Mark A. Caylor - Feb 16, 2024 Form 4 Insider Report for NORTHROP GRUMMAN CORP /DE/ (NOC)

Role
CVP & Pres, Mission Systems
Signature
/s/ Jennifer C. McGarey, Attorney-in-Fact
Stock symbol
NOC
Transactions as of
Feb 16, 2024
Transactions value $
-$1,956,020
Form type
4
Date filed
2/21/2024, 05:04 PM
Previous filing
Feb 16, 2024
Next filing
Feb 23, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction NOC Common Stock Options Exercise $0 +3.28K +17.93% $0.00 21.6K Feb 16, 2024 Direct
transaction NOC Common Stock Tax liability -$737K -1.63K -7.57% $450.96 20K Feb 16, 2024 Direct
transaction NOC Common Stock Sale -$1.22M -2.71K -13.56% $450.37 17.3K Feb 16, 2024 Direct
holding NOC Common Stock 38 Feb 16, 2024 Held in Northrop Grumman Saving Plan F1

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction NOC Restricted Stock Rights Options Exercise $0 -3.28K -32.04% $0.00 6.97K Feb 16, 2024 Common Stock 3.28K Direct F2, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.

Transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).

Explanation of Responses:

Id Content
F1 Held in the Northrop Grumman Savings Plan (the "Plan"), a qualified defined contribution plan, as of 2/16/24. Share totals with respect to the Plan are based upon unit accounting and therefore may reflect a change in units attributable to an individual though no acquisition or disposition occurred.
F2 Each Restricted Stock Rights ("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.
F3 Shares issued upon vesting of RSRs granted under the Long-Term Incentive Stock Plan ("LTISP") on 2/16/21 that vested on 2/16/24.