Northrop Grumman Corporation

09/19/2024 | Press release | Distributed by Public on 09/19/2024 15:11

Amendment to Current Report Form 8 K/A

noc-20240514
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
(Amendment No. 1)
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported)
May 14, 2024
NORTHROP GRUMMAN CORPORATION
(Exact name of registrant as specified in its charter)
Delaware 1-16411 80-0640649
(State or Other Jurisdiction
of Incorporation or Organization)
(Commission File Number)
(IRS Employer
Identification Number)
2980 Fairview Park Drive, Falls Church, VA22042
(Address of principal executive offices)(Zip Code)
(703) 280-2900
(Registrant's telephone number, including area code)
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class Trading Symbol(s) Name of each exchange on which registered
Common Stock NOC New York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
ITEM 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
As previously disclosed in a Form 8-K filed on May 16, 2024, we announced that Kenneth Crews was elected Corporate Vice President and Chief Financial Officer of Northrop Grumman Corporation (the "Company") effective October 1, 2024. On September 17, 2024, the Compensation and Human Capital Committee of the Board of Directors approved for Mr. Crews an annualized base salary in the amount of $850,000 and an annual incentive target bonus of 100% of his base salary, effective as of October 1, 2024. Mr. Crews' target bonus will be prorated for fiscal year 2024 and will be determined by achievement of the Company's pre-established performance goals. Mr. Crews will continue to be eligible to participate in the Company's long-term incentive compensation program, including with respect to long-term incentive compensation awards to be made in 2025.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
NORTHROP GRUMMAN CORPORATION
(Registrant)
By: /s/ Jennifer C. McGarey
(Signature)
Jennifer C. McGarey
Corporate Vice President and Secretary
Date: September 19, 2024