors party thereto, and Wells Fargo Bank, National Association, as trustee (incorporated by reference to Exhibit 4.4 [removed: to the Company's Annual Report on Form] [added: to](https://www.sec.gov/Archives/edgar/data/1501585/000150158522000007/hii-ex44202110xk.htm) [Form] 10-K filed on February 10, 2022).](https://www.sec.gov/Archives/edgar/data/1501585/000150158522000007/hii-ex44202110xk.htm) | | |

| 4.5 | | | | | | [Indenture, dated March 30, 2020, by and among Huntington Ingalls Industries, Inc., the guarantors party thereto, and Wells Fargo Bank, National Association, as trustee (incorporated by reference to Exhibit 4.1 [removed: to the Company's Current Report on Form] [added: to](https://www.sec.gov/Archives/edgar/data/1501585/000119312520091072/d908906dex41.htm) [Form] 8-K filed on March 30, 2020).](https://www.sec.gov/Archives/edgar/data/1501585/000119312520091072/d908906dex41.htm) | | |

| 4.8 | | | | | | [Indenture, dated as of August 16, 2021, by and among Huntington Ingalls Industries, Inc., certain subsidiaries of Huntington Ingalls Industries, Inc., and U.S. Bank National Association, as trustee (incorporated by reference to Exhibit 4.1 [removed: to the Company's Current Report on Form] [added: to](https://www.sec.gov/Archives/edgar/data/1501585/000119312521247744/d199506dex41.htm) [Form] 8–K filed on August 16, 2021).](https://www.sec.gov/Archives/edgar/data/1501585/000119312521247744/d199506dex41.htm) | | |

| 4.9 | | | | | | [First Supplemental Indenture, dated as of December 14, 2021, to the Indenture, dated as of August 16, 2021, by and among Huntington Ingalls Industries, Inc., certain subsidiaries of Huntington Ingalls Industries, Inc. and U.S. Bank National Association, as trustee (incorporated by reference to Exhibit 4.9 [removed: to the Company's Annual Report on Form] [added: to](https://www.sec.gov/Archives/edgar/data/1501585/000150158522000007/hii-ex49202110xk.htm) [Form] 10-K filed on February 10, 2022).](https://www.sec.gov/Archives/edgar/data/1501585/000150158522000007/hii-ex49202110xk.htm) | | |

| 4.10 | | | | | | [Description of [removed: Securities](https://www.sec.gov/Archives/edgar/data/1501585/000150158524000007/hii-ex410202310xk.htm)] [added: Securities](https://www.sec.gov/Archives/edgar/data/1501585/000150158525000006/hii-ex410202410xk.htm)] | | |

| 10.1 | | | | | | [Amended and Restated Revolving Credit Agreement, dated as of August 2, 2021, among Huntington Ingalls Industries, Inc., the lenders party thereto, and JPMorgan Chase Bank, N.A., as Administrative Agent and an Issuing Bank (incorporated by reference to Exhibit 10.1 [removed: to the Company's Quarterly Report on Form] [added: to](https://www.sec.gov/Archives/edgar/data/1501585/000150158521000029/exhibit101amendedandrestat.htm) [Form] 10-Q filed on August 5, [removed: 2021).](https://www.sec.gov/Archives/edgar/data/0001501585/000150158521000029/exhibit101amendedandrestat.htm)] [added: 2021](https://www.sec.gov/Archives/edgar/data/1501585/000150158521000029/exhibit101amendedandrestat.htm)[, File No. 001-34910](https://www.sec.gov/Archives/edgar/data/1501585/000150158521000029/exhibit101amendedandrestat.htm)[).](https://www.sec.gov/Archives/edgar/data/1501585/000150158521000029/exhibit101amendedandrestat.htm)] | | |

| 10.2 | | | | | | [Credit Agreement, dated as of August 2, 2021, among Huntington Ingalls Industries, Inc., the lenders party thereto, and JPMorgan Chase Bank, N.A., as Administrative Agent](https://www.sec.gov/Archives/edgar/data/1501585/000150158521000029/exhibit102creditagreement.htm) [(incorporated by reference to Exhibit 10.2 [removed: to the Company's Quarterly Report on Form] [added: to](https://www.sec.gov/Archives/edgar/data/1501585/000150158521000029/exhibit102creditagreement.htm) [Form] 10-Q filed on August 5, [removed: 2021).](https://www.sec.gov/Archives/edgar/data/1501585/000150158521000029/exhibit102creditagreement.htm)] [added: 2021](https://www.sec.gov/Archives/edgar/data/1501585/000150158521000029/exhibit102creditagreement.htm)[, File No. 001-34910](https://www.sec.gov/Archives/edgar/data/1501585/000150158521000029/exhibit102creditagreement.htm)[).](https://www.sec.gov/Archives/edgar/data/1501585/000150158521000029/exhibit102creditagreement.htm)] | | |

| 10.3 | | | | | | [Form of Amended and Restated Indemnification Agreement and Schedule of directors and officers who have entered into such agreement (incorporated by reference to Exhibit 10.2 [removed: to the Company's Annual Report on Form] [added: to](https://www.sec.gov/Archives/edgar/data/1501585/000150158515000005/hii-ex102201410xk.htm) [Form] 10-K filed on February 19, [removed: 2015).](http://www.sec.gov/Archives/edgar/data/1501585/000150158515000005/hii-ex102201410xk.htm)] [added: 2015](https://www.sec.gov/Archives/edgar/data/1501585/000150158515000005/hii-ex102201410xk.htm)[, File No. 001-34910](https://www.sec.gov/Archives/edgar/data/1501585/000150158515000005/hii-ex102201410xk.htm)[).](https://www.sec.gov/Archives/edgar/data/1501585/000150158515000005/hii-ex102201410xk.htm)] | | |

| 10.4 | | | | | | [Intellectual Property License Agreement, dated as of March 29, 2011, between Northrop Grumman Systems Corporation and Northrop Grumman Shipbuilding, Inc. (incorporated by reference to Exhibit 10.4 to [removed: the Company's Current Report on] Form 8-K filed on April 4, [removed: 2011).](http://www.sec.gov/Archives/edgar/data/1501585/000095012311032558/v59141exv10w4.htm)] [added: 2011, File No. 001-34910).](https://www.sec.gov/Archives/edgar/data/1501585/000095012311032558/v59141exv10w4.htm)] | | |

| 10.5 | | | | | | [Tax Matters Agreement, dated as of March 29, 2011, among Northrop Grumman Corporation (formerly New P, Inc.), Huntington Ingalls Industries, Inc. and Titan II Inc. (formerly Northrop Grumman Corporation) (incorporated by reference to Exhibit 10.5 to [removed: the Company's Current Report on] Form 8-K filed on April 4, [removed: 2011).](http://www.sec.gov/Archives/edgar/data/1501585/000095012311032558/v59141exv10w5.htm)] [added: 2011, File No. 001-34910).](https://www.sec.gov/Archives/edgar/data/1501585/000095012311032558/v59141exv10w5.htm)] | | |

| 10.6 | | | | | | [Loan Agreement, dated as of May 1, 1999, between Ingalls Shipbuilding, Inc. and the Mississippi Business Finance Corporation relating to the Economic Development Revenue Bonds (Ingalls Shipbuilding, Inc. Project) Taxable Series 1999A due 2024 (incorporated by reference to Exhibit 10.6 to the Company's Amendment No. 1 to Registration Statement on Form 10 filed on November 24, [removed: 2010).](http://www.sec.gov/Archives/edgar/data/1501585/000095012310108394/v57513a1exv10w6.htm)] [added: 2010).](https://www.sec.gov/Archives/edgar/data/1501585/000095012310108394/v57513a1exv10w6.htm)] | | |

| 10.7 | | | | | | [Indenture of Trust, dated as of May 1, 1999, between the Mississippi Business Finance Corporation and the First National Bank of Chicago, as Trustee, relating to the Economic Development Revenue Bonds (Ingalls Shipbuilding, Inc. Project) Taxable Series 1999A due 2024 (incorporated by reference to Exhibit 10.7 to the Company's Amendment No. 1 to Registration Statement on Form 10 filed on November 24, [removed: 2010).](http://www.sec.gov/Archives/edgar/data/1501585/000095012310108394/v57513a1exv10w7.htm)] [added: 2010).](https://www.sec.gov/Archives/edgar/data/1501585/000095012310108394/v57513a1exv10w7.htm)] | | |