Definitive Additional Materials





Washington, D.C. 20549


Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934

(Amendment No.     )

Filed by the Registrant                               Filed by a Party other than the Registrant  

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Preliminary Proxy Statement


Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))


Definitive Proxy Statement


Definitive Additional Materials


Soliciting Material under Rule 14a-12


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(Name of person(s) filing proxy statement, if other than the registrant)

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or scan the QR code – login details are located in the shaded bar below.

     LOGO    Votes submitted electronically must be received by 11:59 p.m., Eastern Daylight Time, on April 29, 2019.



Important Notice Regarding the Availability of Proxy Materials for the

Stockholder Meeting to be Held on April 30, 2019 at 11:00 a.m. EDT

Under Securities and Exchange Commission rules, you are receiving this notice that the proxy materials for the annual meeting of stockholders are available on the Internet. This is not a ballot. You cannot use this notice to vote your shares. Follow the instructions below to view the materials and vote online or request a copy. The items to be voted on and location of the annual meeting are on the reverse side. Your vote is important!

This communication presents only an overview of the more complete proxy materials that are available to you on the Internet. We encourage you to access and review all of the important information contained in the proxy materials before voting. The proxy statement and annual report to stockholders are available at:






   Easy Online Access – View your proxy materials and vote.


Step 1:



Go to

   Step 2:    Click on Cast Your Vote or Request Materials.
   Step 3:    Follow the instructions on the screen to log in.
   Step 4:    Make your selections as instructed on each screen for your delivery preferences.
   Step 5:    Vote your shares.

When you go online, you can also help the environment by consenting to receive electronic delivery of future materials.






Obtaining a Copy of the Proxy Materials – If you want to receive a copy of the proxy materials, you must request one. There is no charge to you for requesting a copy. Please make your request as instructed on the reverse side on or before April 22, 2019 to facilitate timely delivery.





Huntington Ingalls Industries, Inc.’s Annual Meeting of Stockholders will be held on April 30, 2019, at the Herbert H. Bateman Virginia Advanced Shipbuilding and Carrier Integration Center (VASCIC), 2401 West Avenue, Newport News, Virginia 23607, at 11:00 a.m. Eastern Daylight Time.

Proposals to be voted on at the meeting are listed below, along with recommendations of the Board of Directors. The Board of Directors recommends a vote FOR the eleven director nominees, FOR Proposals 2 and 3 and AGAINST Proposal 4.



Elect eleven directors: Philip M. Bilden, Augustus L. Collins, Kirkland H. Donald, Thomas B. Fargo, Victoria D. Harker, Anastasia D. Kelly, Tracy B. McKibben, C. Michael Petters, Thomas C. Schievelbein, John K. Welch and Stephen R. Wilson



Approve executive compensation on an advisory basis



Ratify the appointment of Deloitte and Touche LLP as our independent auditors for 2019



Stockholder proposal to permit an unlimited number of stockholders to aggregate their ownership of HII common stock to satisfy the ownership requirement under HII’s proxy access bylaw

PLEASE NOTE - YOU CANNOT VOTE BY RETURNING THIS NOTICE. To vote your shares you must vote online or request a paper copy of the proxy materials to receive a proxy card. If you wish to attend and vote at the meeting, please bring this notice with you.



Directions to the Huntington Ingalls Industries, Inc.

2019 Annual Meeting of Stockholders


Driving Directions


From Interstate I-64, take Exit 264 to Interstate I-664 South;


From I-664, take Exit 6 to 26th Street;


Continue on 26th Street until it intersects with West Avenue at a stop sign;


Turn Left onto West Avenue; and then


Turn Right into VASCIC;


Continue into the covered garage for parking.






  Here’s how to order a copy of the proxy materials and select delivery preferences:


Current and future delivery requests can be submitted using the options below.



If you request an email copy, you will receive an email with a link to the current meeting materials.



PLEASE NOTE: You must use the number in the shaded bar on the reverse side when requesting a copy of the proxy materials.



   Internet - Go to Click Cast Your Vote or Request Materials.



–   Phone - Call us free of charge at 1-866-641-4276.



–   Email - Send an email to with “Proxy Materials Huntington Ingalls Industries, Inc.” in the subject line. Include your full name and address, plus the number located in the shaded bar on the reverse side, and state that you want a paper copy of the meeting materials.



To facilitate timely delivery, all requests for a paper copy of proxy materials must be received by April 22, 2019.