2015 Corporate Responsibility Report

Download PDF
Governance

Board of Directors

We are committed to maintaining the highest standards in corporate governance, ensuring our interests are aligned with those of leadership in governance by adopting standards that increase accountability to shareholders, aligning our interests with those of our shareholders and demonstrating a commitment to compliance, ethics and integrity. We regularly engage with our shareholders to better understand their perspectives on Northrop Grumman. Our dialogue with shareholders has helped inform the Board’s decisions and has resulted in, among other things, changes to our governance and compensation practices aimed at ensuring our interests remain aligned with those of our shareholders.

The primary responsibility of the Board of Directors is to foster the long-term success of Northrop Grumman and to promote the interests of our shareholders. Click here to view the Board of Directors

2015 Governance Goal & Performance Summary

GOAL Effective corporate governance to ensure long-term value creation.

PERFORMANCE The Board has adopted corporate governance policies and programs including Principles of Corporate Governance, which reinforce the company’s values and provide for effective management and oversight and responsible business practices. To view The Principles of Corporate Governance visit the Northrop Grumman website.

Highlights of our Governance Practices
  • Number of Independent Directors:
    11 of 12 as of December 31, 2015
  • All Board Committees Comprised Entirely of Independent Directors
  • Annual Election of All Directors
  • Lead Independent Director
  • Majority Voting for Directors in Uncontested Elections
  • Proxy Access Bylaw
  • Annual Board and Committee Self-Evaluations
  • Ability of Shareholders to Act by Written Consent
  • Ability of Shareholders to Call a Special Meeting
  • Annual Advisory Vote on Executive Compensation
  • Recoupment Policy for Incentive Compensation
  • Stock Ownership Guidelines for Directors and Executive Officers
  • Policy Prohibiting Hedging and Pledging of Company Stock by Directors and Executive Officers