Northrop Grumman (NOC) CEO Kathy Warden sells 20,000 shares in insider trade

Rhea-AI Filing Summary

Northrop Grumman (NOC) reported an insider sale by Chair, CEO and President Kathy J. Warden on February 6, 2026. She sold a total of 20,000 shares of common stock in multiple transactions at weighted average prices ranging from $705.84 to $711.14, with individual trade price ranges between $705.56 and $711.40. Following these sales, she directly owned 171,602.4 shares of Northrop Grumman common stock.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a 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). See Instruction 10.

1. Name and Address of Reporting Person^*

Warden Kathy J

(Last) (First) (Middle)

2980 FAIRVIEW PARK DRIVE

(Street)

FALLS CHURCH VA 22042

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
NORTHROP GRUMMAN CORP /DE/ [ NOC ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chair, CEO and President

3. Date of Earliest Transaction (Month/Day/Year)
02/06/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	02/06/2026		S		214	D	$705.84(1)	191,388.4	D
Common Stock	02/06/2026		S		2,196	D	$706.65(2)	189,192.4	D
Common Stock	02/06/2026		S		4,695	D	$707.45(3)	184,497.4	D
Common Stock	02/06/2026		S		2,303	D	$708.63(4)	182,194.4	D
Common Stock	02/06/2026		S		5,734	D	$709.49(5)	176,460.4	D
Common Stock	02/06/2026		S		3,552	D	$710.36(6)	172,908.4	D
Common Stock	02/06/2026		S		1,306	D	$711.14(7)	171,602.4	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents the weighted average sale price of $705.84 rounded to the nearest hundredth. The highest price at which the shares were sold was $705.97 and the lowest price at which the shares were sold was $705.56. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote in this Form 4.

2. Represents the weighted average sale price of $706.65 rounded to the nearest hundredth. The highest price at which the shares were sold was $706.93 and the lowest price at which the shares were sold was $706.00. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote in this Form 4.

3. Represents the weighted average sale price of $707.45 rounded to the nearest hundredth. The highest price at which the shares were sold was $707.97 and the lowest price at which the shares were sold was $707.00. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote in this Form 4.

4. Represents the weighted average sale price of $708.63 rounded to the nearest hundredth. The highest price at which the shares were sold was $708.98 and the lowest price at which the shares were sold was $708.20. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote in this Form 4.

5. Represents the weighted average sale price of $709.49 rounded to the nearest hundredth. The highest price at which the shares were sold was $709.99 and the lowest price at which the shares were sold was $709.01. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote in this Form 4.

6. Represents the weighted average sale price of $710.36 rounded to the nearest hundredth. The highest price at which the shares were sold was $710.97 and the lowest price at which the shares were sold was $710.00. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote in this Form 4.

7. Represents the weighted average sale price of $711.14 rounded to the nearest hundredth. The highest price at which the shares were sold was $711.40 and the lowest price at which the shares were sold was $711.02. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote in this Form 4.

Remarks:

	/s/ Jennifer C. McGarey, Attorney-in-Fact	02/10/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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FAQ

What does the latest Form 4 for Northrop Grumman (NOC) disclose?

The filing discloses that Kathy J. Warden, Northrop Grumman’s Chair, CEO and President, sold common stock on February 6, 2026. Multiple open‑market sales were reported, each with specific share amounts, weighted average sale prices and resulting direct share ownership after the transactions.

How many Northrop Grumman (NOC) shares did Kathy Warden sell?

Kathy J. Warden sold a total of 20,000 Northrop Grumman common shares on February 6, 2026. The sales occurred across several separate trades, each reported with its own share count and weighted average price in the Form 4 insider transaction disclosure.

At what prices were Kathy Warden’s Northrop Grumman (NOC) shares sold?

Her reported sales used weighted average prices between $705.84 and $711.14 per share. Footnotes state detailed ranges, with individual trades executed between lows of $705.56–$711.02 and highs of $705.97–$711.40, across several separate open‑market sale transactions.

How many Northrop Grumman (NOC) shares does Kathy Warden own after the sale?

After the reported transactions, Kathy J. Warden directly owned 171,602.4 shares of Northrop Grumman common stock. Each line item in the Form 4 lists the updated direct beneficial ownership level following that particular sale on February 6, 2026.

Were any derivative securities reported in this Northrop Grumman (NOC) Form 4?

No derivative securities transactions are listed. The Form 4’s derivative securities table shows no entries, while all reported activity involves sales of Northrop Grumman common stock classified as non‑derivative securities, executed directly by the reporting person.

Why does the Northrop Grumman (NOC) Form 4 reference weighted average sale prices?

The filing explains that reported prices are weighted average sale prices for multiple trades within specified ranges. It states the highest and lowest prices for each set of trades and offers to provide detailed breakdowns of individual trade prices upon request.