01—Abstract
Summary
Summary of the 8-K filed August 21, 2026. Cited figures are marked; the original filing is the authoritative source.
Northrop Grumman Corporation announced on August 21, 2026, a significant one-time performance-based equity grant to its Chair, CEO, and President, Kathy J.
Warden. This award underscores the Board's recognition of Ms. Warden's leadership and aims to further align her incentives with shareholder and customer interests. The grant is designed to reward sustained performance and retention through a long-term performance period.
02—Key points
Key Highlights
- One-time performance-based equity grant approved for CEO Kathy J. Warden.
- Award intended to recognize and sustain critical leadership contributions.
- Performance metrics tied to Company's absolute stock price appreciation/depreciation.
- Performance period extends through December 31, 2031.
- Payout range from 0% to 150% of a target 35,910 Market Stock Units (MSUs).
- Specific stock price thresholds for payout: 0% at >25% depreciation, 10% appreciation for target award, 150% at >=50% appreciation.
- Grant is generally contingent on Ms. Warden's continued service throughout the performance period.
03—Questions
Frequently Asked Questions
What is the primary purpose of this equity grant to Ms. Warden?
The grant is a one-time, performance-based award designed to recognize Ms. Warden's crucial leadership contributions, encourage her continued service, and align her financial interests with those of the Company's shareholders and customers over a long-term horizon.
How will the performance of Ms. Warden's award be measured?
The award's payout is directly linked to Northrop Grumman's absolute stock price performance. It will be measured by the percentage of stock price appreciation or depreciation over a period ending December 31, 2031.
What are the specific stock price targets for this award?
The award has defined thresholds: a 0% payout if the stock price depreciates by more than 25%, a target payout (100%) if the stock price appreciates by at least 10%, and a maximum payout (150%) if the stock price appreciates by 50% or more. The range for earning is 0% to 150% of the target 35,910 MSUs.
Is there any condition attached to Ms. Warden receiving this award?
Yes, the award is generally subject to Ms. Warden's continued employment and service with Northrop Grumman throughout the entire performance period, which concludes on December 31, 2031.
04—Continue