Sheila C. Cheston - Feb 13, 2023 Form 4 Insider Report for NORTHROP GRUMMAN CORP /DE/ (NOC)

Role: Corp. VP & General Counsel
Signature: /s/ Jennifer C. McGarey, Attorney-in-Fact
Stock symbol: NOC
Transactions as of: Feb 13, 2023
Transactions value $: -$1,544,365
Form type: 4
Date filed: 2/15/2023, 03:56 PM
Previous filing: Aug 11, 2022
Next filing: Feb 21, 2023
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	NOC	Common Stock	Options Exercise	$0	+2.21K	+8.7%	$0.00	27.6K	Feb 13, 2023	Direct
transaction	NOC	Common Stock	Tax liability	-$353K	-760	-2.76%	$464.28	26.8K	Feb 13, 2023	Direct
transaction	NOC	Common Stock	Sale	-$1.19M	-2.55K	-9.51%	$467.81	24.2K	Feb 13, 2023	Direct	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	-2.21K	-30.72%	$0.00	4.98K	Feb 13, 2023	Common Stock	2.21K		Direct	F2, F3

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person.
F2	Each Restricted Stock Right ("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 2/12/20 that vested on 2/13/23.