0001133421-19-000021 Sample Contracts

NORTHROP GRUMMAN CORPORATION
Restricted Stock Rights Grant Agreement • April 24th, 2019 • Northrop Grumman Corp /De/ • Search, detection, navagation, guidance, aeronautical sys • Virginia

This 2019 Restricted Stock Rights Grant Agreement (“Agreement”) applies to certain “Restricted Stock Rights” (“RSRs”) granted by Northrop Grumman Corporation (the “Company”) in 2019 under its 2011 Long-Term Incentive Stock Plan. If you were granted an RSR award by the Company in 2019, the date of grant of your RSR award (the “Grant Date”) and the number of RSRs applicable to your award are set forth in the letter from the Company announcing your RSR award (your “Grant Letter”) and are also reflected in the electronic stock plan award recordkeeping system (“Stock Plan System”) maintained by the Company or its designee. This Agreement applies only with respect to the 2019 RSR award, and you are subject to this Agreement upon accepting your grant. If you were granted an RSR award, you are referred to as the “Grantee” with respect to your award. Capitalized terms are generally defined in Section 12 below if not otherwise defined herein.

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NORTHROP GRUMMAN CORPORATION 2019 RESTRICTED PERFORMANCE STOCK RIGHTS GRANT AGREEMENT
Restricted Performance Stock Rights Grant Agreement • April 24th, 2019 • Northrop Grumman Corp /De/ • Search, detection, navagation, guidance, aeronautical sys • Virginia

This 2019 Restricted Performance Stock Rights Grant Agreement (“Agreement”) applies to certain “Restricted Performance Stock Rights” (“RPSRs”) granted by Northrop Grumman Corporation (the “Company”) in 2019 under its 2011 Long-Term Incentive Stock Plan. If you were granted an RPSR award by the Company in 2019, the date of grant of your RPSR award and the target number of RPSRs applicable to your award are set forth in the letter from the Company announcing your RPSR award (your “Grant Letter”) and are also reflected in the electronic stock plan award recordkeeping system (“Stock Plan System”) maintained by the Company or its designee. This Agreement applies only with respect to the 2019 RPSR award, and you are subject to this Agreement upon accepting your grant. If you were granted an RPSR award, you are referred to as the “Grantee” with respect to your award. Capitalized terms are generally defined in Section 12 below if not otherwise defined herein.

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