NOC » Topics » Item 5. Other Information

This excerpt taken from the NOC 10-Q filed Jul 27, 2006.

Item 5.  Other Information

 

No information is required in response to this item.

 

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Table of Contents

NORTHROP GRUMMAN CORPORATION

 

This excerpt taken from the NOC 10-Q filed Oct 25, 2005.

Item 5.  Other Information

 

No information is required in response to this item.

 

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Table of Contents

NORTHROP GRUMMAN CORPORATION

 

This excerpt taken from the NOC 10-Q filed Jul 28, 2005.

Item 5.  Other Information

 

(a) Information Required to be Reported on Form 8-K

 

On July 26, 2005, the Compensation and Management Development Committee of the Board of Directors of the company approved the Separation Agreement and General Release (the “Agreement”) dated as of July 26, 2005, between the company and Dr. Philip A. Dur, a corporate vice president of the company and former president of the company’s Ship Systems sector. The Agreement provides severance benefits upon Dr. Dur’s retirement from the company, which will be no later than December 31, 2005, including a lump-sum cash payment, continued vesting in restricted performance stock rights and stock options, a 2005 performance year bonus and certain other benefits. In addition, the Agreement provides for a release by Dr. Dur of claims against the company and a covenant not to compete. A copy of the Agreement is filed as Exhibit 10.6 to this Form 10-Q.

 

On July 26, 2005, the Board of Directors of the company approved the Non-Employee Director Compensation Term Sheet, effective June 1, 2005. The Term Sheet, which is filed as Exhibit 10.7 to this Form 10-Q, increases the amount of the retainer fees paid to directors, Audit Committee members and chairs of Committees and eliminates separate attendance fees for each meeting. In addition, the amount of retainer fees deferred into stock units has been increased. There will be no future grants of stock options pursuant to the 1995 Stock Option Plan for Non-Employee Directors.

 

On July 26, 2005, the Board of Directors of the company approved the Northrop Grumman 1993 Stock Plan for Non-Employee Directors (as amended and restated July 26, 2005) (the “Plan”), which increases the portion of directors’ retainer fees that must be paid in stock and provides for issuance of the deferred stock to directors upon completion of their service on the Board of Directors. A copy of the Plan is filed as Exhibit 10.1 to this Form 10-Q.

 

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