John Greene
NORTHROP GRUMMAN CORP /DE/About John Greene
John Greene, age 60, was elected Corporate Vice President and Chief Financial Officer (CFO) of Northrop Grumman effective January 7, 2026. He previously served as CFO of Discover Financial Services (2019–May 2025) and held senior finance roles at Bioverativ, Willis Group, HSBC, General Electric; he holds a BS from SUNY and an MBA from Northwestern’s Kellogg School of Management . NOC reaffirmed 2025 guidance concurrent with the CFO transition disclosure, indicating continuity of financial plans during leadership change . Greene’s initial compensation includes a base salary of $955,000 and a $2,000,000 sign‑on Restricted Stock Rights grant, with annual and long‑term incentives commensurate with his role; NOC’s CFO annual incentive target is 105% of base salary under the AIP framework .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Discover Financial Services | Executive VP & CFO | 2019–May 2025 | Led finance through highly regulated consumer finance; tenure ended upon Capital One acquisition |
| Bioverativ | EVP, CFO & Treasurer | 2016–Mar 2018 | Public company biopharma CFO through spin/strategic phase |
| Willis Group Holdings | CFO | 2014–2016 | Global insurance broker finance leadership |
| HSBC Holdings | CFO roles (multiple business units) | ~2006–2014 | CFO for retail bank and wealth management units; complex, regulated operations |
| General Electric | Various CFO roles | 1993–2005 | 12‑year finance career in diversified industrials |
External Roles
No public company directorships or committee roles disclosed in NOC filings related to Greene’s appointment; will update upon future proxy disclosures .
Fixed Compensation
| Component | Amount/Terms | Source |
|---|---|---|
| Base Salary | $955,000 | |
| Sign‑On Equity (RSR) | $2,000,000 grant value; terms per Compensation & Human Capital Committee approval (vesting schedule not disclosed) |
Performance Compensation
Annual Incentive Plan (AIP)
| Metric/Mechanism | Weighting | Target | Actual | Payout Mechanics | Vesting/Timing |
|---|---|---|---|---|---|
| Company Performance Factor (CPF): Company Metrics Score (0–200%) and Strategic & Operational Assessment (80–120%) | Not disclosed | CFO target bonus = 105% of base salary | Not disclosed (Greene not yet in role) | Final bonus = Target Bonus × CPF (capped at 200%) | Annual cash bonus; paid following year-end |
Long‑Term Incentive Plan (LTIP)
| Instrument | Performance/Payout | Terms | CIC Treatment | Notes |
|---|---|---|---|---|
| Restricted Stock Rights (RSRs) | Time‑based vesting; performance link not applicable | Sign‑on RSR $2,000,000; specific vesting not disclosed | Double‑trigger vesting/acceleration under CIC or if awards not assumed by acquirer, subject to excise tax limitations | RSRs vesting rules governed by 2011/2024 LTIP plans |
| Restricted Performance Stock Rights (RPSRs/PSUs) | Performance‑based; maximum payout 200% for 2023 grants | Specific metrics not disclosed in cited sections | Double‑trigger vesting/acceleration with truncated performance period under CIC or if not assumed, subject to excise tax limitations | Historical maximum increased to 200% for 2023 versus prior 150% in 2020 |
Equity Ownership & Alignment
| Item | Policy/Status | Source |
|---|---|---|
| Stock Ownership Guidelines | 7× base salary for CEO; 3× base salary for other NEOs (includes CFO). 5‑year compliance window from hire/promotion | |
| Qualifying Holdings | Includes outright shares, unvested RSRs, qualified plan holdings; excludes unvested RPSRs and unexercised options | |
| Holding Requirements | Three‑year post‑vest holding period for equity awards | |
| Hedging/Pledging | Prohibited (no hedging or pledging of Company stock) | |
| Current Beneficial Ownership | Not disclosed for Greene (newly appointed; not included as NEO in latest proxy) |
Employment Terms
| Term | Details | Source |
|---|---|---|
| Role & Start Date | Elected CFO Nov 3, 2025; effective January 7, 2026 | |
| Severance Plan | If “qualifying termination” (involuntary not for cause or good reason), lump‑sum severance = 1.5× base salary + target bonus; prorated bonus for year of termination; 18 months medical/dental; tax prep/financial planning reimbursement (NEOs capped at $18,500 for year of termination and following year); outplacement up to 15% of salary | |
| Change‑in‑Control | No individual CIC agreements; LTIP double‑trigger only (CIC + termination not for cause within specified period, or if awards not assumed); accelerated vesting subject to excise tax limitation provisions | |
| Tax Gross‑Ups | None for CIC termination payments | |
| Employment Contracts | Company policy: no employment contracts for CEO or other NEOs |
Performance & Track Record
- NOC reaffirmed its FY2025 guidance amid CFO transition, indicating stability during leadership changes .
- Greene’s prior CFO roles span highly regulated finance, biopharma, insurance brokerage, and global banking; NOC highlighted his experience in strategic capital deployment and shareholder value creation as rationale for appointment .
Risk Indicators & Red Flags
- Hedging and pledging prohibited, reducing misalignment risk .
- No excise tax gross‑ups; double‑trigger CIC design limits windfall outcomes .
- Severance calibrated at 1.5× salary+target bonus with capped perquisites, moderating payout risk .
- Vesting schedule for Greene’s sign‑on RSRs not disclosed; monitor forthcoming equity award agreements and Form 4 filings post‑appointment for vesting cadence and potential supply overhang .
Compensation Structure Analysis
- Shift toward performance‑based equity remains intact: RPSR maximum payout increased to 200% for 2023 grants versus 150% in 2020, signaling more at‑risk long‑term pay tied to outcomes .
- Program safeguards: clawback policy on cash/equity incentives; bonus and RPSR payout caps; independent consultant oversight; no individual CIC agreements or gross‑ups .
Investment Implications
- Alignment: CFO ownership guideline of 3× salary, three‑year post‑vest holding, and hedging/pledging prohibitions support long‑term alignment; double‑trigger CIC mitigates windfall concerns .
- Retention vs. pressure: $2,000,000 sign‑on RSRs (terms not yet disclosed) create retention hooks but may introduce scheduled supply upon vesting; monitor award agreements and Form 4 activity after Jan 7, 2026 for timing and any 10b5‑1 plans .
- Transition risk: CFO handoff from Ken Crews (advisory through Feb 20, 2026) reduces operational disruption; NOC’s reaffirmed guidance suggests continuity, yet investors should track early disclosures from Greene for capital deployment and margin/cash discipline signals .
- Pay‑for‑performance: AIP structure (CPF 0–200% and Strategic & Operational Assessment 80–120%) and RPSR caps indicate outcome‑linked pay; future proxies should reveal Greene’s individual metrics/weightings and payouts to validate alignment .