Kathy J. Warden

Chair, CEO, and President at NORTHROP GRUMMAN CORP /DE/

Board

Since January 2019

Age

53 years

Tenure

Joined in 2008 and served in progressive leadership roles—including Vice President, Corporate Vice President, and President of various sectors—before becoming CEO and President in January 2019 and later Chair in August 2019.

Also at NORTHROP GRUMMAN CORP /DE/

BRD

Benjamin R. Davies

Corporate Vice President, Defense Systems

KGS

Kathryn G. Simpson

Corporate Vice President and General Counsel

KBC

Kenneth B. Crews

Corporate Vice President and CFO

About

As of January 29, 2025, she is 53 years old and is widely recognized for her deep expertise in the aerospace and defense industry.

She joined the corporation in 2008 and quickly established herself by taking on increasing leadership responsibilities, including roles such as Vice President of the Cyber Intelligence Division and Corporate Vice President for the Information Systems and Mission Systems Sectors.

Her strategic contributions advanced the company’s performance significantly, leading her to be appointed as CEO and President in January 2019, and subsequently taking on the role of Chair in August 2019—a testament to her visionary leadership.

Beyond her executive roles, she has also enriched the broader business community through her involvement on various boards and industry associations, contributing valuable insight and governance to organizations such as Merck & Co., Inc., the Aerospace Industries Association, and Catalyst.

$NOC Performance Under Kathy J. Warden

Past Roles

Organization	Role	Date Range	Details
Northrop Grumman Corporation	President and Chief Operating Officer	January 2018 - December 2018	Former NOC role
Northrop Grumman Corporation	Corporate Vice President and President of the Mission Systems Sector	2016 - 2017	Former NOC role
Northrop Grumman Corporation	Corporate Vice President and President of the former Information Systems Sector	2013 - 2015	Former NOC role
Northrop Grumman Corporation	Vice President of the Cyber Intelligence Division	2011 - 2012	Former NOC role
General Dynamics	Leadership Role	N/A	Held leadership role before joining NOC
Veridian Corporation	Leadership Role	N/A	Held leadership role before joining NOC
General Electric Company	Leadership Role in Commercial Industries	N/A	Nearly a decade in commercial industries
Venture Internet Firm	Principal	N/A	Held position as principal before joining NOC
James Madison University	Board of Visitors Member	N/A	Former academic board position

External Roles

Organization	Role	Date Range	Details
Merck & Co., Inc.	Member of the Board of Directors	N/A	N/A
Catalyst	Member of the Board of Directors	N/A	N/A

Fixed Compensation

Data from FY 2023

Component Name	Amount	Payment Schedule	Additional Details
Base Salary	$1,750,000	Annual, 2023	6% increase from 2022
Savings Excess Plan - Executive Contribution	$484,251	2023 (Deferred contribution)	N/A
Savings Excess Plan - Company Contribution	$218,269	2023 (Deferred contribution)	Matching contribution
ORAC - Company Contribution	$226,571	2023 (Deferred contribution)	N/A

Performance Compensation

Data from FY 2023

Annual Incentive Plan (AIP)

Metric	Value/Range	Notes
Target Bonus	185% of Base Salary	Based on base salary
Performance Metrics	Company Metrics Score: 0%-200% and Strategic & Operational Assessment: 80%-120%	CPF derived from a blend of both components
Company Performance Factor	157%	For 2023
Final Bonus Payout	$5,082,875	Calculated as Target Bonus multiplied by the CPF
Evaluation Period	2023 Performance Year	Annual performance measurement

Restricted Performance Stock Rights (RPSRs)

Metric	Value/Range	Notes
Performance Metrics	rTSR, Adjusted Cumulative FCF, ROIC	Each metric weighted equally (1/3)
Target Range	0% to 200% of Awarded Rights	Based on performance against metrics
Vesting Schedule	After 3-Year Performance Period	January 1, 2023 to December 31, 2025
Grant Date	February 16, 2023
Grant Date Fair Value	$11,200,296
Grant Date Stock Price	Not Provided	N/A
Additional Details	Dividend equivalents accrue	Paid upon distribution