Northrop Grumman Non-Employee Director Compensation Term Sheet (Effective May 20, 2015)
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Summary
This agreement outlines the compensation structure for non-employee directors of Northrop Grumman as of May 20, 2015. Directors receive an annual cash retainer of $122,500, with additional fees for specific roles such as Lead Independent Director and committee chairs. Directors are also granted $140,000 in deferred stock units annually, awarded quarterly. They may choose to defer their cash and committee fees into deferred stock units or alternative investment options. Payments of deferred stock units occur at the end of board service or earlier under certain conditions.
EX-10.1 2 noc-6302015xex101.htm NON-EMPLOYEE DIRECTOR COMPENSATION TERM SHEET NOC-6.30.2015-Ex101
Exhibit 10.1
Board of Director Compensation
(effective as of May 20, 2015)
Retainers: | Retainer fees are paid quarterly, at the end of each quarter. Fees are as follows: | |
Annual cash retainer: | $122,500 | |||
Additional retainer for Lead Independent Director: | $27,500 | |||
Additional retainer for Audit Committee: | $10,000 | |||
Additional retainer for Audit Committee chair: | $20,000 | |||
Additional retainer for Comp Committee chair: | $20,000 | |||
Additional retainer for Gov Committee chair: | $15,000 | |||
Additional retainer for Policy Committee chair: | $7,500 |
Equity Grant: | Directors are awarded an annual equity grant of $140,000 in deferred stock units, awarded quarterly. The deferred stock units will be paid at the conclusion of board service, or earlier, as specified by the director, if he has five or more years of service. | |
Directors may elect to defer payment of all or a portion of their cash retainer fees and any other annual committee retainer fees into the deferred stock unit account. |
Elective Deferral Program: | Directors may elect to defer to a later year all or a portion of their remaining annual cash retainer and any other fees payable for their Board service into alternative investment options similar to the options generally available under Northrop Grumman's Savings Excess Plan. | |