SEC Form 8-K filed by Huntington Ingalls Industries Inc.

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported) September 17, 2024

HUNTINGTON INGALLS INDUSTRIES, INC.

(Exact name of registrant as specified in its charter)

(757) 380-2000

(Registrant’s telephone number, including area code)

(Former name or former address, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act:

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:

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. ☐

On September 17, 2024, Huntington Ingalls Industries, Inc. (the “Company”) entered into a Second Amended and Restated Credit Agreement (the “Second Amended and Restated Revolving Credit Facility”) with the lenders party thereto, JPMorgan Chase Bank, N.A., as administrative agent and an issuing bank, and certain other issuing banks, which amended and restated its existing amended and restated revolving credit facility. The Second Amended and Restated Revolving Credit Facility increased the capacity thereunder from $1.5 billion to $1.7 billion and extended the maturity date to September 17, 2029. The Second Amended and Restated Revolving Credit Facility has (i) a variable interest rate on outstanding borrowings based on the Secured Overnight Financing Rate (“SOFR”) (incorporating a credit spread adjustment of 0.10%), plus a spread based upon the Company’s credit rating, which may vary between 1.125% and 2.000%, and (ii) a commitment fee on unutilized amounts based on the Company’s credit rating, which may vary between 0.125% and 0.30%. Based on the Company’s current credit rating, the interest on drawn amounts would be equal to SOFR plus 1.375%, and the commitment fee would be 0.20%.

The foregoing description of the Second Amended and Restated Revolving Credit Facility is qualified in its entirety by reference to the Second Amended and Restated Credit Agreement, a copy of which is attached hereto as Exhibit 10.1, and which is incorporated herein by reference in its entirety.

(d) Exhibits.

SIGNATURES

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.