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Huntington Ingalls Industries, Inc. – ‘10-Q’ for 6/30/22 – ‘EX-10.2’

On:  Thursday, 8/4/22, at 10:37am ET   ·   For:  6/30/22   ·   Accession #:  1501585-22-26   ·   File #:  1-34910

Previous ‘10-Q’:  ‘10-Q’ on 5/5/22 for 3/31/22   ·   Next:  ‘10-Q’ on 11/3/22 for 9/30/22   ·   Latest:  ‘10-Q’ on 5/2/24 for 3/31/24   ·   10 References:   

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  As Of               Filer                 Filing    For·On·As Docs:Size

 8/04/22  Huntington Ingalls Inds, Inc.     10-Q        6/30/22   70:18M

Quarterly Report   —   Form 10-Q

Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 10-Q        Quarterly Report                                    HTML   2.04M 
 2: EX-10.2     Material Contract                                   HTML     23K 
 3: EX-10.3     Material Contract                                   HTML     23K 
 4: EX-10.4     Material Contract                                   HTML     23K 
 5: EX-10.5     Material Contract                                   HTML     23K 
 6: EX-10.6     Material Contract                                   HTML     22K 
 7: EX-31.1     Certification -- §302 - SOA'02                      HTML     23K 
 8: EX-31.2     Certification -- §302 - SOA'02                      HTML     23K 
 9: EX-32.1     Certification -- §906 - SOA'02                      HTML     20K 
10: EX-32.2     Certification -- §906 - SOA'02                      HTML     20K 
16: R1          Document And Entity Information                     HTML     72K 
17: R2          Condensed Consolidated Statements Of Operations     HTML    120K 
                and Comprehensive Income (Unaudited)                             
18: R3          Condensed Consolidated Statements Of Financial      HTML    153K 
                Position (Unaudited)                                             
19: R4          Condensed Consolidated Statements Of Financial      HTML     35K 
                Position (Unaudited) (Parenthetical)                             
20: R5          Condensed Consolidated Statements Of Cash Flows     HTML    112K 
                (Unaudited)                                                      
21: R6          Condensed Consolidated Statements Of Changes In     HTML     81K 
                Equity (Unaudited)                                               
22: R7          Condensed Consolidated Statements of Changes in     HTML     21K 
                Equity (Unaudited) (Parenthetical)                               
23: R8          Description of Business                             HTML     24K 
24: R9          Basis of Presentation                               HTML     26K 
25: R10         Accounting Standards Updates                        HTML     31K 
26: R11         Acquisitions                                        HTML     39K 
27: R12         Stockholders' Equity                                HTML     94K 
28: R13         Earnings Per Share                                  HTML     42K 
29: R14         Revenue                                             HTML    234K 
30: R15         Segment Information                                 HTML     67K 
31: R16         Income Taxes                                        HTML     27K 
32: R17         Investigations, Claims, and Litigation              HTML     30K 
33: R18         Commitments and Contingencies                       HTML     29K 
34: R19         Employee Pension And Other Postretirement Benefits  HTML     67K 
35: R20         Stock Compensation Plans                            HTML     28K 
36: R21         Basis of Presentation (Policies)                    HTML     37K 
37: R22         Acquisitions and Divestitures (Tables)              HTML     35K 
38: R23         Stockholders' Equity (Tables)                       HTML     88K 
39: R24         Earnings Per Share (Tables)                         HTML     41K 
40: R25         Revenue (Tables)                                    HTML    224K 
41: R26         Segment Information (Tables)                        HTML     65K 
42: R27         Employee Pension and Other Postretirement Benefits  HTML     64K 
                (Tables)                                                         
43: R28         Stock Compensation Plans (Tables)                   HTML     25K 
44: R29         Description of Business (Narrative) (Details)       HTML     21K 
45: R30         Basis of Presentation (Narrative) (Details)         HTML     34K 
46: R31         Acquisitions - Alion (Narrative) (Details)          HTML     32K 
47: R32         Acquisitions and Divestitures, Pro Forma            HTML     31K 
                Information (Table) (Details)                                    
48: R33         Stockholders' Equity (Narrative) (Details)          HTML     41K 
49: R34         Stockholders' Equity Accumulated Other              HTML     64K 
                Comprehensive Income (Loss) (Table) (Details)                    
50: R35         Basic and Diluted Earnings Per Share (Table)        HTML     50K 
                (Details)                                                        
51: R36         Earnings Per Share (Narrative) (Details)            HTML     24K 
52: R37         Revenue (Table) (Details)                           HTML    107K 
53: R38         Revenue (Narrative) (Details)                       HTML     40K 
54: R39         Segment Information (Narrative) (Details)           HTML     21K 
55: R40         Segment Operating Results (Table) (Details)         HTML     55K 
56: R41         Segment Assets (Table) (Details)                    HTML     36K 
57: R42         Income Taxes (Narrative) (Details)                  HTML     35K 
58: R43         Investigations, Claims, and Litigation (Narrative)  HTML     32K 
                (Details)                                                        
59: R44         Commitments and Contingencies (Narrative)           HTML     43K 
                (Details)                                                        
60: R45         Employee Pension and Other Postretirement Benefits  HTML     45K 
                Net Benefit Costs (Table) (Details)                              
61: R46         Employee Pension and Other Postretirement Benefits  HTML     31K 
                Cash Contributions (Table) (Details)                             
62: R47         Employee Pension and Other Postretirement Benefits  HTML     21K 
                (Narrative) (Details)                                            
63: R48         Stock Compensation Plans (Narrative) (Details)      HTML     37K 
64: R49         Schedule of Status of Stock Awards (Table)          HTML     27K 
                (Details)                                                        
65: R50         Stock Compensation Plans Compensation and           HTML     43K 
                Unrecognized Compensation Expense (Narrative)                    
                (Details)                                                        
68: XML         IDEA XML File -- Filing Summary                      XML    115K 
66: XML         XBRL Instance -- hii-20220630_htm                    XML   2.31M 
67: EXCEL       IDEA Workbook of Financial Reports                  XLSX    105K 
12: EX-101.CAL  XBRL Calculations -- hii-20220630_cal                XML    160K 
13: EX-101.DEF  XBRL Definitions -- hii-20220630_def                 XML    495K 
14: EX-101.LAB  XBRL Labels -- hii-20220630_lab                      XML   1.35M 
15: EX-101.PRE  XBRL Presentations -- hii-20220630_pre               XML    779K 
11: EX-101.SCH  XBRL Schema -- hii-20220630                          XSD    141K 
69: JSON        XBRL Instance as JSON Data -- MetaLinks              375±   554K 
70: ZIP         XBRL Zipped Folder -- 0001501585-22-000026-xbrl      Zip    390K 


‘EX-10.2’   —   Material Contract


This Exhibit is an HTML Document rendered as filed.  [ Alternative Formats ]



 C: 
  exhibit102termsandcondit  
Exhibit 10.2 HUNTINGTON INGALLS INDUSTRIES, INC. TERMS AND CONDITIONS APPLICABLE TO 20_ RESTRICTED PERFORMANCE STOCK RIGHTS GRANTED UNDER THE 2022 LONG-TERM INCENTIVE STOCK PLAN ("PLAN") These Terms and Conditions ("Terms") apply to certain "Restricted Performance Stock Rights" ("RPSRs") granted by Huntington Ingalls Industries, Inc. (the "Company") in 20 _. If you were granted an RPSR award by the Company in 2021, the date of grant of your RPSR award and the target number ofRPSRs applicable to your award are set forth in the letter from the Company announcing your RPSR award grant (your "Grant Letter") and are also reflected in the electronic stock plan award recordkeeping system ("Stock Plan System") maintained by the Company or its designee. These Terms apply only with respect to your 20 _ RPSR award. If you were granted an RPSR award, you are referred to as the "Grantee" with respect to your award. Capitalized terms are generally defined in the Plan, unless defined in Section 9 below or elsewhere defined herein. Each RPSR represents a right to receive one Share of the Company's common stock, or cash of equivalent value as provided herein, subject to vesting as provided herein. The performance period applicable to your award is January I, 20_ to December 31, 20_ 4 (the "Performance Period"). The target number ofRPSRs subject to your award is subject to adjustment as provided herein. The RPSR award is subject to all of the terms and conditions set forth in these Terms, and is forther subject to all of the terms and conditions of the Plan, as it may be amended from time to time, and any rules adopted by the Committee, as such rules are in effect from time to time. 1. Vesting; Payment of RPSRs. The RPSRs are subject to the vesting and payment provisions established ( or to be established, as the case may be) by the Committee with respect to the Performance Period. RPSRs that vest based on such provisions will be paid as provided below. No fractional shares will be issued. 1.1 Performance-Based Vesting of RPSRs. At the conclusion of the Performance Period, the Committee shall determine whether and the extent to which the applicable performance criteria have been achieved for purposes of determining earnouts and RPSR payments. Based on its determination, the Committee shall determine the percentage of target RPSRs subject to the award (if any) that have vested for the Performance Period in accordance with the earnout schedule established (or to be established, as the case may be) by the Committee with respect to the Performance Period (the "Earnout Percentage"). Any RPSRs subject to the award that are not vested as of the conclusion of the Performance Period after giving effect to the Committee's determinations under this Section 1.1 shall terminate and become null and void immediately following such determinations. 1.2 Payment of RPSRs. The number of RPS Rs payable at the conclusion of the Performance Period ("Earned RPSRs") shall be determined by multiplying the Earnout Percentage by the target number ofRPSRs subject to the award. The Earned RPSRs may be paid out in either an equivalent number of Shares of common stock, or, in the discretion of the Committee, in cash or in a combination of Shares of common stock and cash. In the event of a cash payment, the amount of the payment for each Earned RPSR to be paid in cash will equal the Fair Market Value of a Share of common stock as of the date the Committee determines the extent to which the applicable RPSR performance criteria have been achieved. RPSRs will be paid in the calendar year following the calendar year containing the last day of the Performance Period (and generally will be paid on or before March 15 of such year). 2. Early Termination of Award; Termination of Employment. 2.1 General. The RPSRs subject to the award shall terminate and become null and void prior to the conclusion of the Performance Period if and when (a) the award terminates in connection with a Change in Control pursuant to Section 5 below, or (b) except as provided below in this Section 2 and in Section 5, the Grantee ceases for any reason to be an employee of the Company or one of its subsidiaries. 2.2 Termination of Employment Due to Retirement, Death, Disability, or Layoff. The number of RPSRs subject to the award shall vest on a prorated basis as provided herein if the Grantee's


 


 


 


 


 


 


 


 

4 Subsequent Filings that Reference this Filing

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 2/09/23  Huntington Ingalls Inds, Inc.     10-K       12/31/22  119:15M
11/09/22  Huntington Ingalls Inds, Inc.     S-8 POS    11/09/22    8:1.2M                                   Donnelley … Solutions/FA
11/09/22  Huntington Ingalls Inds, Inc.     S-8 POS    11/09/22    8:1.2M                                   Donnelley … Solutions/FA
11/09/22  Huntington Ingalls Inds, Inc.     S-8 POS    11/09/22    8:1.2M                                   Donnelley … Solutions/FA


6 Previous Filings that this Filing References

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 3/21/22  Huntington Ingalls Inds, Inc.     DEF 14A     5/03/22    1:5.4M                                   Donnelley … Solutions/FA
 3/30/21  Huntington Ingalls Inds, Inc.     8-K:3,5,9   3/02/21   11:347K                                   Donnelley … Solutions/FA
 3/19/21  Huntington Ingalls Inds, Inc.     DEF 14A     4/29/21    1:3.7M                                   Donnelley … Solutions/FA
 8/06/15  Huntington Ingalls Inds, Inc.     10-Q        6/30/15   93:11M
 8/07/14  Huntington Ingalls Inds, Inc.     10-Q        6/30/14   88:14M
 4/04/11  Huntington Ingalls Inds, Inc.     8-K:1,2,5,8 3/29/11   14:3.7M                                   Donnelley … Solutions/FA
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Filing Submission 0001501585-22-000026   –   Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

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