Northrop Grumman Corporation is asking shareholders to vote at its 2026 virtual annual meeting on 11 director nominees, executive pay, auditor ratification, and a shareholder proposal for an independent board chair, which the Board recommends voting against.
For 2025, sales rose 2% to $42 billion, with organic sales up 3% and operating margin reaching 10.8%. Diluted EPS was $29.08, with mark-to-market adjusted EPS of $26.34, exceeding guidance. The company ended 2025 with record backlog of $95.7 billion and generated $4.8 billion in operating cash flow and $3.3 billion in free cash flow, while increasing its quarterly dividend by 12%.
The proxy emphasizes strong board independence (about 92% independent directors), a lead independent director with extensive responsibilities, proxy access rights, and majority voting for directors. Executive compensation is heavily performance-based, with over 80% variable pay and non-financial metrics tied to customers, people, and environmental sustainability.
Northrop Grumman director Marianne Catherine Brown reported acquiring 68 shares of common stock valued at $682.24 per share on a deferred basis. The shares were credited to a stock unit account under the Northrop Grumman 2024 Long-Term Incentive Stock Plan in a transaction exempt under Rule 16b-3. Following this award, she holds 11,066 shares of common stock, including dividends, in the stock unit account pursuant to the plan. This reflects routine equity-based compensation rather than an open‑market stock purchase.
Northrop Grumman director Arvind Krishna reported an acquisition of 53 shares of common stock, valued at $682.24 per share, as a grant deferred into a stock unit account under the Northrop Grumman 2024 Long-Term Incentive Stock Plan. Following this compensation-related award, Krishna directly holds 2,317 shares of common stock.
Northrop Grumman Corp: Amendment to Schedule 13G/A by The Vanguard Group reporting zero beneficial ownership.
The filing states that following an internal realignment on January 12, 2026, certain Vanguard subsidiaries will report holdings separately under SEC Release No. 34-39538. The Schedule 13G/A shows Amount beneficially owned: 0 and Percent of class: 0%, and identifies Vanguard signing through Ashley Grim on 03/27/2026.
Northrop Grumman Corporation corporate vice president and general counsel Kathryn G. Simpson reported an open-market sale of common stock. On March 2, 2026, she sold 873 shares of Northrop Grumman common stock at a price of $745.00 per share, in a transaction classified as a non-derivative sale. The filing notes that this sale was executed under a pre-established Rule 10b5-1 trading plan adopted on February 28, 2025. Following the sale, Simpson directly held 1.39 shares of Northrop Grumman common stock.
Northrop Grumman executive Roshan S. Roeder, CVP & President of Mission Systems, reported an open-market sale of 1,754 shares of common stock at $720 per share on February 27, 2026. The sale was made under a pre-arranged Rule 10b5-1 trading plan adopted on October 30, 2025. After the transaction, Roeder directly held 2,353.390 shares, plus an additional 116.7023 shares held indirectly in the Northrop Grumman Savings Plan as of February 27, 2026.
Northrop Grumman (NOC) related filing reports a proposed sale of 873 common shares following restricted stock vesting, with the transaction dated 02/11/2026.
The excerpt also discloses recent selling activity by Kathryn Simpson: 779 shares for $547,294.24 on 02/17/2026 and 194 shares for $141,158.28 on 02/19/2026. The sales are identified as related to compensation and restricted stock vesting.
Northrop Grumman Corporation filed a Form 144 reporting a proposed sale of 1,754 common shares related to restricted stock vesting on 02/11/2026.
Recent sale activity by Roshan Roeder is shown as examples: 84 shares on 12/09/2025 ($46,649.40), 318 shares on 02/17/2026 ($223,414.08), and 512 shares on 02/19/2026 ($372,541.44).
Northrop Grumman’s Corporate Vice President and General Counsel, Kathryn G. Simpson, reported an open-market sale of 194 shares of common stock on February 19, 2026. The shares were sold at an average price of $727.62 per share, and she held 874.39 shares directly afterward.
The filing notes that this sale was carried out under a pre-established Rule 10b5-1 trading plan, which Simpson adopted on February 28, 2025. Such plans are designed to systematically execute trades over time, helping insiders diversify holdings while reducing concerns about trading on nonpublic information.
Northrop Grumman Corporation executive Roshan S. Roeder, CVP & President of Mission Systems, sold 512 shares of common stock in an open-market transaction on February 19, 2026 at an average price of $727.62 per share. This sale, totaling roughly $372,000, was executed under a pre-established Rule 10b5-1 trading plan adopted on October 30, 2025. After the sale, Roeder directly held 4,107.39 shares of common stock and had an additional 115.9204 shares held indirectly in the Northrop Grumman Savings Plan, where balances are based on units that can change without an actual share acquisition or disposition.