Item 1. Financial Statements

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (UNAUDITED)

						Three Months Ended September 30												Nine Months Ended September 30
(in millions, except per share amounts)						2023						2022						2023						2022
Sales and service revenues
Product sales						$	1,835					$	1,774					$	5,543					$	5,327
Service revenues						981						852						2,734						2,537
Sales and service revenues						2,816						2,626						8,277						7,864
Cost of sales and service revenues
Cost of product sales						1,541						1,517						4,711						4,511
Cost of service revenues						859						747						2,411						2,252
Income from operating investments, net						9						13						25						47
General and administrative expenses						253						244						711						688
Operating income						172						131						469						460
Other income (expense)
Interest expense						(22)						(27)						(70)						(79)
Non-operating retirement benefit						37						71						111						209
Other, net						2						(13)						11						(30)
Earnings before income taxes						189						162						521						560
Federal and foreign income tax expense						41						24						114						104
Net earnings						$	148					$	138					$	407					$	456
Basic earnings per share						$	3.70					$	3.44					$	10.18					$	11.37
Weighted-average common shares outstanding						40.0						40.1						40.0						40.1
Diluted earnings per share						$	3.70					$	3.44					$	10.18					$	11.37
Weighted-average diluted shares outstanding						40.0						40.1						40.0						40.1
Dividends declared per share						$	1.24					$	1.18					$	3.72					$	3.54
Net earnings from above						$	148					$	138					$	407					$	456
Other comprehensive income (loss)
Change in unamortized benefit plan costs						4						12						13						(61)
Other						—						(1)						—						(2)
Tax benefit (expense) for items of other comprehensive income						(2)						(3)						(4)						16
Other comprehensive income (loss), net of tax						2						8						9						(47)
Comprehensive income						$	150					$	146					$	416					$	409

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

HUNTINGTON INGALLS INDUSTRIES, INC.

CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL POSITION (UNAUDITED)

($ in millions)						September 30, 2023						December 31, 2022
Assets
Current Assets
Cash and cash equivalents						$	109					$	467
Accounts receivable, net of allowance for doubtful accounts of $2 million as of 2023 and 2022						698						636
Contract assets						1,300						1,240
Inventoried costs						194						183
Income taxes receivable						180						170
Prepaid expenses and other current assets						106						50
Total current assets						2,587						2,746
Property, plant, and equipment, net of accumulated depreciation of $2,448 million as of 2023 and $2,319 million as of 2022						3,201						3,198
Operating lease assets						248						282
Goodwill						2,618						2,618
Other intangible assets, net of accumulated amortization of $977 million as of 2023 and $881 million as of 2022						923						1,019
Pension plan assets						670						600
Miscellaneous other assets						374						394
Total assets						$	10,621					$	10,857
Liabilities and Stockholders' Equity
Current Liabilities
Trade accounts payable						$	535					$	642
Accrued employees’ compensation						361						345
Current portion of long-term debt						255						399
Current portion of postretirement plan liabilities						134						134
Current portion of workers’ compensation liabilities						223						229
Contract liabilities						878						766
Other current liabilities						431						380
Total current liabilities						2,817						2,895
Long-term debt						2,213						2,506
Pension plan liabilities						219						214
Other postretirement plan liabilities						257						260
Workers’ compensation liabilities						452						463
Long-term operating lease liabilities						212						246
Deferred tax liabilities						341						418
Other long-term liabilities						377						366
Total liabilities						6,888						7,368
Commitments and Contingencies (Note 10)
Stockholders’ Equity
Common stock, $0.01 par value; 150,000,000 shares authorized; 53,595,352 shares issued and 39,779,936 shares outstanding as of September 30, 2023, and 53,503,317 shares issued and 39,863,456 shares outstanding as of December 31, 2022						1						1
Additional paid-in capital						2,038						2,022
Retained earnings						4,532						4,276
Treasury stock						(2,248)						(2,211)
Accumulated other comprehensive loss						(590)						(599)
Total stockholders’ equity						3,733						3,489
Total liabilities and stockholders’ equity						$	10,621					$	10,857

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

HUNTINGTON INGALLS INDUSTRIES, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)

						Nine Months Ended September 30
($ in millions)						2023						2022
Operating Activities
Net earnings						$	407					$	456
Adjustments to reconcile to net cash used in operating activities
Depreciation						163						158
Amortization of purchased intangibles						96						105
Amortization of debt issuance costs						6						6
Provision for doubtful accounts						—						(7)
Stock-based compensation						27						28
Deferred income taxes						(81)						(14)
Loss (gain) on investments in marketable securities						(10)						34
Change in
Accounts receivable						(62)						(281)
Contract assets						(60)						(254)
Inventoried costs						(12)						(13)
Prepaid expenses and other assets						(66)						(4)
Accounts payable and accruals						45						48
Retiree benefits						(55)						(99)
Other non-cash transactions, net						10						2
Net cash provided by operating activities						408						165
Investing Activities
Capital expenditures
Capital expenditure additions						(164)						(179)
Grant proceeds for capital expenditures						14						—
Investment in affiliates						(24)						(5)
Proceeds from equity method investments						61						6
Other investing activities, net						2						—
Net cash used in investing activities						(111)						(178)
Financing Activities
Repayment of long-term debt						(455)						(300)
Dividends paid						(149)						(142)
Repurchases of common stock						(37)						(41)
Employee taxes on certain share-based payment arrangements						(13)						(14)
Other financing activities, net						(1)						—
Net cash used in financing activities						(655)						(497)
Change in cash and cash equivalents						(358)						(510)
Cash and cash equivalents, beginning of period						467						627
Cash and cash equivalents, end of period						$	109					$	117
Supplemental Cash Flow Disclosure
Cash paid for income taxes (net of refunds)						$	227					$	107
Cash paid for interest						$	63					$	61
Non-Cash Investing and Financing Activities
Capital expenditures accrued in accounts payable						$	6					$	5

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

HUNTINGTON INGALLS INDUSTRIES, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY (UNAUDITED)

Three Months Ended September 30, 2023 and 2022 ($ in millions)						Common Stock						Additional Paid-in Capital						Retained Earnings (Deficit)						Treasury Stock						Accumulated Other Comprehensive Income (Loss)						Total Stockholders' Equity
Balance as of June 30, 2022						$	1					$	2,002					$	4,113					$	(2,186)					$	(978)					$	2,952
Net earnings						—						—						138						—						—						138
Dividends declared ($1.18 per share)						—						—						(48)						—						—						(48)
Stock-based compensation						—						12						—						—						—						12
Other comprehensive income, net of tax						—						—						—						—						8						8
Treasury stock activity						—						—						—						(14)						—						(14)
Balance as of September 30, 2022						$	1					$	2,014					$	4,203					$	(2,200)					$	(970)					$	3,048
Balance as of June 30, 2023						$	1					$	2,030					$	4,434					$	(2,227)					$	(592)					$	3,646
Net earnings						—						—						148						—						—						148
Dividends declared ($1.24 per share)						—						—						(50)						—						—						(50)
Stock-based compensation						—						8						—						—						—						8
Other comprehensive income, net of tax						—						—						—						—						2						2
Treasury stock activity						—						—						—						(21)						—						(21)
Balance as of September 30, 2023						$	1					$	2,038					$	4,532					$	(2,248)					$	(590)					$	3,733

Nine Months Ended September 30, 2023 and 2022 ($ in millions)						Common Stock						Additional Paid-in Capital						Retained Earnings (Deficit)						Treasury Stock						Accumulated Other Comprehensive Income (Loss)						Total Stockholders' Equity
Balance as of December 31, 2021						$	1					$	1,998					$	3,891					$	(2,159)					$	(923)					$	2,808
Net earnings						—						—						456						—						—						456
Dividends declared ($3.54 per share)						—						—						(142)						—						—						(142)
Stock-based compensation						—						16						(2)						—						—						14
Other comprehensive loss, net of tax						—						—						—						—						(47)						(47)
Treasury stock activity						—						—						—						(41)						—						(41)
Balance as of September 30, 2022						$	1					$	2,014					$	4,203					$	(2,200)					$	(970)					$	3,048
Balance as of December 31, 2022						$	1					$	2,022					$	4,276					$	(2,211)					$	(599)					$	3,489
Net earnings						—						—						407						—						—						407
Dividends declared ($3.72 per share)						—						—						(149)						—						—						(149)
Stock-based compensation						—						16						(2)						—						—						14
Other comprehensive income, net of tax						—						—						—						—						9						9
Treasury stock activity						—						—						—						(37)						—						(37)
Balance as of September 30, 2023						$	1					$	2,038					$	4,532					$	(2,248)					$	(590)					$	3,733

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

HUNTINGTON INGALLS INDUSTRIES, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

1. DESCRIPTION OF BUSINESS

Huntington Ingalls Industries, Inc. ("HII" or the "Company") is a global, all-domain defense partner, building and delivering the world’s most powerful, survivable naval ships and technologies that safeguard America’s seas, sky, land, space, and cyber. HII is organized into three reportable segments: Ingalls Shipbuilding ("Ingalls"), Newport News Shipbuilding ("Newport News"), and Mission Technologies. For more than a century, the Company's Ingalls segment in Mississippi and Newport News segment in Virginia have built more ships in more ship classes than any other U.S. naval shipbuilder, making HII America's largest shipbuilder. The Mission Technologies segment develops integrated solutions that enable today's connected, all-domain force.

2. BASIS OF PRESENTATION

Principles of Consolidation - The unaudited condensed consolidated financial statements of HII and its subsidiaries have been prepared in conformity with accounting principles generally accepted in the United States of America ("GAAP") and the instructions to Form 10-Q promulgated by the Securities and Exchange Commission ("SEC"). As used in the Notes to the Condensed Consolidated Financial Statements (Unaudited), the terms "HII" and "the Company" refer to HII and its subsidiaries. All intercompany transactions and balances are eliminated in consolidation. For classification of current assets and liabilities related to its long-term production contracts, the Company uses the duration of these contracts as its operating cycle, which is generally longer than one year. Additionally, certain prior year amounts have been reclassified to conform to the current year presentation.

These unaudited condensed consolidated financial statements include all adjustments of a normal recurring nature considered necessary by management for a fair presentation of the unaudited condensed consolidated financial position, results of operations, and cash flows and should be read in conjunction with the Company's audited consolidated financial statements included in the Company's Annual Report on Form 10-K for the year ended December 31, 2022 (the "2022 Annual Report on Form 10-K").

The quarterly information is labeled using a calendar convention; that is, first quarter is consistently labeled as ending on March 31, second quarter as ending on June 30, and third quarter as ending on September 30. It is management's long-standing practice to establish interim closing dates using a "fiscal" calendar, which requires the businesses to close their books on a Friday near these quarter-end dates in order to normalize the potentially disruptive effects of quarterly closings on business processes. The effects of this practice only exist for interim periods within a reporting year.

Accounting Estimates - The preparation of the Company's unaudited condensed consolidated financial statements requires management to make estimates and judgments that affect the reported amounts of assets and liabilities and the disclosure of contingencies at the date of the financial statements, as well as the reported amounts of revenues and expenses during the reporting period. Estimates have been prepared on the basis of the most current and best available information, and actual results could differ materially from those estimates.

Fair Value of Financial Instruments - Except for the Company's long-term debt, the carrying amounts of the Company's financial instruments that are recorded at historical cost approximate fair value due to the short-term nature of the instruments and low credit risk associated with the respective counterparties.

The Company maintains multiple grantor trusts to fund certain non-qualified pension plans. These trusts were valued at $211 million and $209 million as of September 30, 2023, and December 31, 2022, respectively, and are presented within miscellaneous other assets within the unaudited condensed consolidated statements of financial position. These trusts consist primarily of investments in marketable securities, which are held at fair value within Level 1 of the fair value hierarchy.

The estimated fair values of the Company's total long-term debt (including current portion), excluding finance lease liabilities, as of September 30, 2023, and December 31, 2022, were $2,264 million and $2,703 million, respectively. The estimated fair values of the current portion of the Company's long-term debt were $253 million and $390 million as of September 30, 2023 and December 31, 2022, respectively. The fair values of the Company's long-term debt were calculated based on recent trades of the Company's debt instruments in inactive markets, which fall within Level 2 under the fair value hierarchy.

Debt - In April 2023, the Company amended its existing $1.5 billion credit facility (the "Revolving Credit Facility") and term loan due August 19, 2024 (the "Term Loan") to change the benchmark interest rate from the London Interbank Offered Rate to the Secured Overnight Financing Rate (“SOFR”). The current interest rate is based on SOFR plus an interest spread based on the Company's credit rating, plus an additional 0.10%. The Company does not expect the transition to the SOFR benchmark to materially impact its financial results. For further information on the Company's debt, see the Company's 2022 Annual Report on Form 10-K.

Goodwill Impairment and Annual Assessment Date Change - 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. The Company continues to perform a quarterly assessment for impairment between annual tests for impairment.

Sale of Equity Method Investment - In June 2023, the Company sold its investment in an unconsolidated ship repair and specialty fabrication joint venture, Titan Acquisition Holdings, L.P. ("Titan"). The Company received $61 million in proceeds and recognized an immaterial loss on sale.

3. ACCOUNTING STANDARDS UPDATES

Accounting pronouncements issued but not effective until after December 31, 2023, are not expected to have a material impact on the Company's consolidated financial position, results of operations, and cash flows.

4. STOCKHOLDERS' EQUITY

Treasury Stock - In November 2019, the Company's board of directors authorized an increase in the Company's stock repurchase program from $2.2 billion to $3.2 billion and an extension of the term of the program to October 31, 2024. Repurchases are made from time to time at management's discretion in accordance with applicable federal securities laws. For the nine months ended September 30, 2023, the Company repurchased 175,555 shares at an aggregate cost of $37 million. For the nine months ended September 30, 2022, the Company repurchased 196,850 shares at an aggregate cost of $41 million. The cost of purchased shares is recorded as treasury stock in the unaudited condensed consolidated statements of financial position.

Dividends - The Company paid cash dividends totaling $149 million and $142 million for the nine months ended September 30, 2023 and 2022, respectively.

Accumulated Other Comprehensive Loss - Other comprehensive income (loss) refers to gains and losses recorded as an element of stockholders' equity but excluded from net earnings. The accumulated other comprehensive loss was comprised of unamortized benefit plan costs of $590 million and $599 million as of September 30, 2023 and December 31, 2022, respectively.

The changes in accumulated other comprehensive loss by component for the three and nine months ended September 30, 2023 and 2022, were as follows:

($ in millions)						Benefit Plans						Other						Total
Balance as of June 30, 2022						$	(977)					$	(1)					$	(978)
Other comprehensive income (loss) before reclassifications						3						(1)						2
Amounts reclassified from accumulated other comprehensive loss
Amortization of prior service cost1						5						—						5
Amortization of net actuarial loss1						8						—						8
Settlement gain1						(4)						—						(4)
Tax (expense) benefit for items of other comprehensive income						(4)						1						(3)
Net current period other comprehensive income						8						—						8
Balance as of September 30, 2022						$	(969)					$	(1)					$	(970)
Balance as of June 30, 2023						$	(592)					$	—					$	(592)
Amounts reclassified from accumulated other comprehensive loss
Amortization of prior service cost1						3						—						3
Amortization of net actuarial loss1						1						—						1
Tax expense for items of other comprehensive income						(2)						—						(2)
Net current period other comprehensive income						2						—						2
Balance as of September 30, 2023						$	(590)					$	—					$	(590)

($ in millions)						Benefit Plans						Other						Total
Balance as of December 31, 2021						$	(923)					$	—					$	(923)
Other comprehensive loss before reclassifications						(94)						(2)						(96)
Amounts reclassified from accumulated other comprehensive loss
Amortization of prior service credit1						13						—						13
Amortization of net actuarial loss1						24						—						24
Settlement gain1						(4)						—						(4)
Tax benefit for items of other comprehensive loss						15						1						16
Net current period other comprehensive loss						(46)						(1)						(47)
Balance as of September 30, 2022						$	(969)					$	(1)					$	(970)
Balance as of December 31, 2022						$	(599)					$	—					(599)
Amounts reclassified from accumulated other comprehensive loss
Amortization of prior service cost1						11						—						11
Amortization of net actuarial loss1						2						—						2
Tax expense for items of other comprehensive income						(4)						—						(4)
Net current period other comprehensive income						9						—						9
Balance as of September 30, 2023						$	(590)					$	—					$	(590)

1 These accumulated comprehensive loss components are included in the computation of net periodic benefit cost. See Note 12: Employee Pension and Other Postretirement Benefits. The tax expense recorded in stockholders' equity for the amounts reclassified from accumulated other comprehensive loss for each of the three months ended September 30, 2023 and 2022, was $2 million. The tax expense recorded in stockholders' equity for the amounts reclassified from accumulated other comprehensive loss for the nine months ended September 30, 2023 and 2022, was $4 million and $8 million, respectively.

5. EARNINGS PER SHARE

Basic and diluted earnings per common share were calculated as follows:

						Three Months Ended September 30												Nine Months Ended September 30
(in millions, except per share amounts)						2023						2022						2023						2022
Net earnings						$	148					$	138					$	407					$	456
Weighted-average common shares outstanding						40.0						40.1						40.0						40.1
Net dilutive effect of stock awards						—						—						—						—
Dilutive weighted-average common shares outstanding						40.0						40.1						40.0						40.1
Earnings per share - basic						$	3.70					$	3.44					$	10.18					$	11.37
Earnings per share - diluted						$	3.70					$	3.44					$	10.18					$	11.37

Under the treasury stock method, the Company has excluded from the diluted share amounts presented above the effects of 0.4 million Restricted Performance Stock Rights ("RPSRs") for each of the three and nine months ended September 30, 2023, and 2022.

6. REVENUE

Disaggregation of Revenue

The following tables present revenues on a disaggregated basis, in a manner that reconciles with the Company's reportable segment disclosures, for the following categories: product versus service type, customer type, contract type, and major program. The Company believes that this level of disaggregation provides investors with information to evaluate the Company’s financial performance and provides the Company with information to make capital allocation decisions in the most appropriate manner. For more information on the Company's contracts, see “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Part II, Item 7 of the Company's 2022 Annual Report on Form 10-K.

The following tables present revenues on a disaggregated basis:

						Three Months Ended September 30, 2023
($ in millions)						Ingalls						Newport News						Mission Technologies						Intersegment Eliminations						Total
Revenue Type
Product sales						$	637					$	1,170					$	28					$	—					$	1,835
Service revenues						73						281						627						—						981
Intersegment						1						2						30						(33)						—
Sales and service revenues						$	711					$	1,453					$	685					$	(33)					$	2,816
Customer Type
Federal						$	710					$	1,451					$	647					$	—					$	2,808
Commercial						—						—						7						—						7
State and local government agencies						—						—						1						—						1
Intersegment						1						2						30						(33)						—
Sales and service revenues						$	711					$	1,453					$	685					$	(33)					$	2,816
Contract Type
Firm fixed-price						$	—					$	1					$	77					$	—					$	78
Fixed-price incentive						637						779						3						—						1,419
Cost-type						73						671						521						—						1,265
Time and materials						—						—						54						—						54
Intersegment						1						2						30						(33)						—
Sales and service revenues						$	711					$	1,453					$	685					$	(33)					$	2,816

						Three Months Ended September 30, 2022
($ in millions)						Ingalls						Newport News						Mission Technologies						Intersegment Eliminations						Total
Revenue Type
Product sales						$	577					$	1,185					$	12					$	—					$	1,774
Service revenues						41						259						552						—						852
Intersegment						5						1						31						(37)						—
Sales and service revenues						$	623					$	1,445					$	595					$	(37)					$	2,626
Customer Type
Federal						$	618					$	1,444					$	554					$	—					$	2,616
Commercial						—						—						9						—						9
State and local government agencies						—						—						1						—						1
Intersegment						5						1						31						(37)						—
Sales and service revenues						$	623					$	1,445					$	595					$	(37)					$	2,626
Contract Type
Firm fixed-price						$	1					$	1					$	59					$	—					$	61
Fixed-price incentive						577						723						—						—						1,300
Cost-type						40						720						437						—						1,197
Time and materials						—						—						68						—						68
Intersegment						5						1						31						(37)						—
Sales and service revenues						$	623					$	1,445					$	595					$	(37)					$	2,626

						Nine Months Ended September 30, 2023
($ in millions)						Ingalls						Newport News						Mission Technologies						Intersegment Eliminations						Total
Revenue Type
Product sales						$	1,775					$	3,688					$	80					$	—					$	5,543
Service revenues						171						777						1,786						—						2,734
Intersegment						6						3						88						(97)						—
Sales and service revenues						$	1,952					$	4,468					$	1,954					$	(97)					$	8,277
Customer Type
Federal						$	1,946					$	4,465					$	1,836					$	—					$	8,247
Commercial						—						—						29						—						29
State and local government agencies						—						—						1						—						1
Intersegment						6						3						88						(97)						—
Sales and service revenues						$	1,952					$	4,468					$	1,954					$	(97)					$	8,277
Contract Type
Firm fixed-price						$	2					$	3					$	236					$	—					$	241
Fixed-price incentive						1,776						2,432						4						—						4,212
Cost-type						168						2,030						1,464						—						3,662
Time and materials						—						—						162						—						162
Intersegment						6						3						88						(97)						—
Sales and service revenues						$	1,952					$	4,468					$	1,954					$	(97)					$	8,277

						Nine Months Ended September 30, 2022
($ in millions)						Ingalls						Newport News						Mission Technologies						Intersegment Eliminations						Total
Revenue Type
Product sales						$	1,766					$	3,496					$	65					$	—					$	5,327
Service revenues						136						768						1,633						—						2,537
Intersegment						10						4						87						(101)						—
Sales and service revenues						$	1,912					$	4,268					$	1,785					$	(101)					$	7,864
Customer Type
Federal						$	1,902					$	4,264					$	1,665					$	—					$	7,831
Commercial						—						—						32						—						32
State and local government agencies						—						—						1						—						1
Intersegment						10						4						87						(101)						—
Sales and service revenues						$	1,912					$	4,268					$	1,785					$	(101)					$	7,864
Contract Type
Firm fixed-price						$	7					$	12					$	192					$	—					$	211
Fixed-price incentive						1,762						2,180						—						—						3,942
Cost-type						133						2,072						1,299						—						3,504
Time and materials						—						—						207						—						207
Intersegment						10						4						87						(101)						—
Sales and service revenues						$	1,912					$	4,268					$	1,785					$	(101)					$	7,864

						Three Months Ended September 30												Nine Months Ended September 30
($ in millions)						2023						2022						2023						2022
Major Programs
Amphibious assault ships						$	396					$	325					$	1,093					$	1,060
Surface combatants and coast guard cutters						313						291						853						840
Other						2						7						6						12
Total Ingalls						711						623						1,952						1,912
Aircraft carriers						782						762						2,447						2,318
Submarines						515						519						1,592						1,459
Other						156						164						429						491
Total Newport News						1,453						1,445						4,468						4,268
Mission based solutions						567						493						1,609						1,472
Other						118						102						345						313
Total Mission Technologies						685						595						1,954						1,785
Intersegment eliminations						(33)						(37)						(97)						(101)
Sales and service revenues						$	2,816					$	2,626					$	8,277					$	7,864

As of September 30, 2023, the Company had $49.4 billion of remaining performance obligations. The Company expects to recognize approximately 30% of its remaining performance obligations as revenue through 2024, an additional 30% through 2026, and the balance thereafter.

Cumulative Catch-up Revenue Adjustments

For the three months ended September 30, 2023, net cumulative catch-up revenue adjustments increased operating income and increased diluted earnings per share by $21 million and $0.41, respectively. For the three months ended September 30, 2022, net cumulative catch-up revenue adjustments increased operating income and increased diluted earnings per share by $27 million and $0.53, respectively. For the nine months ended September 30, 2023, net cumulative catch-up revenue adjustments increased operating income and increased diluted earnings per share by $50 million and $0.99, respectively. For the nine months ended September 30, 2022, net cumulative

catch-up revenue adjustments increased operating income and increased diluted earnings per share by $140 million and $2.75, respectively.

For the three and nine months ended September 30, 2023, no individual favorable cumulative catch-up revenue adjustment was material to the Company's unaudited condensed consolidated statements of operations and comprehensive income. For the three and nine months ended September 30, 2023, no individual unfavorable cumulative catch-up revenue adjustment was material to the Company's unaudited condensed consolidated statements of operations and comprehensive income.

Cumulative catch-up revenue adjustments for the three months ended September 30, 2022, included a favorable adjustment of $41 million on a contract at the Company's Newport News segment, which increased diluted earnings per share by $0.80. For the nine months ended September 30, 2022, no individual favorable cumulative catch-up revenue adjustment was material to the Company's unaudited condensed consolidated statements of operations and comprehensive income. For the three and nine months ended September 30, 2022, no individual unfavorable cumulative catch-up revenue adjustment was material to the Company's unaudited condensed consolidated statements of operations and comprehensive income.

Contract Balances

The Company reports contract balances in a net contract asset or contract liability position on a contract-by-contract basis at the end of each reporting period. The Company’s net contract assets decreased $52 million from December 31, 2022, to September 30, 2023, primarily resulting from billings on certain U.S. Navy contracts. For the three and nine months ended September 30, 2023, the Company recognized revenue of $5 million and $678 million, respectively, related to its contract liabilities as of December 31, 2022. For the three and nine months ended September 30, 2022, the Company recognized revenue of $17 million and $548 million, respectively, related to its contract liabilities as of December 31, 2021.

7. SEGMENT INFORMATION

The following table presents segment results for the three and nine months ended September 30, 2023 and 2022:

						Three Months Ended September 30												Nine Months Ended September 30
($ in millions)						2023						2022						2023						2022
Sales and Service Revenues
Ingalls						$	711					$	623					$	1,952					$	1,912
Newport News						1,453						1,445						4,468						4,268
Mission Technologies						685						595						1,954						1,785
Intersegment eliminations						(33)						(37)						(97)						(101)
Sales and service revenues						$	2,816					$	2,626					$	8,277					$	7,864
Operating Income
Ingalls						$	73					$	50					$	193					$	242
Newport News						90						102						269						277
Mission Technologies						24						14						50						48
Segment operating income						187						166						512						567
Non-segment factors affecting operating income
Operating FAS/CAS Adjustment						(19)						(36)						(55)						(108)
Non-current state income taxes						4						1						12						1
Operating income						$	172					$	131					$	469					$	460

Operating FAS/CAS Adjustment - The Operating FAS/CAS Adjustment represents the difference between the service cost component of our pension and other postretirement benefit plan expense determined in accordance with U.S. GAAP Financial Accounting Standards ("FAS") and our pension and other postretirement expense under U.S. Government Cost Accounting Standards ("CAS").

The following table presents the Company's assets by segment:

($ in millions)						September 30, 2023						December 31, 2022
Assets
Ingalls						$	1,637					$	1,633
Newport News						4,515						4,344
Mission Technologies						3,195						3,347
Corporate						1,274						1,533
Total assets						$	10,621					$	10,857

8. INCOME TAXES

The Company's earnings are primarily domestic, and its effective income tax rates on earnings from operations for the three months ended September 30, 2023 and 2022, were 21.7% and 14.8%, respectively. For the nine months ended September 30, 2023 and 2022, the Company's effective income tax rates on earnings from operations were 21.9% and 18.6%, respectively. The higher effective tax rate for the three months ended September 30, 2023, was primarily attributable to prior period research and development tax credits recorded in 2022. The higher effective tax rate for the nine months ended September 30, 2023, was primarily attributable to prior period research and development tax credits recorded in 2022 and to a tax gain associated with the sale of the Company's interest in Titan.

For the three months ended September 30, 2023, the Company's effective income tax rate differed from the federal statutory corporate income tax rate primarily as a result of expenses that are not deductible for income tax purposes. For the nine months ended September 30, 2023, the Company's effective income tax rate differed from the federal statutory corporate income tax rate primarily as a result of tax gain associated with the sale of the Company’s interest in Titan. For the three and nine months ended September 30, 2022, the Company's effective income tax rates differed from the federal statutory corporate income tax rate primarily as a result of research and development tax credits for prior periods.

The Company's unrecognized tax benefits increased by $2 million and $6 million during the three and nine months ended September 30, 2023, respectively. As of September 30, 2023, the estimated amounts of the Company's unrecognized tax benefits, excluding interest and penalties, were liabilities of $96 million. Assuming a sustainment of these tax positions, a reversal of $72 million of the accrued amounts would favorably affect the Company's effective federal income tax rate in future periods.

The Company recognizes interest and penalties related to unrecognized tax benefits as income tax expense. For the three and nine months ended September 30, 2023, interest resulting from the unrecognized tax benefits noted above increased income tax expense by $1 million and $3 million, respectively.

Non-current state income taxes include deferred state income taxes, which reflect the change in deferred state tax assets and liabilities, and the tax expense or benefit associated with changes in unrecognized state tax benefits in the relevant period. These amounts are recorded within operating income. Current period state income tax expense is charged to contract costs and included in cost of sales and service revenues in segment operating income.

9. INVESTIGATIONS, CLAIMS, AND LITIGATION

The Company is involved in legal proceedings before various courts and administrative agencies, and is periodically subject to government examinations, inquiries and investigations. Pursuant to Financial Accounting Standards Board Accounting Standards Codification 450 Contingencies, the Company has accrued for losses associated with investigations, claims, and litigation when, and to the extent that, loss amounts related to the investigations, claims, and litigation are probable and can be reasonably estimated. The actual losses that might be incurred to resolve such investigations, claims, and litigation may be higher or lower than the amounts accrued. The Company has also provided footnote disclosure for matters for which a material loss is reasonably possible but a reserve has not been accrued because the likelihood of a material loss is not probable.

Antitrust Complaint - On October 6, 2023, a class action antitrust lawsuit was filed against the Company and other defendants in the U.S. District Court for the Eastern District of Virginia. The lawsuit names several HII companies,

among other companies, as defendants. The named plaintiffs generally allege that the defendant companies have adhered to a “gentlemen’s agreement” that prohibits any defendant from actively recruiting naval engineers from other defendants. The complaint seeks class certification, treble damages, and any other relief to which the plaintiffs are entitled. Depending on the outcome of the lawsuit, the Company could be subject to penalties and damages that could have a material adverse effect on its consolidated financial position, results of operations, or cash flows. The Company has not had an opportunity to respond to the complaint or engage in any discovery related to the issues set forth in the complaint. As a result, the Company currently is unable to estimate an amount or range of reasonably possible loss or to express an opinion regarding the ultimate outcome of the matter.

False Claims Act Complaint - In 2016, the Company was made aware that it is a defendant in a qui tam False Claims Act lawsuit pending in the U.S. District Court for the Middle District of Florida related to the Company’s purchases of allegedly non-conforming parts from a supplier for use in connection with U.S. Government contracts. In August 2019, the Department of Justice (“DoJ”) declined to intervene in the lawsuit, and the lawsuit was unsealed. The court dismissed the complaint in September 2021, and the plaintiff appealed the dismissal to the United States Court of Appeals for the 11th Circuit. In August 2023, the 11th Circuit confirmed the district court’s dismissal of the complaint.

Insurance Claims - In September 2020, the Company filed a complaint against 32 reinsurers in the Superior Court, State of Vermont, Franklin Unit, seeking a judgment declaring that the Company's business interruption and other losses associated with COVID-19 are covered by the Company's property insurance program. The Company also has initiated arbitration proceedings against six other reinsurers seeking similar relief. In July 2021, the Vermont court granted the reinsurers’ motion for judgment on the pleadings, which would have ended the Company’s claim. The Company appealed the decision to the Vermont Supreme Court, which reversed and remanded the lower court’s decision in September 2022, allowing the Company’s claim to proceed. No assurances can be provided regarding the ultimate resolution of this matter.

In September 2021, the Company filed a complaint in the Superior Court of Delaware, seeking a judgment against certain insurers for breach of contract and breach of the implied covenant of good faith and fair dealing under three representations and warranties insurance policies purchased in connection with the Company’s acquisition of Hydroid. The policies insure the Company against losses relating to the seller’s breach of certain representations and warranties in the Hydroid acquisition agreement. The coverage limit under the insurance policies is $70 million, and the Company believes it has incurred losses equal to at least that amount as a result of breaches of the acquisition agreement. No assurances can be provided regarding the ultimate resolution of this matter.

U.S. Government Investigations and Claims - Departments and agencies of the U.S. Government have the authority to investigate various transactions and operations of the Company, and the results of such investigations may lead to administrative, civil, or criminal proceedings, the ultimate outcome of which could be fines, penalties, repayments or compensatory, treble, or other damages. U.S. Government regulations provide that certain findings against a contractor may also lead to suspension or debarment from future U.S. Government contracts or the loss of export privileges. Any suspension or debarment would have a material effect on the Company because of its reliance on government contracts.

Asbestos Related Claims - HII and its predecessors-in-interest are defendants in a longstanding series of cases that have been and continue to be filed in various jurisdictions around the country, wherein former and current employees and various third parties allege exposure to asbestos containing materials while on or associated with HII premises or while working on vessels constructed or repaired by HII. In some instances, partial or full insurance coverage is available for the Company's liabilities. The costs to resolve cases during the nine months ended September 30, 2023 and 2022, were not material individually or in the aggregate. The Company’s estimate of asbestos-related liabilities is subject to uncertainty because liabilities are influenced by many variables that are inherently difficult to predict. Although the Company believes the ultimate resolution of current cases will not have a material effect on its condensed consolidated financial position, results of operations, or cash flows, it cannot predict what new or revised claims or litigation might be asserted or what information might come to light and can, therefore, give no assurances regarding the ultimate outcome of asbestos related litigation.

Other Litigation - The Company and its predecessor-in-interest have been in litigation with the Bolivarian Republic of Venezuela (the "Republic") since 2002 over a contract for the repair, refurbishment, and modernization at Ingalls of two foreign-built frigates. Following an arbitration proceeding between the parties, in February 2018, the arbitral tribunal awarded the Company approximately $151 million on its claims and awarded the Republic approximately

$22 million on its counterclaims. The Company is seeking to enforce and execute upon the award in multiple jurisdictions. No assurances can be provided regarding the ultimate resolution of this matter.

The Company is party to various other claims, legal proceedings, and investigations that arise in the ordinary course of business, including U.S. Government investigations that could result in administrative, civil, or criminal proceedings involving the Company. The Company is a contractor with the U.S. Government, and such proceedings can therefore include False Claims Act allegations against the Company. Although the Company believes that the resolution of these other claims, legal proceedings, and investigations will not have a material effect on its condensed consolidated financial position, results of operations, or cash flows, the Company cannot predict what new or revised claims or litigation might be asserted or what information might come to light and can, therefore, give no assurances regarding the ultimate outcome of these matters.

10. COMMITMENTS AND CONTINGENCIES

Contract Performance Contingencies - Contract profit margins may include estimates of revenues for matters on which the customer and the Company have not reached agreement, such as settlements in the process of negotiation, contract changes, claims, and requests for equitable adjustment for unanticipated contract costs. These estimates are based upon management's best assessment of the underlying causal events and circumstances and recognized to the extent of expected recovery based upon contractual entitlements and the probability of successful negotiation with the customer. The Company believes its outstanding customer settlements will be resolved without material impact to its financial position, results of operations, or cash flows.

Environmental Matters - The estimated cost to complete environmental remediation has been accrued when it is probable that the Company will incur such costs in the future to address environmental conditions at currently or formerly owned or leased operating facilities, or at sites where it has been named a Potentially Responsible Party by the Environmental Protection Agency or similarly designated by another environmental agency, and the related costs can be estimated by management. These accruals do not include any litigation costs related to environmental matters, nor do they include amounts recorded as asset retirement obligations. Management estimates that as of September 30, 2023, the probable estimable future cost for environmental remediation was not material. Although management cannot predict whether new information gained as remediation progresses or the Company incurs additional remediation obligations will materially affect the estimated liability accrued, management does not believe that future remediation expenditures will have a material effect on the Company's consolidated financial position, results of operations, or cash flows.

Financial Arrangements - In the ordinary course of business, HII uses letters of credit issued by commercial banks to support certain leases, insurance policies, and contractual performance obligations, as well as surety bonds issued by insurance companies principally to support the Company's self-insured workers' compensation plans. As of September 30, 2023, the Company had $12 million in issued but undrawn letters of credit and $360 million of surety bonds outstanding.

U.S. Government Claims - From time to time, the U.S. Government communicates to the Company potential claims, disallowed costs, and penalties concerning prior costs incurred by the Company with which the U.S. Government disagrees. When such preliminary findings are presented, the Company and U.S. Government representatives engage in discussions, from which the Company evaluates the merits of the claims and assesses the amounts being questioned. Although the Company believes that the resolution of any of these matters will not have a material effect on its consolidated financial position, results of operations, or cash flows, it cannot predict the ultimate outcome of these matters.

Other Matters - In 1985, the Company and the U.S. Navy entered into a settlement agreement to resolve disputes associated with billing and allocating to contracts the cost of workers’ compensation self-insurance, among other matters. In December 2020, a U.S. Navy Contracting Officer issued a determination that the 1985 settlement agreement did not comply with CAS and directed the Company to develop and implement a different process to bill and allocate the cost of workers’ compensation self-insurance. The Company and the Navy agreed upon a CAS compliant resolution of the matter under which the Company will recover the cumulative billable costs not yet recovered under the 1985 settlement agreement. The resolution did not have a material effect on the Company’s consolidated financial position, results of operations, or cash flows.

The Company has been in negotiations with a Mission Technologies customer since January 2023 to address issues related to a manufacturing contract. The Company has recorded provisions for contract losses that were not

material to the Company's consolidated financial position, results of operations, or cash flows. The parties have not agreed upon a resolution of the matter, and the Company could incur additional future losses on the contract. The Company therefore cannot predict or give assurances regarding the ultimate outcome of this matter.

The Company previously disclosed an issue regarding the degree of corrosion of certain steel plates used to fabricate Friedman (NSC 11). The Company’s expectation regarding the resolution of the matter with the customer is included in contract cost and profit estimates. Those estimates include management's best assessment of the underlying causal events, contractual entitlements, and the probability of successful resolution with the customer. The Company does not expect the final resolution of the matter to have a material impact to the Company's consolidated financial position, results of operations, or cash flows.

Collective Bargaining Agreements - Of the Company's approximately 44,000 employees, approximately 45% are covered by a total of nine collective bargaining agreements and one site stabilization agreement. The Company believes its relationship with its employees is satisfactory.

11. EMPLOYEE PENSION AND OTHER POSTRETIREMENT BENEFITS

The Company sponsors defined benefit pension plans, other postretirement benefit plans, and defined contribution pension plans for eligible employees.

The costs of the Company's defined benefit pension plans and other postretirement benefit plans for the three and nine months ended September 30, 2023 and 2022, were as follows:

						Three Months Ended September 30																								Nine Months Ended September 30
						Pension Benefits												Other Benefits												Pension Benefits												Other Benefits
($ in millions)						2023						2022						2023						2022						2023						2022						2023						2022
Components of net periodic benefit cost
Service cost						$	28					$	45					$	1					$	2					$	84					$	135					$	4					$	7
Interest cost						85						65						6						3						257						194						16						10
Expected return on plan assets						(132)						(148)						—						—						(397)						(446)						—						—
Amortization of prior service cost (credit)						4						6						(1)						(1)						13						16						(2)						(3)
Amortization of net actuarial loss (gain)						5						8						(4)						—						13						26						(11)						(2)
Settlement gain						—						(4)						—						—						—						(4)						—						—
Net periodic benefit (income) cost						$	(10)					$	(28)					$	2					$	4					$	(30)					$	(79)					$	7					$	12

The Company made the following contributions to its defined benefit pension plans and other postretirement benefit plans for the nine months ended September 30, 2023 and 2022:

						Nine Months Ended September 30
($ in millions)						2023						2022
Pension plans
Discretionary
Qualified						$	—					$	—
Non-qualified						9						7
Other benefit plans						23						25
Total contributions						$	32					$	32

As of September 30, 2023, the Company anticipates no further significant cash contributions to its qualified defined benefit pension plans in 2023.

In 2022, the Company purchased annuity contracts to transfer $32 million of gross defined benefit pension obligations and related plan assets to an insurance company for approximately 500 retirees and beneficiaries. The

annuity contracts were purchased using assets from the pension master trust, and no additional funding contribution was required. This transaction had no impact on the amount, timing, or form of the monthly retirement benefit payments to the affected retirees and beneficiaries. In connection with this transaction, the Company recognized a noncash, non-operating pension settlement gain of $4 million for the affected plan, which represents the accelerated recognition of actuarial losses that were included in accumulated other comprehensive loss within stockholders' equity.

12. STOCK COMPENSATION PLANS

During the nine months ended September 30, 2023 and 2022, the Company issued new stock awards as follows:

Restricted Performance Stock Rights - For the nine months ended September 30, 2023, the Company granted approximately 0.2 million RPSRs at a weighted average share price of $215.13. These rights are subject to cliff vesting on December 31, 2025. For the nine months ended September 30, 2022, the Company granted approximately 0.2 million RPSRs at a weighted average share price of $201.48. These rights are subject to cliff vesting on December 31, 2024. All of the RPSRs are subject to the achievement of performance-based targets at the end of the respective vesting periods and will ultimately vest between 0% and 200% of grant date value.

For the nine months ended September 30, 2023 and 2022, awards of approximately 0.1 million and 0.2 million shares of stock vested, respectively, of which less than 0.1 million for each period were transferred to the Company from employees in satisfaction of minimum tax withholding obligations.

The following table summarizes the status of the Company's outstanding stock awards as of September 30, 2023:

						Stock Awards (in thousands)						Weighted-Average Grant Date Fair Value						Weighted-Average Remaining Contractual Term (in years)
Total stock awards						528						$	189.85					1.1

Compensation Expense

The Company recorded stock-based compensation for the value of awards granted to Company employees and non-employee members of the board of directors of $9 million and $12 million for the three months ended September 30, 2023 and 2022, respectively. The Company recorded stock-based compensation for the value of awards granted to the Company's employees and non-employee members of the board of directors of $27 million and $28 million for the nine months ended September 30, 2023 and 2022, respectively.

The Company recorded tax benefits related to stock awards of $1 million and $3 million for the three months ended September 30, 2023 and 2022, respectively. The Company recorded tax benefits related to stock awards of $4 million and $5 million for the nine months ended September 30, 2023 and 2022, respectively. The Company recognized tax benefits associated with the issuance of stock in settlement of stock awards of $1 million and less than $1 million for the three months ended September 30, 2023 and 2022, respectively. The Company recognized tax benefits associated with the issuance of stock in settlement of stock awards of $4 million for each of the nine months ended September 30, 2023 and 2022.

Unrecognized Compensation Expense

As of September 30, 2023, the Company had $2 million of unrecognized compensation expense associated with Restricted Stock Rights granted in 2023, 2022, and 2021, which will be recognized over a weighted average period of approximately one year, and $39 million of unrecognized compensation expense associated with RPSRs granted in 2023, 2022, and 2021, which will be recognized over a weighted average period of 1.3 years.