0001225208-15-005001.txt : 20150220
0001225208-15-005001.hdr.sgml : 20150220
20150220160348
ACCESSION NUMBER: 0001225208-15-005001
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20150218
FILED AS OF DATE: 20150220
DATE AS OF CHANGE: 20150220
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
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Bedingfield Kenneth L
CENTRAL INDEX KEY: 0001539147
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-16411
FILM NUMBER: 15635642
MAIL ADDRESS:
STREET 1: 2980 FAIRVIEW PARK DRIVE
CITY: FALLS CHURCH
STATE: VA
ZIP: 22042
4
1
doc4.xml
X0306
4
2015-02-18
0001133421
NORTHROP GRUMMAN CORP /DE/
NOC
0001539147
Bedingfield Kenneth L
2980 FAIRVIEW PARK DRIVE
FALLS CHURCH
VA
22042
1
Corp VP, CFO
Common Stock
2015-02-18
4
M
0
12289.6400
0.0000
A
20714.6400
D
Common Stock
2015-02-18
4
F
0
5813.0000
167.6800
D
14901.6400
D
Restricted Performance Stock Rights
2015-02-18
4
A
0
17554.6400
0.0000
A
Common Stock
17554.6400
35013.6400
D
Restricted Performance Stock Rights
2015-02-18
4
M
0
12289.6400
0.0000
D
Common Stock
12289.6400
22724.0000
D
Restricted Stock Rights
2015-02-18
4
A
0
5582.0000
0.0000
A
Common Stock
5582.0000
13319.0000
D
Shares issued in settlement of Restricted Performance Stock Rights ("RPSRs") granted under the 2011 Long-Term Incentive Stock Plan ("LTISP") on 2/15/12 with a valuation of performance measurement period ("measurement period") ended 12/31/14. The RPSRs were settled at 187% of target.
Shares surrendered to issuer in payment of tax liability in connection with settlement of RPSRs in accordance with Rule 16b-3(e).
Each 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) 5,717.64 additional vested RPSRs with respect to the measurement period ended 12/31/14 acquired due to settlement of the 2012 RPSRs held at 187% of the target award and (ii) 11,837 unvested RPSRs granted under the LTISP on 2/18/15 with a measurement period ending on 12/31/17.
Total amount includes 12,289.64 vested RPSRs granted under the LTISP on 2/15/12 with a measurement period ended on 12/31/14; 11,837 RPSRs granted on 2/18/15 with a measurement period ending on 12/31/17; 3,881 RPSRs granted on 2/19/14 with a measurement period ending on 12/31/16; and 7,006 RPSRs granted on 2/20/13 with a measurement period ending on 12/31/15.
Total amount includes 11,837 RPSRs granted on 2/18/15 with a measurement period ending on 12/31/17; 3,881 RPSRs granted on 2/19/14 with a measurement period ending on 12/31/16; and 7,006 RPSRs granted on 2/20/13 with a measurement period ending on 12/31/15.
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 2/18/15 and will vest on 2/18/18.
Total amount includes 5,582 RSRs granted under the LTISP on 2/18/15 that will vest on 2/18/18; 1,663 RSRs granted under the LTISP on 2/19/14 that will vest on 2/19/17; 3,003 RSRs granted under the LTISP on 2/20/13 that will vest on 2/20/16; and 3,071 RSRs granted under the LTISP on 7/19/12 that will vest on 7/19/15.
/s/ Jennifer C. McGarey, Attorney-in-Fact
2015-02-20