Additional Proxy Soliciting Materials (definitive) (defa14a)
March 22 2017 - 10:07AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
Proxy Statement Pursuant to Section 14(a) of the
Securities Exchange Act of 1934
Filed by the
Registrant ☒ Filed by a party other than the
Registrant ☐
Check the appropriate box:
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Preliminary Proxy Statement
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Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
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Definitive Proxy Statement
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Definitive Additional Materials
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Soliciting Material Under Rule 14a-12
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HUNTINGTON INGALLS
INDUSTRIES, INC.
(Name of Registrant as Specified In Its Charter)
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
Payment of Filing Fee (Check the appropriate box):
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No fee required.
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Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.
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(1)
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Title of each class of securities to which transaction applies:
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(2)
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Aggregate number of securities to which transaction applies:
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(3)
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Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing
fee is calculated and state how it was determined):
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(4)
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Proposed maximum aggregate value of transaction:
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(5)
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Total fee paid:
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Fee paid previously with preliminary materials.
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Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement
number, or the Form or Schedule and the date of its filing:
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(1)
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Amount previously paid:
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(2)
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Form, Schedule or Registration Statement No:
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(3)
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Filing party:
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(4)
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Date Filed:
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+
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Vote by Internet
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Go to
www.envisionreports.com/HII
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Or scan the QR code with your smartphone
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Follow the steps outlined on the secure website
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Important Notice Regarding the Availability of Proxy Materials for the
Stockholder Meeting to be Held on May 3, 2017 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:
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Easy Online Access A Convenient Way to View Proxy Materials and Vote
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When you go online to view materials, you can also vote your shares.
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Step 1:
Go to
www.envisionreports.com/HII
to view the materials.
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Step
2:
Click on
Cast Your Vote or Request Materials
.
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Step
3:
Follow the instructions on the screen to log in.
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Step
4:
Make your selection as instructed on each screen to select delivery preferences and vote.
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When you go online, you can also help the environment by consenting to receive electronic delivery of future materials.
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Obtaining a Paper or
E-Mail
Copy of the Proxy Materials If you want to receive a paper or
e-mail
copy of these documents, you must request one. There is no charge to you for requesting a
copy. Please make your request for a copy as instructed on the reverse side on or before April 24, 2017 to facilitate timely delivery.
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02JGVC
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Notice of 2017 Annual Meeting of Stockholders
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Huntington Ingalls Industries, Inc.s Annual Meeting of Stockholders will be held on May 3, 2017,
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 eight director nominees, FOR Proposals 2, 3 and 4 and AGAINST Proposal 5.
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1.
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Elect eight directors: Augustus L. Collins, Kirkland H. Donald, Thomas B. Fargo, Victoria D. Harker, Anastasia D. Kelly,
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Thomas C. Schievelbein, John K. Welch and Stephen R. Wilson
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2.
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Approve executive compensation on an advisory basis
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3.
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Ratify the appointment of Deloitte & Touche LLP as our independent auditors for 2017
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4.
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Approve our Performance-Based Compensation Policy to preserve the tax deductibility of performance-based compensation payments
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5.
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Stockholder proposal to amend our proxy access bylaw
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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.
2017
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.
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Heres how to
order a copy of the proxy materials and select a future delivery preference:
Paper copies:
Current and future paper delivery requests can be submitted via the telephone, Internet or email options below.
Email copies:
Current and future email delivery requests must be submitted via the
Internet following the instructions below.
If you request an email copy of current materials, you will receive an email with a link to the materials.
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PLEASE NOTE:
You must use the number in the shaded bar on the reverse side when requesting a set of proxy materials.
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Internet
Go to
www.envisionreports.com/HII
. Click Cast Your Vote or Request Materials. Follow the instructions to log in
and order a copy of the current meeting materials and submit your preference for email or paper delivery of future meeting materials.
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Telephone
Call us free of charge at
1-866-641-4276
and follow the instructions to log in and order a paper copy of the materials by mail for the current meeting. You can also submit a preference to receive a paper copy for future
meetings.
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Email
Send email to investorvote@computershare.com with Proxy Materials Huntington Ingalls Industries, Inc. in the
subject line. Include in the message your full name and address, plus the number located in the shaded bar on the reverse, and state in the email that you want a paper copy of current meeting materials. You can also state your preference to receive
a paper copy for future meetings.
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To facilitate timely delivery, all requests for a paper copy of the proxy materials must be received by April 24, 2017.
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02JGVC
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