Northrop Grumman (NYSE: NOC) CEO discloses Rule 10b5-1 stock sales

Rhea-AI Filing Summary

Northrop Grumman (NOC) Chair, CEO and President Kathy J. Warden reported two open-market stock sales under a pre-arranged Rule 10b5-1 trading plan. On January 5, 2026, she sold 7,000 shares of Northrop Grumman common stock at $600 per share. On January 6, 2026, she sold an additional 3,000 shares at $615 per share. These transactions were executed pursuant to a Rule 10b5-1 plan adopted on September 2, 2025. After the reported sales, she directly beneficially owns 191,602.4 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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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

X

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)
01/05/2026

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	01/05/2026		S		7,000(1)	D	$600	194,602.4	D
Common Stock	01/06/2026		S		3,000(1)	D	$615	191,602.4	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. The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on September 2, 2025.

Remarks:

	/s/ Jennifer C. McGarey, Attorney-in-Fact	01/07/2026
	** 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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transactions did Northrop Grumman (NOC) report for Kathy J. Warden?

Kathy J. Warden, Chair, CEO and President of Northrop Grumman (NOC), reported two sales of common stock: 7,000 shares on January 5, 2026 and 3,000 shares on January 6, 2026.

At what prices did Kathy J. Warden sell Northrop Grumman (NOC) shares?

On January 5, 2026, she sold 7,000 shares at $600 per share, and on January 6, 2026, she sold 3,000 shares at $615 per share.

How many Northrop Grumman (NOC) shares does Kathy J. Warden own after these transactions?

Following the reported sales, Kathy J. Warden directly beneficially owns 191,602.4 shares of Northrop Grumman common stock.

Were Kathy J. Warden’s Northrop Grumman (NOC) stock sales made under a Rule 10b5-1 plan?

Yes. The filing states that the sales were effected pursuant to a Rule 10b5-1 trading plan adopted by Kathy J. Warden on September 2, 2025.

Does Kathy J. Warden hold her Northrop Grumman (NOC) shares directly or indirectly?

The Form 4 reports her ownership as direct (D), showing 191,602.4 shares of Northrop Grumman common stock held directly after the transactions.

What role does Kathy J. Warden have at Northrop Grumman (NOC)?

The reporting person, Kathy J. Warden, is identified as Chair, CEO and President of Northrop Grumman Corporation.