Unregistered Sales of Equity Securities and Use of Proceeds
−Removed: The table below summarizes our repurchases of common stock during the three months ended September 30, 2022.
+Added: The table below summarizes our repurchases of common stock during the three months ended March 31, 2023.
Period Total Number
7 unchanged sentences
($ in millions)
−Removed: July 2, 2022 - July 29, 2022 234,422 $ 460.61 234,422 $ 3,386
−Removed: July 30, 2022 - August 26, 2022 245,200 482.06 245,200 3,267
−Removed: August 27, 2022 - September 30, 2022 307,400 482.16 307,400 3,119
+Added: January 1, 2023 - January 27, 2023 150,723 $ 477.68 150,723 $ 2,561
+Added: January 28, 2023 - February 24, 2023 1,049,133 443.06 1,049,133 2,096
+Added: February 25, 2023 - March 31, 2023 187,828 457.54 187,828 2,010
Total 1,387,684 $ 448.78 1,387,684 $ 2,010
(1) Includes commissions paid.
+Added: (2) During the first quarter of 2023, the company entered into an accelerated share repurchase (ASR) agreement with Bank of America, N.A.
+Added: to repurchase $500 million of the company's common stock and received an initial delivery of shares representing 80 percent of the share repurchase agreement.
Share repurchases take place from time to time, subject to market conditions and management’s discretion, in the open market or in privately negotiated transactions.
2 unchanged sentences
NORTHROP GRUMMAN CORPORATION
−Removed: 10.1 Credit Agreement, dated as of August 23, 2022, among Northrop Grumman Corporation, as borrower, Northrop Grumman Systems Corporation, as guarantor, the lenders party thereto and JPMorgan Chase Bank, N.A., as administrative agent (incorporated by reference to Exhibit 10.1 to Form 8-K filed August 23, 2022, File No.
−Removed: *+10.2 Transition and Retirement Agreement dated as of September 9, 2022 by and between Northrop Grumman Systems Corporation and Mary D.
+Added: 4.1 Eleventh Supplemental Indenture, dated as of February 8, 2023, between Northrop Grumman Corporation and The Bank of New York Mellon, as successor to JPMorgan Chase Bank, Trustee, to Indenture dated as of November 21, 2001 (incorporated by reference to Exhibit 4.1 to Form 8-K filed February 8, 2023, File No.
+Added: 4.2 F orm of 4.700% Senior Note due 2033 (included in Exhibit 4.1) (incorporated by reference to Exhibit 4.
+Added: 2 to Form 8-K filed Febr u a ry 8, 2023, File No.
+Added: 4.3 F orm of 4.950 % Senior Note due 2053 (included in Exhibit 4.1) (inc orporated by reference to Exhibit 4.3 to Form 8-K filed February 8, 2023, File No.
+Added: *+10.1 2023 Restricted Stock Rights Grant Agreement Specifying Terms and Conditions Applicable to 2023 Restricted Stock Rights Granted under the 2011 Long-Term Incentive Stock Plan
+Added: *+10.2 2023 Restricted Performance Stock Rights Grant Agreement Specifying Terms and Conditions Applicable to 2023 Restricted Performance Stock Rights Granted under the 2011 Long-Term Incentive Stock Plan
+Added: *+10.3 Group Personal Excess Liability Policy effective January 1, 2023
*15 Letter from Independent Registered Public Accounting Firm
7 unchanged sentences
Keffer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
−Removed: *101 Northrop Grumman Corporation Quarterly Report on Form 10-Q for the quarter ended September 30, 2022, formatted as inline XBRL (Extensible Business Reporting Language):
+Added: *101 Northrop Grumman Corporation Quarterly Report on Form 10-Q for the quarter ended March 31, 2023, formatted as inline XBRL (Extensible Business Reporting Language):
(i) the Cover Page, (ii) Condensed Consolidated Statements of Earnings and Comprehensive Income, (iii) Condensed Consolidated Statements of Financial Position, (iv) Condensed Consolidated Statements of Cash Flows, (v) Condensed Consolidated Statements of Changes in Shareholders’ Equity, and (vi) Notes to Condensed Consolidated Financial Statements.
11 unchanged sentences
(Principal Accounting Officer)
−Removed: October 26, 2022
+Added: April 26, 2023
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.