Ann M. Addison - Feb 15, 2022 Form 4 Insider Report for NORTHROP GRUMMAN CORP /DE/ (NOC)

Signature
/s/ Jennifer C. McGarey, Attorney-in-Fact
Stock symbol
NOC
Transactions as of
Feb 15, 2022
Transactions value $
-$831,873
Form type
4
Date filed
2/17/2022, 03:46 PM
Previous filing
Feb 16, 2022
Next filing
Feb 15, 2023

Transactions Table

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction NOC Restricted Stock Rights Award $0 +1.64K +46.84% $0.00 5.14K Feb 15, 2022 Common Stock 1.64K Direct F2
transaction NOC Restricted Performance Stock Rights Award $0 +4.5K +37.25% $0.00 16.6K Feb 15, 2022 Common Stock 4.5K Direct F3, F4
transaction NOC Restricted Performance Stock Rights Options Exercise $0 -5.04K -30.43% $0.00 11.5K Feb 15, 2022 Common Stock 5.04K Direct F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Held in the Northrop Grumman Savings Plan (the Plan), a qualified defined contribution plan, as of February 15, 2022. Share totals with respect to the Plan are based upon unit accounting and therefore may reflect a change in units attributable to an individual though no acquisition or disposition occurred.
F2 Each Restricted Stock Right ("RSR") represents a contingent right to receive an equivalent number of shares in Issuer common stock, or, at the election of the Issuer's Compensation Committee, cash or a combination of cash and Issuer common stock. The RSRs were granted under the Long-Term Incentive Stock Plan ("LTISP") on 2/15/22 and will vest on 2/18/25.
F3 Each Restricted Performance Stock Right ("RPSR") represents a contingent right to receive an equivalent number of shares of Issuer common stock, or, at the Issuer's election, cash or a combination of cash and Issuer common stock. The RPSRs vest if the applicable performance metric is satisfied for the relevant measurement period. Grants awarded pursuant to Rule 16b-3(d).
F4 The RPSRs acquired include (i) 909 vested RPSRs with respect to the measurement period ended 12/31/21 acquired due to settlement of the RPSRs granted under the 2011 Long-Term Incentive Stock Plan ("LTISP") on 2/13/19 that resulted in settlement at 122% of the target award; and (ii) 3,587 unvested RPSRs granted under the LTISP on 2/15/22 with a measurement period ending on 12/31/24. A total of 5,041.04 shares were issued in settlement of the 2019 RPSRs with a measurement period that ended 12/31/21, and the target award amount of 4,132 RPSRs was previously reported in connection with the grant of the 2019 RPSRs.