0001628280-24-005297.txt : 20240216 0001628280-24-005297.hdr.sgml : 20240216 20240216140417 ACCESSION NUMBER: 0001628280-24-005297 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20240214 FILED AS OF DATE: 20240216 DATE AS OF CHANGE: 20240216 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Fleming Robert J. CENTRAL INDEX KEY: 0001995165 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-16411 FILM NUMBER: 24647402 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] ORGANIZATION NAME: 04 Manufacturing 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 wk-form4_1708110243.xml FORM 4 X0508 4 2024-02-14 0 0001133421 NORTHROP GRUMMAN CORP /DE/ NOC 0001995165 Fleming Robert J. 2980 FAIRVIEW PARK DRIVE FALLS CHURCH VA 22042 0 1 0 0 CVP and Pres. Space Systems 0 Common Stock 2024-02-14 4 M 0 912.27 0 A 4890.27 D Common Stock 2024-02-14 4 F 0 332 446.37 D 4558.27 D Restricted Stock Rights 2024-02-14 4 A 0 2356 0 A Common Stock 2356 3179 D Restricted Performance Stock Rights 2024-02-14 4 A 0 5398.27 0 A Common Stock 5398.27 7242.27 D Restricted Performance Stock Rights 2024-02-14 4 M 0 912.27 0 D Common Stock 912.27 6330 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 Long-Term Incentive Stock Plan ("LTISP") on 2/14/24 and will vest on 2/14/2027. 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) 265.27 vested RPSRs with respect to the measurement period ended 12/31/23 acquired due to settlement of the RPSRs granted under the LTISP on 2/16/21 that resulted in settlement at 141% of the target award; and (ii) 5,133 unvested RPSRs granted under the LTISP on 2/14/24 with a measurement period ending on 12/31/26. A total of 912.27 shares were issued in settlement of the 2021 RPSRs with a measurement period that ended 12/31/23, and the target award amount of 647 RPSRs was previously reported on Form 3. /s/ Jennifer C. McGarey, Attorney-in-Fact 2024-02-16