HII Huntington Ingalls Industries
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported)
April 29, 2021
HUNTINGTON INGALLS INDUSTRIES, INC.
(Exact name of registrant as specified in its charter)
(State or other jurisdiction
4101 Washington Avenue
|(Address of principal executive offices)||(Zip Code)|
(Registrant’s telephone number, including area code)
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Name of each exchange
on which registered
|Common Stock||HII||New York Stock Exchange|
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Submission of Matters to a Vote of Security Holders.
On April 29, 2021, Huntington Ingalls Industries, Inc. (the “Company”) held its 2021 Annual Meeting of Stockholders (the “Annual Meeting”). Proxies for the Annual Meeting were solicited pursuant to Regulation 14A under the Securities Exchange Act of 1934, as amended. The following matters were submitted to a vote of the stockholders.
Item 1 - Election of Directors
Votes regarding the election of 11 directors, for terms ending in 2022, were as follows:
Philip M. Bilden
Augustus L. Collins
Kirkland H. Donald
Victoria D. Harker
Anastasia D. Kelly
Tracy B. McKibben
Stephanie L. O’Sullivan
C. Michael Petters
Thomas C. Schievelbein
John K. Welch
Stephen R. Wilson
Item 2 - Proposal to Approve the Company’s Executive Compensation on an Advisory Basis
Votes on a proposal to approve, on an advisory basis, the compensation of the Company’s named executive officers were as follows:
Item 3 - Proposal to Ratify the Appointment of the Company’s Independent Auditors
Votes on a proposal to ratify the appointment of Deloitte & Touche LLP as the Company’s independent auditors for 2020 were as follows:
Item 4 – Proposal to approve Amendment to Restated Certificate of Incorporation to Eliminate Remaining Supermajority Voting Requirements
Votes on proposal to approve an amendment to Restated Certificate of Incorporation to eliminate remaining supermajority voting requirements were as follows:
Financial Statements and Exhibits.
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Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
|HUNTINGTON INGALLS INDUSTRIES, INC.|
|Date: May 3, 2021||By:|
/s/ Charles R. Monroe, Jr.
|Charles R. Monroe, Jr.|
|Corporate Vice President,|
|Associate General Counsel and Secretary|