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ITEM 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On November 16, 2022, the Board of Directors of Northrop Grumman Corporation (the “Company”) elected Arvind Krishna to the Board of Directors effective November 16, 2022. Mr. Krishna has been Chairman and Chief Executive Officer
of IBM since January 2021, and Chief Executive Officer and a member of the Board of Directors of IBM since April 2020. Previously, Mr. Krishna led the IBM Cloud and Cognitive Software business unit from 2017 to April 2020, and also served as the director of IBM’s Research division from 2015 to 2020.
The Board of Directors appointed Mr. Krishna to the Compensation Committee and the Policy Committee.
Mr. Krishna is entitled to receive an annual cash retainer of $140,000 per year. In addition, Mr. Krishna will receive an annual equity grant of $175,000 in deferred stock units to be paid at the conclusion of his board service, or earlier, as specified by Mr. Krishna. Mr. Krishna’s retainer fees and equity grant will be prorated for 2022.
On November
16, 2022, the Board of Directors also approved an increase in the size of the Board from thirteen members to fourteen members.
Cover Page Interactive Data File (embedded within the Inline XBRL document)
SIGNATURE
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.