Michael A. Hardesty - 14 Feb 2024 Form 4 Insider Report for NORTHROP GRUMMAN CORP /DE/ (NOC)

Role
Corp VP, Controller & CAO
Signature
/s/ Jennifer C. McGarey, Attorney-in-Fact
Issuer symbol
NOC
Transactions as of
14 Feb 2024
Net transactions value
-$333,438
Form type
4
Filing time
16 Feb 2024, 14:10:31 UTC
Previous filing
01 Mar 2023
Next filing
21 Feb 2024
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction NOC Common Stock Options Exercise $0 +2,377 +78% $0.000000 5,419 14 Feb 2024 Direct
transaction NOC Common Stock Tax liability $333,438 -747 -14% $446.37 4,672 14 Feb 2024 Direct

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 +554 +28% $0.000000 2,513 14 Feb 2024 Common Stock 554 Direct F1
transaction NOC Restricted Performance Stock Rights Award $0 +1,899 +44% $0.000000 6,188 14 Feb 2024 Common Stock 1,899 Direct F2, F3
transaction NOC Restricted Performance Stock Rights Options Exercise $0 -2,377 -38% $0.000000 3,811 14 Feb 2024 Common Stock 2,377 Direct F2
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 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 2/14/24 and will vest on 2/14/27.
F2 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).
F3 The RPSRs acquired include (i) 691.26 vested RPSRs with respect to the measurement period ended 12/31/23 acquired due to settlement of the RPSRs granted under the LTISP on 2/16/21 that resulted in settlement at 141% of the target award; and (ii) 1,208 unvested RPSRs granted under the LTISP on 2/14/24 with a measurement period ending on 12/31/26. A total of 2,377.26 shares were issued in settlement of the 2021 RPSRs with a measurement period that ended 12/31/23, and the target award amount of 1,686 RPSRs was previously reported in connection with the grant of the 2021 RPSRs.