0001225208-13-005157.txt : 20130222
0001225208-13-005157.hdr.sgml : 20130222
20130222211006
ACCESSION NUMBER: 0001225208-13-005157
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20130220
FILED AS OF DATE: 20130222
DATE AS OF CHANGE: 20130222
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Jones Christopher T
CENTRAL INDEX KEY: 0001559104
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-16411
FILM NUMBER: 13636039
MAIL ADDRESS:
STREET 1: 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
doc4.xml
X0306
4
2013-02-20
0001133421
NORTHROP GRUMMAN CORP /DE/
NOC
0001559104
Jones Christopher T
2980 FAIRVIEW PARK DRIVE
FALLS CHURCH
VA
22042
1
Corp VP & Pres Tech Svcs
Common Stock
2013-02-20
4
M
0
2340.0000
0.0000
A
2340.0000
D
Common Stock
2013-02-20
4
F
0
774.0000
66.0400
D
1566.0000
D
Common Stock
1349.3800
I
Held in Northrop Grumman Savings & Investment Plan
Restricted Performance Stock Rights
2013-02-20
4
A
0
32548.0000
0.0000
A
Common Stock
32548.0000
42829.0000
D
Restricted Performance Stock Rights
2013-02-20
4
M
0
2340.0000
0.0000
D
Common Stock
2340.0000
40489.0000
D
Restricted Stock Rights
2013-02-20
4
A
0
11357.0000
66.0400
A
Common Stock
11357.0000
24634.0000
D
Shares issued in settlement of Restricted Performance Stock Rights ("RPSRs") granted under the 2001 Long-Term Incentive Stock Plan (the "2001 LTISP") on 2/15/11 with a valuation of performance measurement period ("measurement period") ended 12/31/12. The RPSRs were settled at 200% of target.
Shares surrendered to issuer in payment of tax liability in connection with settlement of RPSRs in accordance with Rule 16b-3(e).
Held in the Northrop Grumman Savings and Investment Plan (the "Plan"), a qualified profit sharing plan, as of February 20, 2013. 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.
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) 1,170 additional vested RPSRs with respect to the measurement period ended 12/31/12 acquired due to settlement of the 2010 RPSRs held at 200% of the target award and (ii) 31,378 unvested RPSRs granted under the 2011 Long-Term Incentive Stock Plan ("LTISP") on 2/20/13 with a measurement period ending on 12/31/15.
Total amount includes 2,340 vested RPSRs granted under the 2001 LTISP on 2/15/11 with a measurement period ended on 12/31/12; 31,378 unvested RPSRs granted under the LTISP on 2/20/13 with a measurement period ending on 12/31/15; 4,106 unvested RPSRs granted under the LTISP on 2/15/12 with a measurement period ending on 12/31/14; and 5,005 unvested RPSRs granted under the 2001 LTISP on 2/15/11 with a measurement period ending on 12/31/13.
Total amount includes 31,378 unvested RPSRs granted under the LTISP on 2/20/13 with a measurement period ending on 12/31/15; 4,106 unvested RPSRs granted under the LTISP on 2/15/12 with a measurement period ending on 12/31/14; and 5,005 unvested RPSRs granted under the 2001 LTISP on 2/15/11 with a measurement period ending on 12/31/13.
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 2/20/13 and will vest on 2/20/16.
Total amount includes 11,357 RSRs granted under the LTISP on 2/20/13 that will vest on 2/20/16; 11,517 RSRs granted under the LTISP on 7/19/12 that will vest on 7/19/15; and 1,760 RSRs granted under the LTISP on 2/15/12 that will vest on 2/15/15.
/s/ Jennifer C. McGarey, Attorney-in-Fact
2013-02-22