Every material Form 8-K Northrop Grumman has filed with the SEC since July 25, 2024, read and summarized by AI: what happened, the key figures, whether it reads positive or negative for shareholders, and how big a deal it is (impact 1-5). Newest first; each brief links to its own page and to the filing on SEC.gov.
Northrop Grumman reported third quarter 2026 sales of $11.1 billion, up 7% from $10.4 billion a year earlier, and diluted earnings per share of $7.89 versus $7.67. The company raised its 2026 guidance for sales, segment operating income and MTM-adjusted EPS, while operating margin rate declined to 11.4% from 11.9%.
Q3 2026 sales rose 7% to $11.1 billion; net earnings were $1.1 billion, or $7.89 per diluted share, versus $7.67 a year earlier
2026 MTM-adjusted EPS guidance raised to $29.35 to $29.75 from $28.60 to $29.10; sales guidance is $43.75 billion to $44.25 billion
Backlog reached $109.6 billion at September 30, 2026, up 15% from $95.7 billion at December 31, 2025; net awards were $16.4 billion in the quarter
Northrop Grumman's independent directors approved a one-time performance-based equity grant to Chair, CEO and President Kathy J. Warden on August 19, 2026. The award pays out based on the company's absolute stock price change through December 31, 2031, and is tied to her continued service, which links her pay directly to shareholder returns.
Award approved by independent directors on August 19, 2026; disclosed in an 8-K dated August 21, 2026
Target award is 35,910 Market Stock Units (MSUs), with payout ranging from 0% to 150% of target
Performance period ends December 31, 2031; full target payout requires at least 10% stock price appreciation
Payout is 0% if the stock falls more than 25% and 150% if it rises 50% or more
Northrop Grumman reported second quarter 2026 sales of $10.9 billion, up 5% from a year earlier, and a record backlog of $105 billion. Diluted EPS fell to $7.68 from $8.15 because the prior-year quarter included a $231 million gain on the training services divestiture, and the company raised its 2026 sales and MTM-adjusted EPS guidance.
Q2 2026 sales were $10.9 billion, up 5% from $10.4 billion in Q2 2025.
Diluted EPS was $7.68 versus $8.15; net earnings were $1.1 billion versus $1.2 billion.
2026 sales guidance raised to $43.75 billion to $44.25 billion; MTM-adjusted EPS guidance raised to $28.60 to $29.10, an increase of $1.20.
Backlog reached a company record of $105 billion after $20 billion in net awards in the quarter.
Northrop Grumman reported first-quarter 2026 sales of $9.9 billion, up 4% from $9.5 billion a year earlier, and diluted earnings per share of $6.14 versus $3.32. The gain was largely due to the absence of a $477 million B-21 loss provision recorded in the prior-year quarter, and the company reaffirmed its 2026 financial guidance. Shareholders get a clear improvement in the headline measures, though first-quarter free cash flow was negative $1.8 billion.
Sales rose 4% to $9.9 billion; organic sales rose 5% to $9.9 billion from $9.4 billion
Diluted EPS was $6.14 versus $3.32; net earnings were $875 million versus $481 million
Operating margin rate was 10.0% versus 6.1%, driven by the absence of the prior-year $477 million B-21 loss provision
2026 guidance reaffirmed as of April 21, 2026: sales $43.5 billion to $44.0 billion and MTM-adjusted EPS $27.40 to $27.90
Northrop Grumman's board elected Admiral Christopher W. Grady, a retired Vice Chairman of the Joint Chiefs of Staff, to the board effective February 12, 2026, expanding the board from 12 to 13 members. The filing also sets the 2026 executive incentive metrics and names James S. Turley as Lead Independent Director effective May 20, 2026, which is a governance change rather than a financial result.
Admiral Christopher W. Grady elected to the board effective February 12, 2026; board size increased from 12 to 13 members
Grady receives a $145,000 annual cash retainer, a $15,000 retainer for Audit and Risk Committee service, and a $182,500 annual deferred stock unit grant
James S. Turley to become Lead Independent Director effective May 20, 2026, succeeding Madeleine A. Kleiner, who retires at the 2026 Annual Meeting
2026 incentive plan weights cash flow from operations 20%, segment operating income 25%, sales 25% and strategic metrics 30%
Northrop Grumman reported fourth-quarter 2025 sales up 10% to $11.7 billion and full-year 2025 sales of $42.0 billion, with full-year MTM-adjusted EPS of $26.34 versus $26.08 in 2024. The company guided 2026 sales of $43.5 billion to $44.0 billion and MTM-adjusted EPS of $27.40 to $27.90, consistent with its October outlook, and reported a record backlog of $95.7 billion.
Q4 2025 sales rose to $11.7 billion from $10.7 billion; full-year sales were $42.0 billion, up 2%
Full-year 2025 diluted EPS was $29.08, including a $394 million after-tax mark-to-market pension benefit; MTM-adjusted EPS was $26.34
2026 guidance: sales of $43.5 billion to $44.0 billion, MTM-adjusted EPS of $27.40 to $27.90, and free cash flow of $3.1 billion to $3.5 billion
Full-year 2025 segment operating income fell 4%, mainly due to a $477 million B-21 loss provision in the first quarter
Northrop Grumman's board elected John Greene, former chief financial officer of Discover Financial Services, as corporate vice president and CFO, effective January 7, 2026. Current CFO Ken Crews is stepping down from the role on that date and will serve in an advisory capacity until February 20, 2026. The company reaffirmed its 2025 guidance and 2026 outlook, so the change is a leadership transition with no stated change to financial targets.
John Greene, 60, was elected by the board on November 3, 2025; he will be CFO effective January 7, 2026, and report to CEO Kathy Warden.
Greene's base salary is $955,000, with a sign-on grant of Restricted Stock Rights valued at $2,000,000.
Crews remains CFO through January 7, 2026, then serves in an advisory role until February 20, 2026.
The company reaffirmed its 2025 financial guidance and 2026 outlook, first shared on its October 21 earnings call.
Northrop Grumman reported third quarter 2025 sales up 4% to $10.4 billion and diluted EPS up 10% to $7.67, with net earnings of $1.1 billion. The company raised its 2025 MTM-adjusted EPS guidance range by $0.65 to $25.65 to $26.05, which signals higher expected profit for the year for shareholders.
Third quarter sales rose 4% to $10.4 billion from $10.0 billion; diluted EPS rose 10% to $7.67 from $7.00.
2025 MTM-adjusted EPS guidance raised to $25.65 to $26.05 from $25.00 to $25.40.
Nine-month diluted EPS fell 3% to $19.12, and nine-month net cash from operating activities fell 52% to $860 million.
Third quarter net awards totaled $12.2 billion and backlog totaled $91.4 billion.
Northrop Grumman entered into a new five-year senior unsecured revolving credit facility of $3 billion with JPMorgan Chase Bank, N.A. as administrative agent, replacing its $2.5 billion facility dated August 23, 2022. The company said the facility is intended to support its commercial paper program and general corporate purposes, and the agreement includes a maximum consolidated debt-to-capitalization ratio of 65 percent.
New five-year senior unsecured revolving credit facility of $3 billion, dated September 2, 2025
Replaces the company's $2.5 billion five-year revolving facility entered into August 23, 2022
Requires consolidated debt to capitalization not to exceed 65 percent
Covenants include limits on selling substantially all assets or merging, and a change of control is an event of default
Northrop Grumman reported second quarter 2025 sales of $10.4 billion, up 1% from a year earlier, and diluted earnings per share of $8.15, up from $6.36. The results include a $1.04 per share benefit from the training services divestiture, and the company raised its 2025 guidance for segment operating income, adjusted EPS and free cash flow. Free cash flow for the quarter fell 42% to $637 million, so cash generation weakened even as earnings and guidance improved.
Q2 2025 sales rose 1% to $10.4 billion; diluted EPS was $8.15 versus $6.36 a year earlier
The divestiture of the training services business added a net after-tax benefit of $150 million, or $1.04 per diluted share
2025 segment operating income guidance raised to $4,275 million to $4,375 million; MTM-adjusted EPS to $25.00 to $25.40
Q2 free cash flow was $637 million, down 42% from $1,105 million; the company returned over $700 million to shareholders in the quarter
On May 29, 2025, Northrop Grumman issued $500 million of 4.650% senior notes due 2030 and $500 million of 5.250% senior notes due 2035, for $1 billion in total. The notes were sold under an underwriting agreement dated May 27, 2025 with Mizuho Securities, Goldman Sachs and Morgan Stanley as representatives. The filing describes new borrowing rather than an operating result, so it does not show a change in earnings or guidance.
$500 million of 4.650% senior notes mature July 15, 2030
$500 million of 5.250% senior notes mature July 15, 2035
Indenture covenants limit the company's ability to create liens, enter certain sale and leaseback transactions, and engage in certain asset sales, subject to exceptions
Notes were issued under a Thirteenth Supplemental Indenture with The Bank of New York Mellon as trustee
Northrop Grumman reported first-quarter 2025 sales of $9.5 billion, down 7 percent, and diluted EPS of $3.32 versus $6.32 a year earlier, after a $477 million pre-tax loss provision on the B-21 program. The company cut its 2025 segment operating income guidance to $4.2 billion-$4.35 billion from $4.65 billion-$4.8 billion and its MTM-adjusted EPS guidance to $24.95-$25.35 from $27.85-$28.25, while reaffirming its sales and free cash flow guidance. Lower profit expectations for 2025 are the key development for shareholders.
Q1 2025 sales were $9.5 billion, down from $10.1 billion in Q1 2024.
Diluted EPS was $3.32 versus $6.32, including a $2.74 per share impact from the B-21 loss provision.
2025 MTM-adjusted EPS guidance was lowered to $24.95-$25.35 from $27.85-$28.25.
2025 sales guidance of $42.0 billion-$42.5 billion and free cash flow guidance of $2.85 billion-$3.25 billion were reaffirmed.
Northrop Grumman disclosed that director Graham Robinson told the Board on February 17, 2025 that he will not stand for re-election at the 2025 Annual Meeting of Shareholders, and he will stay on the Board until that meeting. The Board and Compensation and Human Capital Committee also approved 2025 executive incentive goals, long-term award terms, and a reduced severance period for most executive officers, which are administrative governance and pay matters.
Graham Robinson notified the Board on February 17, 2025 of his decision not to seek re-election at the 2025 Annual Meeting.
Robinson will remain on the Board until the day of the Annual Meeting.
On February 18, 2025, the Board reduced the severance timeframe from 18 months to 12 months for most executive officers, excluding the CEO.
The 2025 incentive plan weights cash flow from operations before discretionary pension funding at 35% and segment operating income growth at 35%.
Northrop Grumman reported 2024 sales of $41.0 billion, up 4 percent from $39.3 billion in 2023, and net earnings of $4.2 billion, or $28.34 per diluted share. That figure includes a $332 million after-tax pension mark-to-market benefit; excluding it, MTM-adjusted EPS was $26.08, compared with $15.61 in 2023, which included a B-21 charge. The company said its 2025 financial guidance is in line with its prior outlook.
Fourth quarter 2024 sales were $10.7 billion, comparable with the prior-year quarter, and diluted EPS was $8.66.
2024 free cash flow was $2.6 billion, up 25 percent, and the company returned $3.7 billion to shareholders through buybacks and dividends.
2025 guidance: sales of $42.0 billion to $42.5 billion, MTM-adjusted EPS of $27.85 to $28.25, and free cash flow of $2.85 billion to $3.25 billion.
Backlog reached a record $91.5 billion; the Training Services divestiture is expected to close mid-year 2025.
Northrop Grumman reported third quarter 2024 sales of $10.0 billion, up 2% from a year earlier, and diluted earnings per share of $7.00, up 13% from $6.18. The company raised its 2024 MTM-adjusted EPS guidance by 75 cents to $25.65 to $26.05, which matters to shareholders because it signals higher expected per-share profit for the year.
Q3 2024 diluted EPS was $7.00 versus $6.18 in Q3 2023; net earnings were $1.0 billion, up 9%
2024 MTM-adjusted EPS guidance raised to $25.65 to $26.05, from $24.90 to $25.30 previously
Q3 free cash flow fell 16% to $730 million, principally due to higher net federal tax payments
Northrop Grumman reported second quarter 2024 sales of $10.2 billion, up 7% from a year earlier, and diluted earnings per share of $6.36, up 19%. The company raised its 2024 sales guidance to $41.0 billion to $41.4 billion and its MTM-adjusted EPS guidance to $24.90 to $25.30, which gives shareholders a higher outlook for the year.
Q2 net earnings were $940 million, or $6.36 per diluted share, versus $812 million, or $5.34, in Q2 2023
Free cash flow rose 80% to $1.1 billion; operating cash flow was $1.4 billion
2024 sales guidance raised to $41.0 billion to $41.4 billion from $40.8 billion to $41.2 billion
Mission Systems operating income fell 10% to $361 million on a lower operating margin rate
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