0001181431-12-010111.txt : 20120217 0001181431-12-010111.hdr.sgml : 20120217 20120217192245 ACCESSION NUMBER: 0001181431-12-010111 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20120215 FILED AS OF DATE: 20120217 DATE AS OF CHANGE: 20120217 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: VICE THOMAS E CENTRAL INDEX KEY: 0001493777 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-16411 FILM NUMBER: 12624440 MAIL ADDRESS: STREET 1: C/O NORTHROP GRUMMAN CORPORATION STREET 2: 1840 CENTURY PARK EAST CITY: LOS ANGELES STATE: CA ZIP: 90067 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: 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 rrd334139.xml 2012 RPSRS & RSRS AWARDS X0304 4 2012-02-15 0 0001133421 NORTHROP GRUMMAN CORP /DE/ NOC 0001493777 VICE THOMAS E 2980 FAIRVIEW PARK DRIVE FALLS CHURCH VA 22042 0 1 0 0 Corp VP & Pres Tech Servs Restricted Performance Stock Rights 2012-02-15 4 A 0 30764 0 A Common Stock 30764 62004 D Restricted Stock Rights 2012-02-15 4 A 0 12070 0 A Common Stock 12070 32292 D Each Restricted Performance Stock Right ("RPSR") represents a contingent right to receive an equivalent number of shares of Issuer common stock, or, at the election of the Issuer's Compensation Committee, cash or a combination of cash and Issuer common stock. The RPSRs vest if the applicable performance metric is satisfied for the three-year performance period ending December 31, 2014. Total amount includes 30,764 unvested RPSRs granted under the 2011 Long-Term Incentive Stock Plan ("LTISP") on 2/15/12 with a valuation of performance measurement period ("measurement period") ending on 12/31/14; 11,286 unvested RPSRs granted under the 2001 Long-Term Incentive Stock Plan ("2001 LTISP") on 2/16/10 with a measurement period ending on 12/31/12; 9,843 unvested RPSRs granted under the 2001 LTISP on 8/3/10 with a measurement period ending on 12/31/12; and 10,111 unvested RPSRs granted under the 2001 LTISP on 2/15/11 with a measurement period ending on 12/31/13. Grants awarded pursuant to Rule 16b-3(d). Each Restricted Stock Right ("RSR") represents a contingent right to receive an equivalent number of shares of 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 LTISP on 2/15/12 and will vest on 2/15/15. Total amount includes 12,070 RSRs granted under the LTISP on 2/15/12 that will vest on 2/15/15; 10,111 RSRs granted under the 2001 LTISP on 2/15/11 that will vest on 2/15/15; and 10,111 RSRs granted under the 2001 LTISP on 2/15/11 that will vest on 2/15/15. Grants awarded pursuant to Rule 16b-3(d). /s/ Jennifer C. McGarey, Attorney-in-fact for Thomas E. Vice 2012-02-17