8-KRegulation FD

NORTHROP GRUMMAN CORP /DE/ 8-K Report, Regulation FD Disclosure (Mar 12, 2009)

Filed March 12, 2009For Securities:NOC

Summary

Northrop Grumman Corporation (NOC) announced on March 12, 2009, that its Chairman and CEO, Ronald D. Sugar, has adopted a pre-arranged stock trading plan. This plan, established under Rule 10b5-1, is designed to allow Dr. Sugar to sell shares of company stock upon the exercise of stock options. The primary stated purpose of this plan is to facilitate the exercise of stock options that are aging or nearing expiration. This disclosure is primarily for informational purposes under Regulation FD. The transactions under the plan will involve shares acquired through option exercises and are structured not to impact Dr. Sugar's adherence to the company's stock ownership guidelines. All transactions will be reported to the SEC as required by law, ensuring transparency for investors regarding executive stock dealings.

Key Highlights

  • 1CEO Ronald D. Sugar has adopted a pre-arranged stock trading plan.
  • 2The plan allows for the sale of company stock upon exercise of stock options.
  • 3The stated purpose is to exercise aging or expiring stock options.
  • 4The plan complies with Rule 10b5-1 of the Securities Exchange Act of 1934.
  • 5Transactions will not affect the CEO's compliance with stock ownership guidelines.
  • 6All trades under the plan will be reported to the SEC.

Frequently Asked Questions

The main purpose is to allow the CEO, Ronald D. Sugar, to sell shares of company stock that are acquired through the exercise of stock options. This is specifically intended to address stock options that are aging or nearing their expiration date.

No, the filing explicitly states that the plan is designed to facilitate the exercise of aging or expiring options and will not affect the CEO's compliance with stock ownership guidelines. This suggests the plan is a pre-arranged strategy for managing existing option grants rather than a reaction to company performance.

Yes, the filing states that all transactions made under Dr. Sugar's trading plan will be reported to the Securities and Exchange Commission (SEC) in accordance with applicable securities laws, rules, and regulations.

The plan involves the sale of shares acquired through option exercises, and it is structured such that these transactions will not affect Dr. Sugar's compliance with the company's stock ownership guidelines. This implies that the CEO will continue to meet the company's internal requirements for stock ownership.