4//SEC Filing
NORTHROP GRUMMAN CORP /DE/ 4
Accession 0001225208-15-005013
$NOCCIK 0001133421operating
Filed
Feb 19, 7:00 PM ET
Accepted
Feb 20, 4:08 PM ET
Size
15.9 KB
Accession
0001225208-15-005013
Insider Transaction Report
Form 4
FRASER DARRYL M
Corp. VP, Communications
Transactions
- Exercise/Conversion
Common Stock
2015-02-18+21,150→ 65,790 total - Tax Payment
Common Stock
2015-02-18$167.68/sh−10,766$1,805,243→ 55,024 total - Award
Restricted Performance Stock Rights
2015-02-18+11,982→ 46,536 total→ Common Stock (11,982 underlying) - Exercise/Conversion
Restricted Performance Stock Rights
2015-02-18−21,150→ 25,386 total→ Common Stock (21,150 underlying) - Award
Restricted Stock Rights
2015-02-18+2,326→ 10,095 total→ Common Stock (2,326 underlying)
Holdings
- 3,831.622(indirect: Held in Northrop Grumman Savings & Investment Plan)
Common Stock
Footnotes (9)
- [F1]Shares issued in settlement of Restricted Performance Stock Rights ("RPSRs") granted under the 2011 Long-Term Incentive Stock Plan ("LTISP") on 2/15/12 with a valuation of performance measurement period ("measurement period") ended 12/31/14. The RPSRs were settled at 150% of target.
- [F2]Shares surrendered to issuer in payment of tax liability in connection with settlement of RPSRs in accordance with Rule 16b-3(e).
- [F3]Held in the Northrop Grumman Savings and Investment Plan (the "Plan"), a qualified profit sharing plan, as of February 13, 2015. 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.
- [F4]Each 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).
- [F5]The RPSRs acquired include (i) 7,050 additional vested RPSRs with respect to the measurement period ended 12/31/14 acquired due to settlement of the 2012 RPSRs held at 150% of the target award and (ii) 4,932 unvested RPSRs granted under the LTISP on 2/18/15 with a measurement period ending on 12/31/17.
- [F6]Total amount includes 21,150 vested RPSRs granted under the LTISP on 2/15/12 with a measurement period ended on 12/31/14; 4,932 RPSRs granted on 2/18/15 with a measurement period ending on 12/31/17; 6,647 unvested RPSRs granted under the LTISP on 2/19/14 with a measurement period ending on 12/31/16; and 13,807 unvested RPSRs granted under the LTISP on 2/20/13 with a measurement period ending on 12/31/15.
- [F7]Total amount includes 4,932 RPSRs granted on 2/18/15 with a measurement period ending on 12/31/17; 6,647 unvested RPSRs granted under the LTISP on 2/19/14 with a measurement period ending on 12/31/16; and 13,807 unvested RPSRs granted under the LTISP on 2/20/13 with a measurement period ending on 12/31/15.
- [F8]Each Restricted Stock Right ("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. The RSRs were granted under the LTISP on 2/18/15 and will vest on 2/18/18.
- [F9]Total amount includes 2,326 RSRs granted under the LTISP on 2/18/15 that will vest on 2/18/18; 2,772 RSRs granted under the LTISP on 2/19/14 that will vest on 2/19/17; and 4,997 RSRs granted under the LTISP on 2/20/13 that will vest on 2/20/16.
Documents
Issuer
NORTHROP GRUMMAN CORP /DE/
CIK 0001133421
Entity typeoperating
Related Parties
1- filerCIK 0001133421
Filing Metadata
- Form type
- 4
- Filed
- Feb 19, 7:00 PM ET
- Accepted
- Feb 20, 4:08 PM ET
- Size
- 15.9 KB