(NOC)

Role: CVP & Pres, Mission Systems
Signature: /s/ Jennifer C. McGarey, Attorney-in-Fact
Issuer symbol: NOC
Transactions as of: 16 Feb 2024
Net transactions value: -$1,956,020
Form type: 4
Filing time: 21 Feb 2024, 17:04:59 UTC
Previous filing: 16 Feb 2024
Next filing: 23 Feb 2024
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	+3,284	+18%	$0.000000	21,598	16 Feb 2024	Direct
transaction	NOC	Common Stock	Tax liability	$736,869	-1,634	-7.6%	$450.96	19,964	16 Feb 2024	Direct
transaction	NOC	Common Stock	Sale	$1,219,152	-2,707	-14%	$450.37	17,257	16 Feb 2024	Direct
holding	NOC	Common Stock						38	16 Feb 2024	Held in Northrop Grumman Saving Plan	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	-3,284	-32%	$0.000000	6,965	16 Feb 2024	Common Stock	3,284		Direct	F2, F3

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

Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.

Transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).

Explanation of Responses:

Id	Content
F1	Held in the Northrop Grumman Savings Plan (the "Plan"), a qualified defined contribution plan, as of 2/16/24. Share totals with respect to the Plan are based upon unit accounting and therefore may reflect a change in units attributable to an individual though no acquisition or disposition occurred.
F2	Each Restricted Stock Rights ("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 2/16/21 that vested on 2/16/24.