NORTHROP GRUMMAN CORP /DE/·4

Apr 4, 5:31 PM ET

RABINOWITZ MARK 4

4 · NORTHROP GRUMMAN CORP /DE/ · Filed Apr 4, 2011

Insider Transaction Report

Form 4
Period: 2011-03-31
RABINOWITZ MARK
Corp. VP & Treasurer
Transactions
  • Award

    Stock Option (Right-to-Buy)

    2011-03-31+2,2962,296 total
    Exercise: $52.48Exp: 2012-08-20Common Stock (2,296 underlying)
  • Award

    Common Stock

    2011-03-31+2,04236,977 total
  • Award

    Stock Option (Right-to-Buy)

    2011-03-31+8,1698,169 total
    Exercise: $41.14Exp: 2016-02-17Common Stock (8,169 underlying)
  • Award

    Stock Option (Right-to-Buy)

    2011-03-31+3,2813,281 total
    Exercise: $43.08Exp: 2013-08-20Common Stock (3,281 underlying)
  • Award

    Stock Option (Right-to-Buy)

    2011-03-31+4,3754,375 total
    Exercise: $47.99Exp: 2014-06-14Common Stock (4,375 underlying)
Holdings
  • Common Stock

    (indirect: See footnote)
    800.734
Footnotes (7)
  • [F1]On March 30, 2011, New P, Inc., now renamed "Northrop Grumman Corporation" ("Issuer"), became the successor issuer of Northrop Grumman Corporation ("Old Northrop Grumman"), now renamed "Titan II Inc.", pursuant to a merger. As a result of the merger, each holder of Old Northrop Grumman common stock received the identical number and percentage of the outstanding shares of common stock of Issuer as they owned of Old Northrop Grumman prior to the merger.
  • [F2]Pursuant to anti-dilution provisions of this grant, the number of shares subject to it (and for options, the exercise price) was adjusted in conjunction with the Issuer's spin-off of Huntington Ingalls Industries, Inc. The terms of the adjustment were approved by the Issuer's Board of Directors.
  • [F3]Total amount includes 10,855 unvested Restricted Performance Stock Rights ("RPSRs") granted under the 2001 Long-Term Incentive Stock Plan ("LTISP") on 2/17/09, with a valuation of performance measurement period ("measurement period") ending on 12/31/11; and 12,979 unvested RPSRs granted under the LTISP on 2/16/10, with the measurement period ending on 12/31/12. Grants awarded pursuant to Rule 16b-3(d).
  • [F4]Held in the Northrop Grumman Savings and Investment Plan (the "Plan"), a qualified profit sharing plan, as of March 31, 2011. Share totals with respect to the Plan are based upon unit accounting and therefore may reflect a decrease in units attributable to an individual though no disposition occurred.
  • [F5]The option is fully exercisable.
  • [F6]Granted without payment by grantee.
  • [F7]The option vests over a period of three years to the extent of one-third (33%) annual equal installments on 2/17/10, 2/17/11 and 2/17/12.

Documents

1 file
  • 4
    rrd306404.xmlPrimary

    FORM 4