SEC Form 4 · accession 0001225208-18-015178
NORTHROP GRUMMAN CORP /DE/ · NOC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Lesley A Kalan
Officer — Corp VP, Government Relations
Period of report
Nov 1, 2018
Accepted (ET)
Nov 5, 2018 · 5:03 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001133421
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Nov 1, 2018 | M | 2,285 | $0.00 | A | 15,941 | D | |
| Common StockF2 | Nov 1, 2018 | F | 1,031 | $273.15 | D | 14,910 | D | |
| Common Stock | holding | — | — | — | 25 | I | By spouse and mother-in-law |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock RightsF1,F4,F3 | — | Nov 1, 2018 | M | 2,285 | D | — | — | Common Stock | 2,285 | 3,071 | D |
Explanation of responses
- F1Shares issued upon vesting of Restricted Stock Rights ("RSRs") granted under the 2011 Long-Term Incentive Stock Plan ("LTISP") on 11/1/16 that vested on 11/1/18.
- F2Shares surrendered to issuer in payment of tax liability in connection with vesting of RSRs in accordance with Rule 16b-3(e).
- F3Each 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.
- F4Total amount includes 733 RSRs granted under the LTISP on 2/17/16 that will vest on 2/17/19; 893 RSRs granted under the LTISP on 2/17/17 that will vest on 2/17/20; and 1,445 RSRs granted under the LTISP on 2/13/18 that will vest on 2/13/21.