SEC Form 4 · accession 0001104659-15-012419
Northrop Grumman Innovation Systems, Inc. · OA
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Scott David Chaplin
Officer — Fmr. SVP, Gen. Counsel & Secy
Period of report
Feb 9, 2015
Accepted (ET)
Feb 20, 2015 · 9:10 am EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000866121
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF2 | Feb 9, 2015 | F | 933 | $65.25 | D | 4,426 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF3 | — | Feb 9, 2015 | A | 2,858 | A | Mar 31, 2015 | Mar 31, 2015 | Common Stock | 2,858 | 2,858 | D |
| Restricted Stock UnitsF3 | — | Feb 9, 2015 | A | 3,192 | A | Mar 31, 2016 | Mar 31, 2016 | Common Stock | 3,192 | 3,192 | D |
| Restricted Stock UnitsF3 | — | Feb 9, 2015 | A | 1,968 | A | Mar 31, 2017 | Mar 31, 2017 | Common Stock | 1,968 | 1,968 | D |
| Employee Stock Option (right to buy)F5,F6 | $24.02 | holding | — | — | — | — | Oct 1, 2022 | Common Stock | 3,759 | 3,759 | D |
| Employee Stock Option (right to buy)F7,F8 | $30.4041 | holding | — | — | — | — | Mar 5, 2023 | Common Stock | 7,271 | 7,271 | D |
| Employee Stock Option (right to buy)F9,F10 | $61.6541 | holding | — | — | — | — | Mar 11, 2024 | Common Stock | 2,902 | 2,902 | D |
Explanation of responses
- F1Shares withheld to pay taxes for vesting of restricted stock in connection with spin-off (Spin-off) of Vista Outdoor Inc. from Alliant Techsystems Inc. (ATK) and pursuant to terms of Transaction Agreement relating to Spin-off.
- F10Three annual installments beginning 3/11/15.
- F21,180 of these shares are subject to restrictions including possible forfeiture under ATK's 2005 Stock Incentive Plan.
- F31-for-1.
- F4In connection with Spin-off, and pursuant to terms of Transaction Agreement, Performance Awards under ATK's 2005 Stock Incentive Plan, which would have been payable following three-year performance period ending on vesting date and based upon achievement of certain performance levels, converted to time-vested Restricted Stock Units.
- F5This option was previously reported as an option for 3,759 shares of common stock at an exercise price of $51.96 per share but was adjusted as a result of the Spin-off.
- F6Three annual installments beginning 10/1/13.
- F7This option was previously reported as an option for 7,271 shares of common stock at an exercise price of $65.77 per share but was adjusted as a result of the Spin-off.
- F8Three annual installments beginning 3/5/14.
- F9This option was previously reported as an option for 2,902 shares of common stock at an exercise price of $133.37 per share but was adjusted as a result of the Spin-off.