0001181431-11-028367.txt : 20110509 0001181431-11-028367.hdr.sgml : 20110509 20110509195110 ACCESSION NUMBER: 0001181431-11-028367 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20110506 FILED AS OF DATE: 20110509 DATE AS OF CHANGE: 20110509 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: RABINOWITZ MARK CENTRAL INDEX KEY: 0001407937 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-16411 FILM NUMBER: 11825376 MAIL ADDRESS: STREET 1: 1840 CENTURY PARK EAST CITY: LOS ANGELES STATE: CA ZIP: 90067-2199 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: 954840775 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1840 CENTURY PK E STREET 2: C/O NORTHROP GRUMMAN CORP CITY: LOS ANGELES STATE: CA ZIP: 90067 BUSINESS PHONE: 310-201-1630 MAIL ADDRESS: STREET 1: 1840 CENTURY PARK EAST STREET 2: C/O NORTHROP GRUMMAN CORP CITY: LOS ANGELES STATE: CA ZIP: 90067 FORMER COMPANY: FORMER CONFORMED NAME: NNG INC DATE OF NAME CHANGE: 20010129 4 1 rrd310954.xml STOCK OPTION EXERCISE & SELL X0303 4 2011-05-06 0 0001133421 NORTHROP GRUMMAN CORP /DE/ NOC 0001407937 RABINOWITZ MARK 1840 CENTURY PARK EAST LOS ANGELES CA 90067 0 1 0 0 Corp. VP & Treasurer Common Stock 2011-05-06 4 M 0 3281 43.08 A 40258 D Common Stock 2011-05-06 4 S 0 3281 64.85 D 36977 D Common Stock 2011-05-06 4 M 0 4375 47.99 A 41352 D Common Stock 2011-05-06 4 S 0 4375 64.80 D 36977 D Common Stock 2011-05-06 4 M 0 5445 41.14 A 42422 D Common Stock 2011-05-06 4 S 0 5445 64.77 D 36977 D Common Stock 2011-05-06 4 M 0 2296 52.48 A 39273 D Common Stock 2011-05-06 4 S 0 2296 64.90 D 36977 D Common Stock 800.691 I See footnote Stock Option (Right-to-Buy) 43.08 2011-05-06 4 M 0 3281 43.08 D 2004-08-20 2013-08-20 Common Stock 3281 0 D Stock Option (Right-to-Buy) 47.99 2011-05-06 4 M 0 4375 47.99 D 2005-06-14 2014-06-14 Common Stock 4375 0 D Stock Option (Right-to-Buy) 41.14 2011-05-06 4 M 0 5445 41.14 D 2010-02-17 2016-02-17 Common Stock 5445 2724 D Stock Option (Right-to-Buy) 52.48 2011-05-06 4 M 0 2296 52.48 D 2003-08-20 2012-08-20 Common Stock 2296 0 D Total amount includes 10,855 unvested Restricted Performance Stock Rights ("RPSRs") granted under the 2001 Long-Term Incentive Stock Plan ("LTISP") on 2/17/09, with a valuation of performance measurement period ("measurement period") ending on 12/31/11; and 12,979 unvested RPSRs granted under the LTISP on 2/16/10, with the measurement period ending on 12/31/12. Grants awarded pursuant to Rule 16b-3(d). Held in the Northrop Grumman Savings and Investment Plan (the "Plan"), a qualified profit sharing plan, as of April 29, 2011. Share totals with respect to the Plan are based upon unit accounting and therefore may reflect a decrease in units attributable to an individual though no disposition occurred. Represents the weighted average sale price of $64.85 rounded to the nearest hundredths. The highest price at which the shares sold was $64.874 and the lowest price at which the shares sold was $64.842. Represents the weighted average sale price of $64.80 rounded to the nearest hundredths. The highest price at which the shares sold was $64.835 and the lowest price at which the shares sold was $64.791. Represents the weighted average sale price of $64.77 rounded to the nearest hundredths. The highest price at which the shares sold was $64.822 and the lowest price at which the shares sold was $64.751. Represents the weighted average sale price of $64.90 rounded to the nearest hundredths. The highest price at which the shares sold was $64.911 and the lowest price at which the shares sold was $64.872. Date option was first exercisable. There are no remaining options following this exercise. This option was first exercisable on 2/17/10 and it has one remaining annual installment equal to one-third (33%) of the original grant, vesting on 2/17/12. /s/ Kathleen M. Salmas, Attorney-in-Fact for Mark Rabinowitz 2011-05-09