0001628280-23-004316.txt : 20230221 0001628280-23-004316.hdr.sgml : 20230221 20230221162731 ACCESSION NUMBER: 0001628280-23-004316 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20230216 FILED AS OF DATE: 20230221 DATE AS OF CHANGE: 20230221 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: 23648611 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_167701481774847.xml FORM 4 X0306 4 2023-02-16 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 2023-02-16 4 M 0 7029.45 0 A 31278.39 D Common Stock 2023-02-16 4 F 0 3396 465.35 D 27882.39 D Restricted Stock Rights 2023-02-16 4 A 0 1849 0 A Common Stock 1849.0 6825 D Restricted Performance Stock Rights 2023-02-16 4 A 0 5834.45 0 A Common Stock 5834.45 21963.45 D Restricted Performance Stock Rights 2023-02-16 4 M 0 7029.45 0 D Common Stock 7029.45 14934 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 2/16/23 and will vest on 2/17/26. 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) 1,822.45 vested RPSRs with respect to the measurement period ended 12/31/22 acquired due to settlement of the RPSRs granted under the 2011 Long-Term Incentive Stock Plan ("LTISP") on 2/12/20 that resulted in settlement at 135% of the target award; and (ii) 4,012 unvested RPSRs granted under the LTISP on 2/16/23 with a measurement period ending on 12/31/25. A total of 7,029.45 shares were issued in settlement of the 2020 RPSRs with a measurement period that ended 12/31/22, and the target award amount of 5,207 RPSRs was previously reported in connection with the grant of the 2020 RPSRs. /s/ Jennifer C. McGarey, Attorney-in-Fact 2023-02-21