0001628280-22-003037.txt : 20220217 0001628280-22-003037.hdr.sgml : 20220217 20220217164143 ACCESSION NUMBER: 0001628280-22-003037 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20220215 FILED AS OF DATE: 20220217 DATE AS OF CHANGE: 20220217 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CHESTON SHEILA C. CENTRAL INDEX KEY: 0001499087 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-16411 FILM NUMBER: 22648791 MAIL ADDRESS: STREET 1: C/O NORTHROP GRUMMAN CORPORATION STREET 2: 2980 FAIRVIEW PARK DRIVE CITY: FALLS CHURCH STATE: VA ZIP: 22042 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: NORTHROP GRUMMAN CORP /DE/ CENTRAL INDEX KEY: 0001133421 STANDARD INDUSTRIAL CLASSIFICATION: SEARCH, DETECTION, NAVIGATION, GUIDANCE, AERONAUTICAL SYS [3812] IRS NUMBER: 800640649 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 2980 FAIRVIEW PARK DRIVE STREET 2: C/O NORTHROP GRUMMAN CORP CITY: FALLS CHURCH STATE: VA ZIP: 22042 BUSINESS PHONE: 703-280-2900 MAIL ADDRESS: STREET 1: 2980 FAIRVIEW PARK DRIVE STREET 2: C/O NORTHROP GRUMMAN CORP CITY: FALLS CHURCH STATE: VA ZIP: 22042 FORMER COMPANY: FORMER CONFORMED NAME: NNG INC DATE OF NAME CHANGE: 20010129 4 1 wf-form4_164513407982273.xml FORM 4 X0306 4 2022-02-15 0 0001133421 NORTHROP GRUMMAN CORP /DE/ NOC 0001499087 CHESTON SHEILA C. 2980 FAIRVIEW PARK DRIVE FALLS CHURCH VA 22042 0 1 0 0 Corp. VP & General Counsel Common Stock 2022-02-15 4 M 0 8191 0 A 38754.86 D Common Stock 2022-02-15 4 F 0 3957 384.77 D 34797.86 D Restricted Stock Rights 2022-02-15 4 A 0 2130 0 A Common Stock 2130.0 7182 D Restricted Performance Stock Rights 2022-02-15 4 A 0 6140 0 A Common Stock 6140.0 24320 D Restricted Performance Stock Rights 2022-02-15 4 M 0 8191 0 D Common Stock 8191.0 16129 D 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. 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). The RPSRs acquired include (i) 1,477 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) 4,663 unvested RPSRs granted under the LTISP on 2/15/22 with a measurement period ending on 12/31/24. A total of 8,191 shares were issued in settlement of the 2019 RPSRs with a measurement period that ended 12/31/21, and the target award amount of 6,714 RPSRs was previously reported in connection with the grant of the 2019 RPSRs. /s/ Jennifer C. McGarey, Attorney-in-Fact 2022-02-17