Item 8. Financial Statements and Supplementary Data

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Item 8. Financial Statements and Supplementary Data

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors and Shareholders of

Northrop Grumman Corporation

Falls Church, Virginia

Opinion on the Financial Statements

We have audited the accompanying consolidated statements of financial position of Northrop Grumman Corporation and subsidiaries (the “Company”) as of December 31, 2022 and 2021, the related consolidated statements of earnings and comprehensive income, changes in shareholders’ equity, and cash flows for each of the three years in the period ended December 31, 2022, and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2022 and 2021, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2022, in conformity with accounting principles generally accepted in the United States of America.

We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting as of December 31, 2022, based on the criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission and our report dated January 25, 2023 expressed an unqualified opinion on the Company’s internal control over financial reporting.

Basis for Opinion

These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

Critical Audit Matters

The critical audit matters communicated below are matters arising from the current-period audit of the financial statements that were communicated or required to be communicated to the audit and risk committee and that (1) relate to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate.

Revenue Recognition - Cost and Revenue Estimates for Development Contracts - Refer to Note 1 to the financial statements

Critical Audit Matter Description

As more fully described in Note 1 to the financial statements, the Company recognizes substantially all revenue as control is transferred to the customer on their long-term contracts over time using the cost-to-cost method (cost incurred relative to total cost estimated at completion). Use of the cost-to-cost-method requires the Company to make reasonably dependable estimates regarding the revenue and costs associated with the design, manufacture and delivery of their products or services. The Company estimates profit on these contracts as the difference between total estimated sales and total estimated costs at completion and recognizes that profit as costs are incurred. Cost

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estimates on contracts requiring development work are inherently more uncertain as to future events than production contracts, and, as a result, there is typically more variability in those estimates. Certain of these contracts are fixed price in nature, which results in greater financial risk associated with unanticipated cost growth. Alternatively, cost-type contracts may have award or incentive fees that are subject to uncertainty and may be earned over extended periods or towards the end of the contract. As a result, the estimation of costs required to complete these contracts and the expected revenues that will be earned is complex and requires significant judgment.

Given the judgment necessary to make reasonably dependable estimates regarding the revenue and costs associated with such contracts, auditing these estimates required extensive audit effort due to the complexity of the underlying programs and a high degree of auditor judgment when performing audit procedures and evaluating the results of those procedures.

How the Critical Audit Matter Was Addressed in the Audit

Our auditing procedures related to the cost and revenue estimates for these development contracts included the following, among others:

We tested the effectiveness of controls over the estimates of total costs and revenues on such contracts, including development costs and any related award or incentive fee estimates for the relevant performance obligations.
We selected certain long-term contracts for testing and performed the following procedures:

–Evaluated whether the recognition of revenue over time on such contracts was appropriate based on the terms and conditions of each contract, including whether continuous transfer of control to the customer occurred as progress was made toward fulfilling the performance obligation.

–Tested management’s identification of distinct performance obligations by evaluating whether the underlying goods and services were highly interdependent and interrelated.

–Tested management’s determination of the transaction price, including any award or incentive fees, based on the consideration expected to be received in accordance with the rights and obligations established under the contracts and any contractual modifications.

–Evaluated the estimates of total cost and revenue for the performance obligation by:

▪Conducting inquiries of relevant program teams regarding any challenges related to the program.

▪Comparing costs incurred to date to the costs management estimated to be incurred to date.

▪Evaluating management’s ability to achieve the estimates of total cost and revenue by performing corroborating inquiries with the Company’s program and business management, and testing management’s process used to develop the estimates based on their work plans, engineering specifications, program labor, and supplier contracts. This includes management’s process to identify macroeconomic impacts to programs, which could include forecasted cost impacts and assumptions on the ability to recover those costs.

▪Comparing management’s estimates for the selected contracts to costs and revenues of similar performance obligations, when applicable.

–Tested the mathematical accuracy of management’s calculation of revenue recognized during the period for the performance obligations.

Income Taxes - Uncertain Tax Positions - Refer to Notes 1 and 7 to the financial statements

Critical Audit Matter Description

The Company files income tax returns in the U.S. federal jurisdiction and in various state and foreign jurisdictions. Uncertain tax positions reflect the Company’s expected treatment of tax positions taken in a filed tax return, or planned to be taken in a future tax return or claim, which have not been reflected in measuring income tax expense or taxes payable for financial reporting purposes. Until these positions are sustained by the taxing authorities or the statute of limitations concerning such issues lapses, the Company does not generally recognize the tax benefits resulting from such positions and reports the tax effects as a liability for uncertain tax positions in its consolidated statements of financial position. The Company has recognized increased uncertain tax positions in recent years

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principally related to state apportionment, the methods of accounting associated with the timing of revenue recognition and related costs, and the 2017 Tax Act. Until the matters are resolved, the outcome is inherently uncertain and the Company discloses a summary of changes in their uncertain tax positions within the notes to their financial statements.

Auditing the assumptions associated with the Company’s uncertain tax positions involves especially challenging judgments given the complexity and inherent subjectivity involved in evaluating the potential outcomes of these matters.

How the Critical Audit Matter Was Addressed in the Audit

Our audit procedures related to the assumptions used in determining uncertain tax positions included the following, among others:

We tested the effectiveness of internal controls relating to the identification and completeness of, and recognition for, uncertain tax positions, including management’s controls over the underlying key assumptions and inputs used to derive the estimates.
With the assistance of our income tax specialists, we selected specific uncertain tax positions for testing and performed the following procedures:

–Inquired of the Company’s tax department, financial reporting department, and other personnel directly involved in the development of the estimates.

–Obtained supporting documentation and evaluated how the Company supported the position, including the assumptions and estimates used for measurement, and how the taxing authorities have historically challenged the tax position, if applicable.

–Obtained and read opinions provided by external counsel, as applicable, regarding the tax position taken by the Company.

–Evaluated whether the uncertain tax position met the “more likely than not” recognition threshold.

–Evaluated the appropriateness and consistency of the methodologies and assumptions used by management when developing these estimates.

We tested the mathematical accuracy of management’s calculations.


/s/			Deloitte & Touche LLP
			McLean, Virginia
			January 25, 2023
			We have served as the Company’s auditor since 1975.

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CONSOLIDATED STATEMENTS OF EARNINGS AND COMPREHENSIVE INCOME


	Year Ended December 31
$ in millions, except per share amounts	2022		2021		2020
Sales
Product	$	28,522	$	27,868	$	27,015
Service	8,080		7,799		9,784
Total sales	36,602		35,667		36,799
Operating costs and expenses
Product	22,761		22,309		21,559
Service	6,367		6,090		7,762
General and administrative expenses	3,873		3,597		3,413
Total operating costs and expenses	33,001		31,996		32,734
Gain on sale of business	—		1,980		—
Operating income	3,601		5,651		4,065
Other (expense) income
Interest expense	(506)		(556)		(593)
Non-operating FAS pension benefit	1,505		1,469		1,198
Mark-to-market pension and OPB benefit (expense)	1,232		2,355		(1,034)
Other, net	4		19		92
Earnings before income taxes	5,836		8,938		3,728
Federal and foreign income tax expense	940		1,933		539
Net earnings	$	4,896	$	7,005	$	3,189

Basic earnings per share	$	31.61	$	43.70	$	19.08
Weighted-average common shares outstanding, in millions	154.9		160.3		167.1
Diluted earnings per share	$	31.47	$	43.54	$	19.03
Weighted-average diluted shares outstanding, in millions	155.6		160.9		167.6

Net earnings (from above)	$	4,896	$	7,005	$	3,189
Other comprehensive loss, net of tax
Change in unamortized prior service credit	(1)		(8)		(41)
Change in cumulative translation adjustment and other, net	(9)		(7)		10
Other comprehensive loss, net of tax	(10)		(15)		(31)
Comprehensive income	$	4,886	$	6,990	$	3,158

The accompanying notes are an integral part of these consolidated financial statements.

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CONSOLIDATED STATEMENTS OF FINANCIAL POSITION


	December 31
$ in millions, except par value	2022		2021
Assets
Cash and cash equivalents	$	2,577	$	3,530
Accounts receivable, net	1,511		1,467
Unbilled receivables, net	5,983		5,492
Inventoried costs, net	978		811
Prepaid expenses and other current assets	1,439		1,126

Total current assets	12,488		12,426
Property, plant and equipment, net of accumulated depreciation of $7,258 for 2022 and $6,819 for 2021	8,800		7,894
Operating lease right-of-use assets	1,811		1,655
Goodwill	17,516		17,515
Intangible assets, net	384		578
Deferred tax assets	162		200
Other non-current assets	2,594		2,311
Total assets	$	43,755	$	42,579

Liabilities
Trade accounts payable	$	2,587	$	2,197
Accrued employee compensation	2,057		1,993
Advance payments and billings in excess of costs incurred	3,609		3,026
Other current liabilities	3,334		2,314

Total current liabilities	11,587		9,530
Long-term debt, net of current portion of $1,072 for 2022 and $6 for 2021	11,805		12,777
Pension and other postretirement benefit plan liabilities	1,188		3,269
Operating lease liabilities	1,824		1,590
Deferred tax liabilities	132		490
Other non-current liabilities	1,907		1,997
Total liabilities	28,443		29,653

Commitments and contingencies (Note 12)

Shareholders’ equity
Preferred stock, $1 par value; 10,000,000 shares authorized; no shares issued and outstanding	—		—
Common stock, $1 par value; 800,000,000 shares authorized; issued and outstanding: 2022—153,157,924 and 2021—156,284,423	153		156
Paid-in capital	—		—
Retained earnings	15,312		12,913
Accumulated other comprehensive loss	(153)		(143)
Total shareholders’ equity	15,312		12,926
Total liabilities and shareholders’ equity	$	43,755	$	42,579

The accompanying notes are an integral part of these consolidated financial statements.

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CONSOLIDATED STATEMENTS OF CASH FLOWS


	Year Ended December 31
$ in millions	2022		2021		2020
Operating activities
Net earnings	$	4,896	$	7,005	$	3,189
Adjustments to reconcile to net cash provided by operating activities:
Depreciation and amortization	1,342		1,239		1,267
Mark-to-market pension and OPB (benefit) expense	(1,232)		(2,355)		1,034
Stock-based compensation	99		94		90
Deferred income taxes	(321)		603		210
Gain on sale of business	—		(1,980)		—
Net periodic pension and OPB income	(1,193)		(1,091)		(802)
Pension and OPB contributions	(136)		(141)		(887)
Changes in assets and liabilities:
Accounts receivable, net	(44)		(10)		(285)
Unbilled receivables, net	(646)		(414)		160
Inventoried costs, net	(205)		(52)		18
Prepaid expenses and other assets	2		66		(147)
Accounts payable and other liabilities	572		376		719
Income taxes payable, net	(279)		215		(238)
Other, net	46		12		(23)
Net cash provided by operating activities	2,901		3,567		4,305

Investing activities
Divestiture of IT services business	—		3,400		—
Capital expenditures	(1,435)		(1,415)		(1,420)
Proceeds from sale of equipment to a customer	155		84		205
Other, net	39		(11)		4
Net cash (used in) provided by investing activities	(1,241)		2,058		(1,211)

Financing activities
Net proceeds from issuance of long-term debt	—		—		2,239
Payments of long-term debt	—		(2,236)		(1,027)
Payments to credit facilities	—		—		(78)

Common stock repurchases	(1,504)		(3,705)		(490)
Cash dividends paid	(1,052)		(983)		(953)
Payments of employee taxes withheld from share-based awards	(50)		(34)		(66)
Other, net	(7)		(44)		(57)
Net cash used in financing activities	(2,613)		(7,002)		(432)
(Decrease) increase in cash and cash equivalents	(953)		(1,377)		2,662
Cash and cash equivalents, beginning of year	3,530		4,907		2,245
Cash and cash equivalents, end of year	$	2,577	$	3,530	$	4,907

The accompanying notes are an integral part of these consolidated financial statements.

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NORTHROP GRUMMAN CORPORATION

CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY


	Year Ended December 31
$ in millions, except per share amounts	2022		2021		2020
Common stock
Beginning of year	$	156	$	167	$	168
Common stock repurchased	(4)		(11)		(1)
Shares issued for employee stock awards and options	1		—		—
End of year	153		156		167
Paid-in capital
Beginning of year	—		58		—
Common stock repurchased	—		(60)		—
Stock compensation	—		2		63
Other	—		—		(5)
End of year	—		—		58
Retained earnings
Beginning of year	12,913		10,482		8,748
Common stock repurchased	(1,497)		(3,645)		(479)
Net earnings	4,896		7,005		3,189
Dividends declared	(1,052)		(989)		(951)
Stock compensation	52		60		(36)
Other	—		—		11
End of year	15,312		12,913		10,482
Accumulated other comprehensive loss
Beginning of year	(143)		(128)		(97)

Other comprehensive loss, net of tax	(10)		(15)		(31)
End of year	(153)		(143)		(128)
Total shareholders’ equity	$	15,312	$	12,926	$	10,579
Cash dividends declared per share	$	6.76	$	6.16	$	5.67

The accompanying notes are an integral part of these consolidated financial statements.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Nature of Operations

Northrop Grumman Corporation is a leading global aerospace and defense technology company. We deliver a broad range of products, services and solutions to U.S. and international customers, and principally to the U.S. Department of Defense and intelligence community. Our broad portfolio is aligned to support national security priorities and our solutions equip our customers with capabilities they need to connect, protect and advance humanity.

The company is a leading provider of space systems, advanced aircraft, missile defense, advanced weapons and long-range fires capabilities, mission systems, networking and communications, strategic deterrence systems, and breakthrough technologies, such as artificial intelligence, advanced computing and cyber. We are focused on competing and winning programs that enable continued growth, performing on our commitments and affordably delivering capability our customers need. With the investments we've made in advanced technologies, combined with our talented workforce and digital transformation capabilities, Northrop Grumman is well positioned to meet our customers' needs today and in the future.

Principles of Consolidation

The consolidated financial statements include the accounts of Northrop Grumman and its subsidiaries and joint ventures or other investments for which we consolidate the financial results. Intercompany accounts, transactions and profits are eliminated in consolidation. Investments in equity securities and joint ventures where the company has significant influence, but not control, are accounted for using the equity method.

Basis of Presentation

Effective January 30, 2021 (the “Divestiture date”), we completed the sale of our IT and mission support services business (the “IT services divestiture”) for $3.4 billion in cash and recorded a pre-tax gain of $2.0 billion. The IT and mission support services business was comprised of the majority of the former IS&S division of Defense Systems (excluding the Vinnell Arabia business); select cyber, intelligence and missions support programs, which were part of the former CIMS division of Mission Systems; and the former Space Technical Services business unit of Space Systems. Operating results include sales and operating income for the IT and mission support services business prior to the Divestiture date. See Note 2 for further information regarding the divestiture.

Accounting Estimates

The company’s consolidated financial statements are prepared in conformity with U.S. GAAP. The preparation thereof requires management to make estimates and judgments that affect the reported amounts of assets and liabilities and the disclosure of contingencies at the date of the financial statements, as well as the reported amounts of sales and expenses during the reporting period. Estimates have been prepared using the most current and best available information; however, actual results could differ materially from those estimates.

Revenue Recognition

The majority of our sales are derived from long-term contracts with the U.S. government for the development or production of goods, the provision of services, or a combination of both. The company classifies sales as product or service based on the predominant attributes of each performance obligation.

The company recognizes revenue for each separately identifiable performance obligation in a contract representing a promise to transfer a distinct good or service to a customer. In most cases, goods and services provided under the company’s contracts are accounted for as single performance obligations due to the complex and integrated nature of our products and services. These contracts generally require significant integration of a group of goods and/or services to deliver a combined output. In some contracts, the company provides multiple distinct goods or services to a customer, most commonly when a contract covers multiple phases of the product life cycle (e.g., development, production, sustainment, etc.). In those cases, the company accounts for the distinct contract deliverables as separate performance obligations and allocates the transaction price to each performance obligation based on its relative standalone selling price, which is generally estimated using cost plus a reasonable margin. Warranties are provided on certain contracts, but do not typically provide for services beyond standard assurances and are therefore not considered to be separate performance obligations. Assets recognized from the costs to obtain or fulfill a contract are not material.

The company recognizes revenue as control is transferred to the customer, either over time or at a point in time. In general, our U.S. government contracts contain termination for convenience and/or other clauses that generally provide the customer rights to goods produced and/or in-process. Similarly, our non-U.S. government contracts generally contain contractual termination clauses or entitle the company to payment for work performed to date for

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goods and services that do not have an alternative use. For most of our contracts, control is effectively transferred during the period of performance, so we generally recognize revenue over time using the cost-to-cost method (cost incurred relative to total cost estimated at completion). The company believes this represents the most appropriate measurement towards satisfaction of its performance obligations. Revenue for contracts in which the control of goods produced does not transfer until delivery to the customer is recognized at a point in time (i.e., typically upon delivery).

Contracts are often modified for changes in contract specifications or requirements, which may result in scope and/or price changes. Most of the company’s contract modifications are for goods or services that are not distinct in the context of the contract and are therefore accounted for as part of the original performance obligation through a cumulative EAC adjustment.

Contract Estimates

Use of the cost-to-cost method requires us to make reasonably dependable estimates regarding the revenue and cost associated with the design, manufacture and delivery of our products and services. The company estimates profit on these contracts as the difference between total estimated sales and total estimated cost at completion and recognizes that profit as costs are incurred. Significant judgment is used to estimate total sales and cost at completion.

Contract sales may include estimates of variable consideration, including cost or performance incentives (such as award and incentive fees), contract claims and REAs. Variable consideration is included in total estimated sales to the extent it is probable that a significant reversal in the amount of cumulative revenue recognized will not occur when the uncertainty associated with the variable consideration is subsequently resolved. We estimate variable consideration as the most likely amount to which we expect to be entitled.

We recognize changes in estimated contract sales or costs and the resulting changes in contract profit on a cumulative basis. Cumulative EAC adjustments represent the cumulative effect of the changes on current and prior periods; sales and operating margins in future periods are recognized as if the revised estimates had been used since contract inception. If it is determined that a loss is expected to result on an individual performance obligation, the entire amount of the estimable future loss, including an allocation of G&A costs, is charged against income in the period the loss is identified.

The following table presents the effect of aggregate net EAC adjustments:


	Year Ended December 31
$ in millions, except per share data	2022		2021		2020
Revenue	$	447	$	568	$	504
Operating income	360		527		466
Net earnings(1)	284		416		368
Diluted earnings per share(1)	1.83		2.59		2.20

(1)Based on a 21% federal statutory tax rate.

EAC adjustments on a single performance obligation can have a significant effect on the company’s financial statements. When such adjustments occur, we generally disclose the nature, underlying conditions and financial impact of the adjustments. During the first and fourth quarters of 2022, we recorded favorable EAC adjustments of $67 million and $66 million, respectively, on the engineering, manufacturing and development (EMD) phase of the B-21 program at Aeronautics Systems largely related to an increase in the amount of performance incentives we expect to earn. See Note 12 for a discussion of reasonably possible losses we may incur on the low-rate initial production (LRIP) phase of B-21. During 2021, we recorded $135 million of unfavorable EAC adjustments on the F-35 program at Aeronautics Systems due to labor-related production impacts largely driven by COVID-19. No other such adjustments were significant to the financial statements during the years ended December 31, 2022, 2021 and 2020.

Backlog

Backlog represents the future sales we expect to recognize on firm orders received by the company and is equivalent to the company’s remaining performance obligations at the end of each period. It comprises both funded backlog (firm orders for which funding is authorized and appropriated) and unfunded backlog. Unexercised contract options and IDIQ contracts are not included in backlog until the time an option or IDIQ task order is exercised or awarded.

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Company backlog as of December 31, 2022 was $78.7 billion. Of our December 31, 2022 backlog, we expect to recognize approximately 40 percent as revenue over the next 12 months and 65 percent as revenue over the next 24 months, with the remainder to be recognized thereafter.

Contract Assets and Liabilities

For each of the company’s contracts, the timing of revenue recognition, customer billings, and cash collections results in a net contract asset or liability at the end of each reporting period. Fixed-price contracts are typically billed to the customer either using progress payments, whereby amounts are billed monthly as costs are incurred or work is completed, or performance based payments, which are based upon the achievement of specific, measurable events or accomplishments defined and valued at contract inception. Cost-type contracts are typically billed to the customer on a monthly or semi-monthly basis.

Contract assets are equivalent to and reflected as Unbilled receivables in the consolidated statements of financial position and are primarily related to long-term contracts where revenue recognized under the cost-to-cost method exceeds amounts billed to customers. Unbilled receivables are classified as current assets and include amounts that may be billed and collected beyond one year due to the long-cycle nature of many of our contracts. Accumulated contract costs in unbilled receivables include costs such as direct production costs, factory and engineering overhead, production tooling costs, and allowable G&A. Unbilled receivables also include certain estimates of variable consideration described above. These contract assets are not considered a significant financing component of the company’s contracts as the payment terms are intended to protect the customer in the event the company does not perform on its obligations under the contract.

Contract liabilities are equivalent to and reflected as Advance payments and billings in excess of costs incurred in the consolidated statements of financial position. Certain customers make advance payments prior to the company’s satisfaction of its obligations on the contract. These amounts are recorded as contract liabilities until such obligations are satisfied, either over time as costs are incurred or at a point in time when deliveries are made. Contract liabilities are not a significant financing component as they are generally utilized to pay for contract costs within a one-year period or are used to ensure the customer meets contractual requirements.

Net contract assets are as follows:


$ in millions	December 31, 2022		December 31, 2021		$ Change		% Change
Unbilled receivables, net	$	5,983	$	5,492	$	491	9	%
Advance payments and amounts in excess of costs incurred	(3,609)		(3,026)		(583)		19	%
Net contract assets	$	2,374	$	2,466	$	(92)	(4)	%

The change in the balances of the company’s contract assets and liabilities primarily results from timing differences between revenue recognition and customer billings and/or payments. Net contract assets as of December 31, 2022 decreased 4 percent from the prior year, primarily due to decreases in net contracts assets at Aeronautics Systems and Space Systems, partially offset by an increase in net contract assets at Defense Systems.

The amount of revenue recognized for the years ended December 31, 2022, 2021 and 2020 that was included in the contract liability balance at the beginning of each year was $2.4 billion, $2.0 billion and $1.6 billion, respectively.

Disaggregation of Revenue

See Note 16 for information regarding the company’s sales by customer type, contract type and geographic region for each of our segments. We believe those categories best depict how the nature, amount, timing and uncertainty of our revenue and cash flows are affected by economic factors.

General and Administrative Expenses

In accordance with applicable FAR and CAS requirements, most general management and corporate expenses incurred at the segment and corporate locations are considered allowable and allocable costs to our U.S. government contracts. Allowable and allocable G&A costs, including independent research and development (IR&D) and bid and proposal (B&P) costs, are allocated on a systematic basis to contracts in progress and are included as a component of total estimated contract costs.

Research and Development

Company-sponsored research and development activities primarily include efforts related to government programs. Company-sponsored IR&D expenses totaled $1.2 billion, $1.1 billion and $1.1 billion in 2022, 2021 and 2020,

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respectively, which represented 3.3 percent, 3.2 percent and 2.9 percent of total sales, respectively. Customer-funded research and development activities are charged directly to the related contracts.

Income Taxes

Provisions for federal and foreign income taxes are calculated on reported earnings before income taxes based on current tax law and include the cumulative effect of any changes in tax rates from those used previously in determining deferred tax assets and liabilities. Such provisions differ from the amounts currently payable because certain items of income and expense are recognized in different periods for financial reporting purposes than for income tax purposes. The company recognizes federal and foreign interest accrued related to unrecognized tax benefits in income tax expense. Federal tax penalties are also recognized as a component of income tax expense.

In accordance with applicable FAR and CAS requirements, current state and local income and franchise taxes are generally considered allowable and allocable costs to our U.S. government contracts and, consistent with industry practice, are recorded in operating costs and expenses. The company generally recognizes changes in deferred state taxes and unrecognized state tax benefits in unallocated corporate expenses.

Uncertain tax positions reflect the company’s expected treatment of tax positions taken in a filed tax return, or planned to be taken in a future tax return or claim, which have not been reflected in measuring income tax expense or taxes payable for financial reporting purposes. Until these positions are sustained by the taxing authorities or the statute of limitations concerning such issues lapses, the company does not generally recognize the tax benefits resulting from such positions and reports the tax effects as a liability for uncertain tax positions in its consolidated statements of financial position.

Cash and Cash Equivalents

Cash and cash equivalents are comprised of cash in banks and highly liquid instruments with original maturities of three months or less, primarily consisting of bank time deposits and investments in institutional money market funds. Cash in bank accounts often exceeds federally insured limits.

Fair Value of Financial Instruments

The company measures the fair value of its financial instruments using observable and unobservable inputs. Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect internal market assumptions.

These two types of inputs create the following fair value hierarchy:

Level 1 - Quoted prices for identical instruments in active markets.

Level 2 - Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations whose inputs are observable or whose significant value drivers are observable.

Level 3 - Significant inputs to the valuation model are unobservable.

The company holds a portfolio of marketable securities to partially fund non-qualified employee benefit plans. A portion of these securities are held in common/collective trust funds and are measured at fair value using NAV per share as a practical expedient. Marketable securities accounted for as trading are recorded at fair value on a recurring basis and are included in Other non-current assets in the consolidated statements of financial position. Changes in unrealized gains and losses on trading securities are included in Other, net in the consolidated statements of earnings and comprehensive income. Investments in held-to-maturity instruments with original maturities greater than three months are recorded at amortized cost.

Derivative financial instruments are recognized as assets or liabilities in the financial statements and measured at fair value on a recurring basis. Changes in the fair value of derivative financial instruments that are designated as fair value hedges are recorded in Other, net in the consolidated statements of earnings and comprehensive income, while changes in the fair value of derivative financial instruments that are designated as cash flow hedges are recorded as a component of other comprehensive income until settlement. For derivative financial instruments not designated as hedging instruments, gains or losses resulting from changes in the fair value are reported in Other, net in the consolidated statements of earnings and comprehensive income.

The company uses derivative financial instruments to manage its exposure to foreign currency exchange risk related to receipts from customers and payments to suppliers denominated in foreign currencies (i.e., foreign currency forward contracts). For foreign currency forward contracts, where model-derived valuations are appropriate, the company utilizes the income approach to determine the fair value using internal models based on observable market inputs such as forward rates, interest rates, our own credit risk and our counterparties’ credit risks.

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NORTHROP GRUMMAN CORPORATION

The company does not use derivative financial instruments for trading or speculative purposes, nor does it use leveraged financial instruments. Credit risk related to derivative financial instruments is considered minimal and is managed through the use of multiple counterparties with high credit standards and periodic settlements of positions, as well as by entering into master netting agreements with most of our counterparties.

Inventoried Costs

Inventoried costs generally comprise costs associated with unsatisfied performance obligations on contracts accounted for using point in time revenue recognition, costs incurred in excess of existing contract requirements or funding that are probable of recovery and other accrued contract costs that are expected to be recoverable when allocated to specific contracts. Product inventory primarily consists of raw materials and is stated at the lower of cost or net realizable value, generally using the average cost method.

Inventoried costs include direct production costs, factory and engineering overhead, production tooling costs, and allowable G&A. G&A included in Inventoried costs, net was $59 million and $44 million as of December 31, 2022 and 2021, respectively. Inventoried costs are classified as current assets and include amounts related to contracts having production cycles longer than one year due to the long-cycle nature of our business.

Cash Surrender Value of Life Insurance Policies

The company maintains whole life insurance policies on a group of executives, which are recorded at their cash surrender value as determined by the insurance carrier. The company also has split-dollar life insurance policies on former officers and executives from acquired businesses, which are recorded at the lesser of their cash surrender value or premiums paid. These policies are utilized as a partial funding source for deferred compensation and other non-qualified employee retirement plans. As of December 31, 2022 and 2021, the carrying values associated with these policies were $367 million and $440 million, respectively, and are recorded in Other non-current assets in the consolidated statements of financial position.

Property, Plant and Equipment

Property, plant and equipment (PP&E) are depreciated over the estimated useful lives of individual assets. Most assets are depreciated using declining-balance methods, with the remainder using the straight-line method. Depreciation expense is generally an allowable and allocable cost in accordance with applicable FAR and CAS requirements and recorded in the same segment where the related assets are held. However, the additional depreciation expense related to the step-up in fair value of property, plant and equipment acquired through business combinations is recorded in unallocated corporate expense within operating income as such depreciation is not allocable to government contracts and not considered part of management’s evaluation of segment operating performance. Major classes of property, plant and equipment and their useful lives are as follows:


		December 31
Useful life in years, $ in millions	Useful Life	2022		2021
Land and land improvements	Up to 40(1)	$	741	$	636
Buildings and improvements	Up to 45	3,272		3,019
Machinery and other equipment	Up to 20	8,774		8,064
Capitalized software costs	3-5	524		481
Leasehold improvements	Lease Term(2)	2,747		2,513
Property, plant and equipment, at cost		16,058		14,713
Accumulated depreciation		(7,258)		(6,819)
Property, plant and equipment, net		$	8,800	$	7,894

(1)Land is not a depreciable asset.

(2)Leasehold improvements are depreciated over the shorter of the useful life of the asset or lease term.

During the fourth quarter of 2020, the company completed a sale of equipment to a customer on a restricted Aeronautics Systems program for $444 million. The company previously intended to use the equipment for internal purposes so we recognized the acquisition costs as capital expenditures and included the equipment in property, plant and equipment. As we regularly sell this type of equipment to customers in the ordinary course of business, we recorded the sale as a revenue transaction and included the net book value of the equipment in Operating costs and expenses. Although we generally classify proceeds from revenue transactions as cash inflows from operating activities, we recognized the proceeds from this transaction as cash inflows from investing activities, consistent with our prior recognition of the cost to acquire the equipment as capital expenditures. The company received cash

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NORTHROP GRUMMAN CORPORATION

payments of $155 million, $84 million and $205 million related to the equipment sale during 2022, 2021 and 2020, respectively, and included it in Proceeds from sale of equipment to a customer in the consolidated statement of cash flows.

During the year ended December 31, 2022, the company acquired $46 million of internal use software through long-term financing directly with the supplier. The software was recorded in PP&E as a non-cash investing activity and the related liability was recorded in long-term debt as a non-cash financing activity. During the years ended December 31, 2022 and 2021, the company received lease incentives for landlord funded leasehold improvements of $96 million and $150 million, respectively, related to a Space Systems real estate lease, which were recorded in PP&E and included in non-cash investing activities.

On December 28, 2022 the company acquired certain leased land in exchange for company-owned land, which had been used previously for production-related activities at Space Systems. The exchange was accounted for as a nonmonetary transaction, and the acquired land, valued at approximately $155 million, was recorded in PP&E as a non-cash investing activity. The transaction resulted in a $96 million gain, which was reflected in operating costs and expenses in the consolidated statements of earnings and comprehensive income.

Non-cash investing activities also include capital expenditures incurred but not yet paid of $113 million, $91 million and $72 million as of December 31, 2022, 2021 and 2020, respectively.

Goodwill and Other Purchased Intangible Assets

The company tests goodwill for impairment at least annually as of December 31, or when an indicator of potential impairment exists. When performing the goodwill impairment test, the company uses a discounted cash flow approach corroborated by comparative market multiples, where appropriate, to determine the fair value of its reporting units.

Goodwill and other purchased intangible asset balances are included in the identifiable assets of their assigned business segment. However, the company includes the amortization of other purchased intangible assets in unallocated corporate expense within operating income as such amortization is not allocable to government contracts and not considered part of management’s evaluation of segment operating performance. The company’s customer-related intangible assets are generally amortized over their respective useful lives based on the pattern in which the future economic benefits of the intangible assets are expected to be consumed. Other intangible assets are generally amortized on a straight-line basis over their estimated useful lives.

Leases

The company leases certain buildings, land and equipment. At contract inception, we determine whether a contract is or contains a lease and whether the lease should be classified as an operating or finance lease. Operating lease balances are included in Operating lease right-of-use assets, Other current liabilities, and Operating lease liabilities in our consolidated statements of financial position.

The company recognizes operating lease right-of-use assets and operating lease liabilities based on the present value of the future minimum lease payments over the lease term at commencement date. We use our incremental borrowing rate based on the information available at commencement date to determine the present value of future payments and the appropriate lease classification. Many of our leases include renewal options aligned with our contract terms. We define the initial lease term to include renewal options determined to be reasonably certain. We do not recognize a right-of-use asset and a lease liability for leases with an initial term of 12 months or less; we recognize lease expense for these leases on a straight-line basis over the lease term. We elected the practical expedient to not separate lease components from nonlease components and applied that practical expedient to all material classes of leased assets.

Many of the company’s real property lease agreements contain incentives for tenant improvements, rent holidays or rent escalation clauses. For tenant improvement incentives received, if the incentive is determined to be a leasehold improvement owned by the lessee, the company generally records the incentives as a reduction to the right-of-use asset, which reduces rent expense over the lease term. For rent holidays and rent escalation clauses during the lease term, the company records rental expense on a straight-line basis over the term of the lease. For these lease incentives, the company uses the date of initial possession as the commencement date, which is generally when the company is given the right of access to the space and begins to make improvements in preparation for intended use.

Finance leases are not material to our consolidated financial statements and the company is not a lessor in any material arrangements. We do not have any material restrictions or covenants in our lease agreements, sale-leaseback transactions, land easements or residual value guarantees.

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NORTHROP GRUMMAN CORPORATION

Litigation, Commitments and Contingencies

We accrue for litigation, commitments and contingencies when management, after considering the facts and circumstances of each matter as then known to management, has determined it is probable a liability will be found to have been incurred and the amount of the loss can be reasonably estimated. When only a range of amounts is reasonably estimable and no amount within the range is more likely than another, the low end of the range is recorded. Legal fees are generally expensed as incurred. Due to the inherent uncertainties surrounding gain contingencies, we generally do not recognize potential gains until realized.

Environmental Costs

We accrue for environmental liabilities when management determines that, based on the facts and circumstances known to the company, it is probable the company will incur costs to address environmental impacts and the costs are reasonably estimable. When only a range of amounts is reasonably estimable and no amount within the range is more probable than another, we record the low end of the range. The company typically projects environmental costs for up to 30 years, records environmental liabilities on an undiscounted basis, and excludes asset retirement obligations and certain legal costs. At sites involving multiple parties, we accrue environmental liabilities based upon our expected share of liability, taking into account the financial viability of other liable parties.

Retirement Benefits

The company sponsors various defined benefit pension plans and defined contribution retirement plans covering substantially all of its employees. In most cases, our defined contribution plans provide for a company match of employee contributions. The company also provides postretirement benefits other than pensions to eligible retirees and qualifying dependents, consisting principally of health care and life insurance benefits.

The liabilities, unamortized prior service credits and annual income or expense of the company’s defined benefit pension and OPB plans are determined using methodologies that involve several actuarial assumptions.

Because U.S. government regulations provide for the costs of pension and OPB plans to be charged to our contracts in accordance with applicable FAR and CAS requirements, we calculate retiree benefit plan costs under both FAS and CAS methods. While both FAS and CAS recognize a normal service cost component in measuring periodic pension cost, there are differences in the way the components of annual pension costs are calculated under each method. Measuring plan obligations under FAS and CAS includes different assumptions and models, such as in estimating returns on plan assets, calculating interest expense and the periods over which gains/losses related to pension assets and actuarial changes are recognized. As a result, annual retiree benefit plan expense amounts for FAS are different from the amounts for CAS in any given reporting period even though the ultimate cost of providing benefits over the life of the plans is the same under either method. CAS retiree benefit plan costs are charged to contracts and are included in segment operating income, and the difference between the service cost component of FAS expense and total CAS expense is recorded in operating income at the consolidated company level. Not all net periodic pension expense is recognized in net earnings in the year incurred because it is allocated as production costs and a portion remains in inventory at the end of a reporting period.

Actuarial gains and losses are immediately recognized in net periodic benefit cost for FAS through MTM benefit (expense) upon annual remeasurement in the fourth quarter, or on an interim basis as triggering events warrant remeasurement. Prior service credits are recognized as a component of Accumulated other comprehensive loss and amortized into earnings in future periods.

Stock Compensation

The company’s stock compensation plans are classified as equity plans and compensation expense is generally recognized over the vesting period of stock awards (typically three years), net of estimated forfeitures. The company issues stock awards in the form of restricted performance stock rights and restricted stock rights. The fair value of stock awards and performance stock awards is determined based on the closing market price of the company’s common stock on the grant date. The fair value of market-based stock awards is determined at the grant date using a Monte Carlo simulation model. At each reporting date, the number of shares used to calculate compensation expense and diluted earnings per share is adjusted to reflect the number ultimately expected to vest.

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NORTHROP GRUMMAN CORPORATION

Accumulated Other Comprehensive Loss

The components of accumulated other comprehensive loss, net of tax, are as follows:


	December 31
$ in millions	2022		2021
Unamortized prior service credit	$	1	$	2
Cumulative translation adjustment and other, net	(154)		(145)
Total accumulated other comprehensive loss	$	(153)	$	(143)

Related Party Transactions

For all periods presented, the company had no material related party transactions.

Accounting Standards Updates

Accounting standards updates adopted and/or issued, but not effective until after December 31, 2022, are not expected to have a material effect on the company’s consolidated financial position, annual results of operations and/or cash flows.

2. DISPOSITIONS

Disposition of IT and Mission Support Services Business

Effective January 30, 2021, we completed the IT services divestiture for $3.4 billion in cash and recorded a pre-tax gain of $2.0 billion. The IT and mission support services business was comprised of the majority of the former IS&S division of Defense Systems (excluding the Vinnell Arabia business); select cyber, intelligence and missions support programs, which were part of the former CIMS division of Mission Systems; and the former Space Technical Services business unit of Space Systems. Operating results include sales and operating income for the IT and mission support services business prior to the Divestiture date; therefore, no sales and operating income were recognized for this business during the year ended December 31, 2022.

The company recorded pre-tax profit of the IT and mission support services business of $20 million and $247 million for the years ended December 31, 2021 and 2020, respectively.

3. EARNINGS PER SHARE, SHARE REPURCHASES AND DIVIDENDS ON COMMON STOCK

Basic Earnings Per Share

We calculate basic earnings per share by dividing net earnings by the weighted-average number of shares of common stock outstanding during each period.

Diluted Earnings Per Share

Diluted earnings per share include the dilutive effect of awards granted to employees under stock-based compensation plans. The dilutive effect of these securities totaled 0.7 million, 0.6 million and 0.5 million shares for the years ended December 31, 2022, 2021 and 2020, respectively.

Share Repurchases

On September 16, 2015, the company’s board of directors authorized a share repurchase program of up to $4.0 billion of the company’s common stock (the “2015 Repurchase Program”). On December 4, 2018, the company’s board of directors authorized a share repurchase program of up to an additional $3.0 billion in share repurchases of the company’s common stock (the “2018 Repurchase Program”). Repurchases under the 2015 Repurchase Program commenced in March 2016 and were completed in March 2020, at which time repurchases under the 2018 Repurchase Program commenced. Repurchases under the 2018 Repurchase Program were completed in October 2021.

On January 25, 2021, the company’s board of directors authorized a new share repurchase program of up to an additional $3.0 billion in share repurchases of the company’s common stock (the “2021 Repurchase Program”). Repurchases under the 2021 Repurchase Program commenced in October 2021 upon the completion of the 2018 Repurchase Program. As of December 31, 2022, repurchases under the 2021 Repurchase Program totaled $2.4 billion; $0.6 billion remained under this share repurchase authorization. By its terms, the 2021 Repurchase Program is set to expire when we have used all authorized funds for repurchases.

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NORTHROP GRUMMAN CORPORATION

On January 24, 2022, the company’s board of directors authorized a new share repurchase program of up to an additional $2.0 billion in share repurchases of the company’s common stock (the “2022 Repurchase Program”). By its terms, repurchases under the 2022 Repurchase Program will commence upon completion of the 2021 Repurchase Program and will expire when we have used all authorized funds for repurchases. As of December 31, 2022, there have been no repurchases under the 2022 Repurchase Program and the company’s total outstanding share repurchase authorization was $2.6 billion.

During the first quarter of 2021, the company entered into an accelerated share repurchase (ASR) agreement with Goldman Sachs & Co. LLC (Goldman Sachs) to repurchase $2.0 billion of the company’s common stock as part of the 2018 Repurchase Program. Under the agreement, we made a payment of $2.0 billion to Goldman Sachs and received an initial delivery of 5.9 million shares valued at $1.7 billion that were immediately canceled by the company. The remaining balance of $300 million was settled on June 1, 2021 with a final delivery of 0.2 million shares from Goldman Sachs. The final average purchase price was $327.29 per share.

During the fourth quarter of 2021, the company entered into an ASR agreement with Goldman Sachs to repurchase $500 million of the company’s common stock as part of the 2021 Repurchase Program. Under the agreement, we made a payment of $500 million to Goldman Sachs and received an initial delivery of 1.2 million shares valued at $425 million that were immediately canceled by the company. The remaining balance of $75 million was settled on February 1, 2022 with a final delivery of 0.1 million shares from Goldman Sachs. The final average purchase price was $374.79 per share.

Share repurchases take place from time to time, subject to market and regulatory conditions and management’s discretion, in the open market or in privately negotiated transactions. The company retires its common stock upon repurchase and, in the periods presented, has not made any purchases of common stock other than in connection with these publicly announced repurchase programs.

The table below summarizes the company’s share repurchases to date under the authorizations described above:


Repurchase Program Authorization Date	Amount Authorized (in millions)		Total Shares Retired (in millions)	Average Price Per Share(1)		Date Completed	Shares Repurchased (in millions)

Year Ended December 31
2022	2021		2020
September 16, 2015	$	4,000	15.4	$	260.33	March 2020	—	—	0.9
December 4, 2018	$	3,000	8.9	$	337.18	October 2021	—	8.4	0.5
January 25, 2021	$	3,000	5.5	$	426.46		3.3	2.2	—
January 24, 2022	$	2,000	—	$	—		—	—	—
							3.3	10.6	1.4

(1)Includes commissions paid.

Dividends on Common Stock

In May 2022, the company increased the quarterly common stock dividend 10 percent to $1.73 per share from the previous amount of $1.57 per share.

In May 2021, the company increased the quarterly common stock dividend 8 percent to $1.57 per share from the previous amount of $1.45 per share.

In May 2020, the company increased the quarterly common stock dividend 10 percent to $1.45 per share from the previous amount of $1.32 per share.

4. ACCOUNTS RECEIVABLE, NET

Accounts receivable, net represent amounts billed and due from customers. Substantially all accounts receivable at December 31, 2022 are expected to be collected in 2023. The company does not believe it has significant exposure to credit risk as the majority of our accounts receivable are due from the U.S. government either as the ultimate customer or in connection with foreign military sales.

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NORTHROP GRUMMAN CORPORATION

Accounts receivable, net consisted of the following:


	December 31
$ in millions	2022		2021
Due from U.S. government (1)	$	1,215	$	1,173
Due from international and other customers	304		328
Accounts receivable, gross	1,519		1,501
Allowance for expected credit losses	(8)		(34)
Accounts receivable, net	$	1,511	$	1,467

(1)Includes receivables due from the U.S. government associated with FMS sales. For FMS, we contract with and are paid by the U.S. government.

5. UNBILLED RECEIVABLES, NET

Unbilled receivables, net represent revenue recognized under the cost-to-cost method that exceeds amounts billed to customers. Substantially all unbilled receivables at December 31, 2022 are expected to be billed and collected in 2023. Progress and performance-based payments are reflected as an offset to the related unbilled receivable balances.

Unbilled receivables, net consisted of the following:


	December 31
$ in millions	2022		2021
Due from U.S. government (1)
Unbilled receivables	$	23,304	$	22,140
Progress and performance-based payments received	(17,664)		(17,038)
Total due from U.S. government	5,640		5,102
Due from international and other customers
Unbilled receivables	1,822		2,913
Progress and performance-based payments received	(1,460)		(2,503)
Total due from international and other customers	362		410
Unbilled receivables, net of progress and performance-based payments received	6,002		5,512
Allowance for expected credit losses	(19)		(20)
Unbilled receivables, net	$	5,983	$	5,492

(1)Includes unbilled receivables due from the U.S. government associated with FMS sales. For FMS, we contract with and are paid by the U.S. government.

6. INVENTORIED COSTS, NET

Inventoried costs are principally associated with contracts where the U.S. government is the primary customer, therefore the company does not believe it has significant exposure to recoverability risk related to these amounts. Inventoried costs associated with our commercial businesses, while less significant in total, are subject to a greater level of recoverability risk. During the year ended December 31, 2022, the company recorded a $45 million write-down of commercial business inventory at Space Systems for which its cost exceeded net realizable value.

Inventoried costs, net consisted of the following:


	December 31
$ in millions	2022		2021
Contracts in process	$	574	$	478
Product inventory	404		333
Inventoried costs, net	$	978	$	811

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NORTHROP GRUMMAN CORPORATION

7. INCOME TAXES

Federal and foreign income tax expense consisted of the following:


	Year Ended December 31
$ in millions	2022		2021		2020
Federal income tax expense:
Current	$	1,289	$	1,398	$	246
Deferred	(353)		518		288
Total federal income tax expense	936		1,916		534
Foreign income tax expense:
Current	3		6		3
Deferred	1		11		2
Total foreign income tax expense	4		17		5
Total federal and foreign income tax expense	$	940	$	1,933	$	539

Earnings before income taxes associated with the company’s foreign operations are not material in the periods presented.

Income tax expense differs from the amount computed by multiplying earnings before income taxes by the statutory federal income tax rate due to the following:


	Year Ended December 31
$ in millions	2022				2021				2020
Income tax expense at statutory rate	$	1,226	21.0	%	$	1,877	21.0	%	$	783	21.0	%
Research credit	(177)		(3.0)		(192)		(2.2)		(206)		(5.5)
Foreign derived intangible income	(66)		(1.1)		(50)		(0.6)		(55)		(1.5)

IT services divestiture nondeductible goodwill	—		—		250		2.8		—		—

Settlements with taxing authorities	(86)		(1.5)		—		—		—		—



Other, net	43		0.7		48		0.6		17		0.5
Total federal and foreign income taxes	$	940	16.1	%	$	1,933	21.6	%	$	539	14.5	%

The year to date 2022 ETR decreased to 16.1 percent from 21.6 percent in 2021 primarily due to an $86 million benefit resulting from the resolution of the IRS examination of certain legacy OATK tax returns, as well as additional federal income taxes in the prior year resulting from the IT services divestiture. The company’s 2022 MTM benefit increased the 2022 ETR by 1.2 percentage points; however, the MTM benefit in 2021 did not significantly impact the 2021 ETR.

The year to date 2021 ETR increased to 21.6 percent from 14.5 percent in 2020 primarily due to the federal income taxes resulting from the IT services divestiture described above. The company’s 2021 MTM benefit did not significantly impact the 2021 ETR; however, MTM expense in 2020 reduced the 2020 ETR by 1.3 percentage points.

Income tax payments, net of refunds received, were $1.5 billion, $1.3 billion and $312 million for the years ended December 31, 2022, 2021 and 2020, respectively. Taxes receivable, which are included in Prepaid expenses and other current assets in the consolidated statements of financial position, were $850 million and $571 million as of December 31, 2022 and 2021, respectively.

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NORTHROP GRUMMAN CORPORATION

Uncertain Tax Positions

We file income tax returns in the U.S. federal jurisdiction and in various state and foreign jurisdictions. The Northrop Grumman 2014-2020 federal tax returns and refund claims related to its 2007-2016 federal tax returns are currently under Internal Revenue Service (IRS) examination. During the second quarter of 2022, the company’s 2014-2016 federal income tax returns and refund claims related to its 2007-2016 federal tax returns reverted back from IRS Appeals to IRS examination for additional factual review. During the fourth quarter of 2022, the U.S. Congressional Joint Committee on Taxation approved a resolution of the IRS examination of the legacy OATK federal tax returns for the years ended March 31, 2014 and 2015, the nine-month transition period ended December 31, 2015 and calendar years 2016-2017, which resulted in a $110 million reduction to our unrecognized tax benefits and an $86 million reduction to income tax expense.

Tax returns for open tax years related to state and foreign jurisdictions remain subject to examination. As state income taxes are generally considered allowable and allocable costs, any individual or aggregate state examination impacts are not expected to have a material impact on our financial results. Amounts currently subject to examination related to foreign jurisdictions are not material.

The change in unrecognized tax benefits during 2022, 2021 and 2020, excluding interest, is as follows:


	December 31
$ in millions	2022		2021		2020
Unrecognized tax benefits at beginning of the year	$	1,630	$	1,481	$	1,223
Additions based on tax positions related to the current year	262		355		187
Additions for tax positions of prior years	6		47		270
Reductions for tax positions of prior years	(124)		(251)		(190)
Settlements with taxing authorities	(110)		(1)		(7)
Other, net	(1)		(1)		(2)
Net change in unrecognized tax benefits	33		149		258
Unrecognized tax benefits at end of the year	$	1,663	$	1,630	$	1,481

Our 2022 increase in unrecognized tax benefits was primarily related to our methods of accounting associated with the timing of revenue recognition and related costs and the 2017 Tax Cuts and Jobs Act, which includes related final revenue recognition regulations issued in December 2020 under IRC Section 451(b) and procedural guidance issued in August 2021. As of December 31, 2022, we have approximately $1.7 billion in unrecognized tax benefits, including $543 million related to our position on IRC Section 451(b). If these matters, including our position on IRC Section 451(b), are unfavorably resolved, there could be a material impact on our future cash flows. It is reasonably possible that within the next 12 months our unrecognized tax benefits may increase by approximately $120 million. Additionally, it is reasonably possible that within the next 12 months, unrecognized tax benefits claimed primarily related to California state apportionment in the company’s 2007 to 2016 tax years may decline by up to $100 million through administrative resolution with the California Franchise Tax Board.

Our current unrecognized tax benefits, which are included in Other current liabilities in the consolidated statements of financial position, were $728 million and $590 million as of December 31, 2022 and 2021, respectively, with the remainder of our unrecognized tax benefits included within Other non-current liabilities. These liabilities include $216 million and $175 million of accrued interest and penalties as of December 31, 2022 and 2021, respectively. If the income tax benefits from these tax positions are ultimately realized, $636 million of federal and foreign tax benefits would reduce the company’s ETR.

Net interest expense within the company’s federal, foreign and state income tax provisions was not material for all years presented.

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NORTHROP GRUMMAN CORPORATION

Deferred Income Taxes

Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and tax purposes. Net deferred tax assets and liabilities are classified as non-current in the consolidated statements of financial position.

The tax effects of temporary differences and carryforwards that gave rise to year-end deferred federal, state and foreign tax balances, as presented in the consolidated statements of financial position, are as follows:


	December 31
$ in millions	2022		2021
Deferred Tax Assets
Retiree benefits	$	117	$	804
Capitalized research and experimental expenditures	1,671		—
Accrued employee compensation	378		371
Provisions for accrued liabilities	65		156
Inventory	484		649
Stock-based compensation	37		39
Operating lease liabilities	556		493
Tax credits	464		431
Other	144		135
Gross deferred tax assets	3,916		3,078
Less: valuation allowance	(428)		(349)
Net deferred tax assets	3,488		2,729
Deferred Tax Liabilities
Goodwill	534		533
Purchased intangibles	98		148
Property, plant and equipment, net	854		755
Operating lease right-of-use assets	545		444
Contract accounting differences	1,348		1,036
Other	79		103
Deferred tax liabilities	3,458		3,019
Total net deferred tax assets (liabilities)	$	30	$	(290)

Realization of deferred tax assets is primarily dependent on generating sufficient taxable income in future periods. The company believes it is more-likely-than-not our net deferred tax assets will be realized.

At December 31, 2022, the company has available tax credits and unused net operating losses of $510 million and $349 million, respectively, that may be applied against future taxable income. The majority of tax credits and net operating losses expire in 2023 through 2046, however, some may be carried forward indefinitely. Due to the uncertainty of the realization of the tax credits and net operating losses, the company has recorded valuation allowances of $295 million and $32 million, respectively, as of December 31, 2022.

Undistributed Foreign Earnings

As of December 31, 2022, the company has accumulated undistributed earnings generated by our foreign subsidiaries and most have been taxed in the U.S. We intend to indefinitely reinvest these earnings, as well as future earnings from our foreign subsidiaries to fund our international operations. In addition, we expect future U.S. cash generation will be sufficient to meet future U.S. cash needs.

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NORTHROP GRUMMAN CORPORATION

8. GOODWILL AND OTHER PURCHASED INTANGIBLE ASSETS

Goodwill

Changes in the carrying amounts of goodwill for the years ended December 31, 2021 and 2022, were as follows:


$ in millions	Aeronautics Systems		Defense Systems		Mission Systems		Space Systems		Total
Balance as of December 31, 2020	$	3,467	$	3,415	$	5,881	$	4,755	$	17,518
Other (1)	—		(3)		—		—		(3)
Balance as of December 31, 2021	$	3,467	$	3,412	$	5,881	$	4,755	$	17,515
Other (1)	—		1		—		—		1
Balance as of December 31, 2022	$	3,467	$	3,413	$	5,881	$	4,755	$	17,516

(1)Other consists primarily of adjustments for foreign currency translation.

At December 31, 2022 and 2021, accumulated goodwill impairment losses totaled $417 million and $153 million at Aeronautics Systems and Space Systems, respectively.

Other Purchased Intangible Assets

Net customer-related and other intangible assets are as follows:


	December 31
$ in millions	2022		2021
Gross customer-related and other intangible assets	$	3,364	$	3,361
Less accumulated amortization	(2,980)		(2,783)
Net customer-related and other intangible assets	$	384	$	578

Amortization expense for 2022, 2021 and 2020, was $197 million, $204 million and $262 million, respectively. As of December 31, 2022, the expected future amortization of purchased intangibles for each of the next five years is as follows:


$ in millions
2023	$	80
2024	57
2025	45
2026	42
2027	31

9. FAIR VALUE OF FINANCIAL INSTRUMENTS

The following table presents the financial assets and liabilities the company records at fair value on a recurring basis identified by the level of inputs used to determine fair value. See Note 1 for the definitions of these levels and for further information on our financial instruments.


	December 31, 2022								December 31, 2021
$ in millions	Level 1		Level 2		Level 3		Total		Level 1		Level 2		Level 3		Total
Financial Assets
Marketable securities	$	310	$	1	$	8	$	319	$	393	$	1	$	7	$	401
Marketable securities valued using NAV							13								17
Total marketable securities	310		1		8		332		393		1		7		418
Derivatives	—		7		—		7		—		(1)		—		(1)

The notional value of the company’s foreign currency forward contracts at December 31, 2022 and 2021 was $221 million and $120 million, respectively. The portion of notional value designated as a cash flow hedge at December

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31, 2022, was $87 million. At December 31, 2021, no portion of the notional value was designated as a cash flow hedge.

The derivative fair values and related unrealized gains/losses at December 31, 2022 and 2021 were not material.

There were no transfers of financial instruments into or out of Level 3 of the fair value hierarchy during the years ended December 31, 2022 and 2021.

The carrying value of cash and cash equivalents and commercial paper approximates fair value.

10. DEBT

Commercial Paper

The company maintains a commercial paper program that serves as a source of short-term financing. In December 2022, the company amended its commercial paper program to increase its capacity to issue unsecured commercial paper notes from $2.0 billion to $2.5 billion. There were no commercial paper borrowings outstanding at December 31, 2022 and December 31, 2021, respectively. The outstanding balance of commercial paper borrowings is recorded in Other current liabilities in the consolidated statements of financial position.

Credit Facility

In August 2022, the company entered into a new five-year senior unsecured credit facility in an aggregate principal amount of $2.5 billion (the “2022 Credit Agreement”). The 2022 Credit Agreement replaced the company’s prior five-year, $2.0 billion revolving credit facility entered into on August 17, 2018 and as amended on October 17, 2019. The revolving credit facility established under the 2022 Credit Agreement is intended to support the company’s commercial paper program and other general corporate purposes. Commercial paper borrowings reduce the amount available for borrowing under the 2022 Credit Agreement. At December 31, 2022, there were no borrowings outstanding under this facility.

The 2022 Credit Agreement contains generally customary terms and conditions, including covenants restricting the company’s ability to sell all or substantially all of its assets, merge or consolidate with another entity or undertake other fundamental changes and incur liens. The company also cannot permit the ratio of its debt to capitalization (as set forth in the credit agreement) to exceed 65 percent. At December 31, 2022, the company was in compliance with all covenants under its credit agreement.

Unsecured Senior Notes

Repayments of Senior Notes In March 2021, the company repaid $700 million of 3.50 percent unsecured notes upon maturity.

In March 2021, the company redeemed $1.5 billion of 2.55 percent unsecured notes due October 2022. The company recorded a pre-tax charge of $54 million principally related to the premium paid on the redemption, which was recorded in Other, net in the unaudited condensed consolidated statements of earnings and comprehensive income.

Debt Exchange On September 2, 2021, the company completed an exchange offer to eligible holders of the outstanding notes of our direct wholly owned subsidiary, Northrop Grumman Systems Corporation (“NGSC”), maturing through 2036. An aggregate principal amount of $422 million of the NGSC notes was exchanged for $422 million of unregistered Northrop Grumman Corporation notes (the “Unregistered Notes”) with the same interest rates and maturity dates as the NGSC notes exchanged.

On June 15, 2022, the company completed a registered exchange offer pursuant to which the company exchanged an aggregate principal amount of $414 million of the Unregistered Notes for $414 million of new notes registered under the Securities Act of 1933, as amended, (the “Registered Notes”) with the same interest rates and maturity dates as the Unregistered Notes.

Because the debt instruments were not substantially different in either of the exchange offers, both exchanges were treated as debt modifications for accounting purposes with no gain or loss recognized.

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Long-term debt consists of the following:


$ in millions		December 31
2022	2021
Fixed-rate notes and debentures, maturing in	Interest rate
2023	3.25%	$	1,050	$	1,050
2025	2.93%	1,500		1,500
2026	7.75% - 7.88%	527		527
2027	3.20%	750		750
2028	3.25%	2,000		2,000
2030	4.40%	750		750
2031	7.75%	466		466
2040	5.05% - 5.15%	800		800
2043	4.75%	950		950
2045	3.85%	600		600
2047	4.03%	2,250		2,250
2050	5.25%	1,000		1,000

Other	Various	293		205
Debt issuance costs		(59)		(65)
Total long-term debt		12,877		12,783
Less: current portion(1)		1,072		6
Long-term debt, net of current portion		$	11,805	$	12,777

(1) The current portion of long-term debt is recorded in Other current liabilities in the consolidated statements of financial position.

The estimated fair value of long-term debt was $12.1 billion and $15.1 billion as of December 31, 2022 and 2021, respectively. We calculated the fair value of long-term debt using Level 2 inputs, based on interest rates available for debt with terms and maturities similar to the company’s existing debt arrangements.

Indentures underlying long-term debt issued by the company or its subsidiaries contain various restrictions with respect to the issuer, including one or more restrictions relating to limitations on liens, sale-leaseback arrangements and funded debt of subsidiaries. The majority of these fixed rate notes and debentures are subject to redemption at the company’s discretion at any time prior to maturity in whole or in part at the principal amount plus any make-whole premium and accrued and unpaid interest. Interest on these fixed rate notes and debentures are payable semi-annually in arrears.

Total interest payments, net of interest received, were $474 million, $570 million and $572 million for the years ended December 31, 2022, 2021 and 2020, respectively.

Maturities of long-term debt as of December 31, 2022, are as follows:


$ in millions
Year Ending December 31
2023	$	1,072
2024	67
2025	1,521
2026	530
2027	753
Thereafter	9,006
Total principal payments	12,949
Unamortized premium on long-term debt, net of discount	(13)
Debt issuance costs	(59)
Total long-term debt	$	12,877

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11. INVESTIGATIONS, CLAIMS AND LITIGATION

On May 4, 2012, the company commenced an action, Northrop Grumman Systems Corp. v. United States, in the U.S. Court of Federal Claims. This lawsuit related to an approximately $875 million firm fixed-price contract awarded to the company in 2007 by the U.S. Postal Service (USPS) for the construction and delivery of flats sequencing systems (FSS) as part of the postal automation program. The FSS were delivered. The company’s lawsuit sought approximately $63 million for unpaid portions of the contract price, and approximately $115 million based on the company’s assertions that, through various acts and omissions over the life of the contract, the USPS adversely affected the cost and schedule of performance and materially altered the company’s obligations under the contract. The United States responded to the company’s complaint with an answer, denying most of the company’s claims, and counterclaims seeking approximately $410 million, primarily for delay and lost savings. On February 3, 2020, after extensive discovery and motions practice, the parties commenced what was expected to be a seven-week trial. After COVID-19-related interruptions, trial concluded on March 5, 2021. On June 27, 2022, the judge issued a decision in the company’s favor. On July 18, 2022, the government filed a motion for reconsideration. On October 17, 2022, the court denied the government’s motion for reconsideration and on October 19, 2022, the court entered judgment in the company’s favor. On November 9, 2022, the Postal Service paid the company the full judgment amount of approximately $83 million. Neither party appealed prior to the December 19, 2022 deadline.

The company is engaged in remediation activities relating to environmental conditions allegedly resulting from historic operations at the former United States Navy and Grumman facilities in Bethpage, New York. For over 20 years, the company has worked closely with the United States Navy, the United States Environmental Protection Agency, the New York State Department of Environmental Conservation (NYSDEC), the New York State Department of Health and other federal, state and local governmental authorities, to address legacy environmental conditions in Bethpage. In December 2019, the State of New York issued an Amended Record of Decision seeking to impose additional remedial requirements beyond measures the company previously had been taking; the State also communicated that it was assessing potential natural resource damages. In December 2020, the parties reached a tentative agreement regarding the steps the company would take to implement the State’s Amended Record of Decision and to resolve certain potential other claims, including for natural resource damages. On September 22, 2021, the State of New York issued for public comment a new consent decree reflecting the agreement. On December 7, 2021, the public comment period closed. On August 3, 2022, the court approved the consent decree. We have also reached agreements with the Department of Defense and the Bethpage and South Farmingdale Water Districts to resolve claims involving these parties. Those agreements have also been approved by the courts as necessary. The company continues to be involved in related disputes with the Towns of Oyster Bay and Hempstead.

We have incurred, and expect to continue to incur, as included in Note 12, substantial remediation costs related to the legacy Bethpage environmental conditions. It is also possible that applicable remediation standards and other requirements to which we are subject may continue to change, and that our costs may increase materially. In addition to disputes and legal proceedings related to environmental conditions and remediation at the site, we are a party to various individual lawsuits and a putative class action alleging personal injury and property damage in the Eastern District of New York. The filed individual lawsuits have been stayed, pending a court decision on class certification. We are also a party, and may become a party, to other lawsuits brought by or against insurance carriers, and by other individual plaintiffs and/or putative classes, as well as other parties. We cannot at this time predict or reasonably estimate the potential cumulative outcomes or ranges of possible liability of these Bethpage lawsuits.

In June 2018, the FTC issued a Decision and Order enabling the company’s acquisition of OATK to proceed and providing generally for the company to continue to make solid rocket motors available to competing missile primes on a non-discriminatory basis. The company has taken and continues to take robust actions to help ensure compliance with the terms of the Order. Similarly, the Compliance Officer, appointed under the Order, and the FTC have taken and continue to take various actions to oversee compliance. In October 2019, the company received a civil investigative demand (CID) from the FTC requesting certain information relating to a potential issue regarding the company’s compliance with the Order in connection with a then pending missile competition. The company promptly provided information in response to the request. In late 2021, the company resumed discussions with staff at the FTC regarding our response and their views on compliance issues. More recently, the company received and is responding to a follow-on CID. We cannot predict the outcome of those discussions, but we do not believe they are likely to have a material adverse effect on the company’s consolidated financial position as of December 31, 2022, or its annual results of operations and/or cash flows. We believe the company has been and continues to be in compliance with the Order.

On December 9, 2022, the company received from the U.S. Department of Justice (DOJ) a criminal subpoena seeking information regarding financial and cost accounting and controls that appears focused on the interest rate

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assumptions the company used to determine our CAS pension expense, which we have previously discussed in Note 12 below. The company has begun discussions with DOJ regarding the scope of the subpoena and is preparing to respond to it. We cannot at this point predict the outcome of this matter.

The company is a party to various other investigations, lawsuits, arbitration, claims, enforcement actions and other legal proceedings, including government investigations and claims, that arise in the ordinary course of our business. The nature of legal proceedings is such that we cannot assure the outcome of any particular matter. However, based on information available to the company to date, the company does not believe that the outcome of any of these other matters pending against the company is likely to have a material adverse effect on the company’s consolidated financial position as of December 31, 2022, or its annual results of operations and/or cash flows.

12. COMMITMENTS AND CONTINGENCIES

U.S. Government Cost Claims and Contingencies

From time to time, the company is advised of claims by the U.S. government concerning certain potential disallowed costs, plus, at times, penalties and interest. When such findings are presented, the company and U.S. government representatives engage in discussions to enable the company to evaluate the merits of these claims, as well as to assess the amounts being claimed. Where appropriate, provisions are made to reflect the company’s estimated exposure for such potential disallowed costs. Such provisions are reviewed periodically using the most recent information available. The company believes it has adequately reserved for disputed amounts that are probable and reasonably estimable, and that the outcome of any such matters would not have a material adverse effect on its consolidated financial position as of December 31, 2022, or its annual results of operations and/or cash flows.

In 2019, the Defense Contract Management Agency (DCMA) raised questions about an interest rate assumption used by the company to determine our CAS pension expense. On June 1, 2020, DCMA provided written notice that the assumptions the company used during the period 2013-2019 were potentially noncompliant with CAS. We submitted a formal response on July 31, 2020, which we believed demonstrates the appropriateness of the assumptions used. On November 24, 2020, DCMA replied to the company’s response, disagreeing with our position and requesting additional input, which we provided on February 22, 2021. We continued to exchange correspondence and engage with DCMA and DoD on this matter, including responding to requests for and providing additional information. As noted in Note 11 above, on December 8, 2022, the U.S. Department of Justice (DOJ) issued to the company a criminal subpoena seeking information that appears related to the interest rate assumptions at issue in our discussions with DCMA. The company has begun discussions with DOJ regarding the scope of the subpoena and is preparing to respond to it. We cannot at this point predict the outcome of this matter. The company is also continuing to engage with DCMA/DoD. As previously described, the sensitivity to changes in interest rate assumptions makes it reasonably possible the outcome of the DCMA matter could have a material adverse effect on our financial position, results of operations and/or cash flows, although we are not currently able to estimate a range of any potential loss.

B-21 Low-Rate Initial Production Options

In 2015, the U.S. Air Force awarded to Northrop Grumman the B-21 contract, including a base contract for engineering, manufacturing, and design (EMD) and five low-rate initial production (LRIP) options. The EMD phase of the program is largely cost type and began at contract award. The LRIP options are largely fixed price and are expected to be awarded and executed over the next decade. In the fourth quarter of 2022, we updated our estimated cost to complete the LRIP phase of the B-21 program. Principally due to the company’s latest estimate of the impact macroeconomic factors may have on our cost to complete the LRIP options, as well as ongoing discussions with our suppliers and our customer, we now believe it is reasonably possible one or more of the LRIP options could be performed at a loss and the range of such loss across the five LRIP options is between $0 and $1.2 billion. As we do

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not currently believe a loss is probable on any of the LRIP options, we have not recognized any such loss in our financial results for the period ended December 31, 2022.

Environmental Matters

The table below summarizes the amount accrued for environmental remediation costs, management’s estimate of the amount of reasonably possible future costs in excess of accrued costs and the deferred costs expected to be recoverable through overhead charges on U.S. government contracts as of December 31, 2022 and 2021:


$ in millions	Accrued Costs(1)(2)		Reasonably Possible Future Costs in Excess of Accrued Costs(2)		Deferred Costs(3)
December 31, 2022	$	565	$	353	$	486
December 31, 2021	572		363		486

(1)As of December 31, 2022, $198 million is recorded in Other current liabilities and $367 million is recorded in Other non-current liabilities.

(2)Estimated remediation costs are not discounted to present value. The reasonably possible future costs in excess of accrued costs do not take into consideration amounts expected to be recoverable through overhead charges on U.S. government contracts.

(3)As of December 31, 2022, $180 million is deferred in Prepaid expenses and other current assets and $306 million is deferred in Other non-current assets. These amounts are evaluated for recoverability on a routine basis.

Although management cannot predict whether (i) new information gained as our environmental remediation projects progress, (ii) changes in remediation standards or other requirements to which we are subject, or (iii) other changes in facts and circumstances will materially affect the estimated liability accrued, we do not anticipate that future remediation expenditures associated with our currently identified projects will have a material adverse effect on the company’s consolidated financial position as of December 31, 2022, or its annual results of operations and/or cash flows.

Financial Arrangements

In the ordinary course of business, the company uses standby letters of credit and guarantees issued by commercial banks and surety bonds issued principally by insurance companies to guarantee the performance on certain obligations. At December 31, 2022, there were $373 million of stand-by letters of credit and guarantees and $77 million of surety bonds outstanding.

Indemnifications

The company has provided indemnifications for certain environmental, income tax and other potential liabilities in connection with certain of its divestitures. The settlement of these liabilities is not expected to have a material adverse effect on the company’s consolidated financial position as of December 31, 2022, or its annual results of operations and/or cash flows.

13. RETIREMENT BENEFITS

Plan Descriptions

U.S. Defined Benefit Pension Plans – The company sponsors several defined benefit pension plans in the U.S. Pension benefits for most participants are based on years of service, age and compensation. It is our policy to fund at least the minimum amount required for qualified plans, using actuarial cost methods and assumptions acceptable under U.S. government regulations, by making payments into benefit trusts separate from the company.

U.S. Defined Contribution Plans – The company also sponsors defined contribution plans covering the majority of its employees, including certain employees covered under collective bargaining agreements. Company contributions vary depending on date of hire, with a majority of employees being eligible for employer matching of employee contributions. Based on date of hire, certain employees are eligible to receive a company non-elective contribution or an enhanced matching contribution in lieu of a defined benefit pension plan benefit. The company’s contributions to these defined contribution plans for the years ended December 31, 2022, 2021 and 2020, were $558 million, $588 million and $590 million, respectively.

Non-U.S. Benefit Plans – The company sponsors several benefit plans for non-U.S. employees. These plans are designed to provide benefits appropriate to local practice and in accordance with local regulations. Some of these plans are funded using benefit trusts separate from the company.

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Medical and Life Benefits – The company funds a portion of the costs for certain health care and life insurance benefits for a substantial number of its active and retired employees. In addition to a company and employee cost-sharing feature, the health plans also have provisions for deductibles, co-payments, coinsurance percentages, out-of-pocket limits, conformance to a schedule of reasonable fees, the use of managed care providers and coordination of benefits with other plans. The plans also provide for a Medicare carve-out. The company reserves the right to amend or terminate the plans at any time.

Certain covered employees and dependents are eligible to participate in plans upon retirement if they meet specified age and years of service requirements. The company provides subsidies to reimburse certain retirees for a portion of the cost of individual Medicare-supplemental coverage purchased directly by the retiree through a private insurance exchange. The company has capped the amount of its contributions for substantially all of its remaining postretirement medical and life benefit plans. In addition, after January 1, 2005 (or earlier at some businesses), newly hired employees are not eligible for subsidized postretirement medical and life benefits.

Summary Plan Results

The cost to the company of its retirement benefit plans is shown in the following table:


	Year Ended December 31
	Pension Benefits						Medical and Life Benefits
$ in millions	2022		2021		2020		2022		2021		2020
Components of net periodic benefit cost (benefit)
Service cost	$	367	$	414	$	409	$	9	$	16	$	17
Interest cost	1,136		1,054		1,226		47		53		67
Expected return on plan assets	(2,641)		(2,512)		(2,376)		(110)		(105)		(102)
Amortization of prior service (credit) cost	—		(9)		(59)		(1)		(1)		4
Mark-to-market (benefit) expense	(1,262)		(1,921)		1,034		30		(434)		—
Other	—		(1)		10		—		—		2
Net periodic benefit cost (benefit)	$	(2,400)	$	(2,975)	$	244	$	(25)	$	(471)	$	(12)

The table below summarizes the components of changes in unamortized prior service credit (cost) for the years ended December 31, 2020, 2021 and 2022:


$ in millions	Pension Benefits		Medical and Life Benefits		Total
Changes in unamortized prior service credit (cost)
Amortization of prior service credit (cost)	$	59	$	(4)	$	55
Tax expense	(15)		1		(14)
Change in unamortized prior service credit (cost) – 2020	44		(3)		41
Amortization of prior service credit (cost)	9		1		10
Tax expense	(2)		—		(2)
Change in unamortized prior service credit (cost) – 2021	7		1		8
Amortization of prior service credit (cost)	—		1		1
Tax expense	—		—		—
Change in unamortized prior service credit (cost) – 2022	$	—	$	1	$	1

The following table sets forth the funded status and amounts recognized in the consolidated statements of financial position for the company’s defined benefit retirement plans. Pension benefits data includes the qualified plans, foreign plans and U.S. unfunded non-qualified plans for benefits provided to directors, officers and certain employees. The company uses a December 31 measurement date for its plans.

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	Pension Benefits				Medical and Life Benefits
$ in millions	2022		2021		2022		2021
Plan Assets
Fair value of plan assets at beginning of year	$	36,236	$	34,452	$	1,588	$	1,515
Net (loss) gain on plan assets	(5,422)		3,637		(257)		170
Employer contributions	101		104		35		37
Participant contributions	7		8		24		23
Benefits paid	(1,973)		(1,964)		(164)		(157)

Other	(29)		(1)		—		—
Fair value of plan assets at end of year	28,920		36,236		1,226		1,588
Projected Benefit Obligation
Projected benefit obligation at beginning of year	38,888		40,182		1,685		2,119
Service cost	367		414		9		16
Interest cost	1,136		1,054		47		53
Participant contributions	7		8		24		23
Actuarial loss	(9,325)		(794)		(337)		(369)
Benefits paid	(1,973)		(1,964)		(164)		(157)

Other	(33)		(12)		—		—
Projected benefit obligation at end of year	29,067		38,888		1,264		1,685
Funded status	$	(147)	$	(2,652)	$	(38)	$	(97)

The decrease in the fair value of our plan assets for the year ended December 31, 2022 was principally driven by losses of 15.4 percent on plan assets and $2.1 billion of benefit payments. The decrease in our projected benefit obligation for the year ended December 31, 2022, was primarily driven by a 256 basis point increase in the discount rate from year end 2021 and $2.1 billion of benefit payments, partially offset by $1.2 billion of interest cost.


	Pension Benefits				Medical and Life Benefits
$ in millions	2022		2021		2022		2021
Classification of amounts recognized in the consolidated statements of financial position
Non-current assets	$	982	$	462	$	240	$	285
Current liability	(177)		(182)		(42)		(45)
Non-current liability	(952)		(2,932)		(236)		(337)

The accumulated benefit obligation for all defined benefit pension plans was $28.8 billion and $38.3 billion at December 31, 2022 and 2021, respectively.

Amounts for pension plans with accumulated benefit obligations in excess of fair value of plan assets are as follows:


	December 31
$ in millions	2022		2021
Projected benefit obligation	$	1,126	$	36,524
Accumulated benefit obligation	1,117		35,994
Fair value of plan assets	2		33,410

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Plan Assumptions

On a weighted-average basis, the following assumptions were used to determine benefit obligations at December 31 of each year and net periodic benefit cost for the following year:


	Pension Benefits						Medical and Life Benefits
	2022		2021		2020		2022		2021		2020
Discount rate	5.54	%	2.98	%	2.68	%	5.57	%	2.93	%	2.58	%
Expected long-term return on plan assets	7.50	%	7.50	%	7.50	%	7.23	%	7.19	%	7.22	%
Initial cash balance crediting rate assumed for the next year	3.96	%	2.25	%	2.25	%
Rate to which the cash balance crediting rate is assumed to increase/decrease (the ultimate rate)	3.88	%	2.25	%	2.25	%
Year that the cash balance crediting rate reaches the ultimate rate	2028		2027		2026
Rate of compensation increase	3.00	%	3.00	%	3.00	%
Initial health care cost trend rate assumed for the next year							6.50	%	5.30	%	5.60	%
Rate to which the health care cost trend rate is assumed to decline (the ultimate trend rate)							5.00	%	5.00	%	5.00	%
Year that the health care cost trend rate reaches the ultimate trend rate							2028		2023		2023

Plan Assets and Investment Policy

Plan assets are invested in various asset classes that are expected to produce a sufficient level of diversification and investment return over the long term. Through consultation with our investment management team and outside investment advisers, management develops expected long-term returns for each of the plans’ strategic asset classes. In doing so, we consider a number of factors, including our historical investment performance, current market data such as yields/price-earnings ratios, historical market returns over long periods and periodic surveys of investment managers’ expectations. Liability studies are conducted on a regular basis to provide guidance in setting investment goals with an objective to balance risk. Risk targets are established and monitored against acceptable ranges.

Our investment policies and procedures are designed to ensure the plans’ investments are in compliance with ERISA. Guidelines are established defining permitted investments within each asset class. Derivatives are used for transitioning assets, asset class rebalancing, managing currency risk and for management of fixed-income and alternative investments.

For the majority of the plans’ assets, the investment policies require that the asset allocation be maintained within the following ranges as of December 31, 2022:


						Asset Allocation Ranges
Cash and cash equivalents						—% - 12%
Global public equities						24% - 44%
Fixed-income securities						31% - 51%
Alternative investments						14% - 34%

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The table below provides the fair values of the company’s pension and Voluntary Employees’ Beneficiary Association (VEBA) trust plan assets at December 31, 2022 and 2021, by asset category. The table also identifies the level of inputs used to determine the fair value of assets in each category. See Note 1 for the definitions of these levels. Certain investments that are measured at fair value using NAV per share (or its equivalent) as a practical expedient are not required to be categorized in the fair value hierarchy table. The total fair value of these investments is included in the table below to permit reconciliation of the fair value hierarchy to amounts presented in the funded status table. As of December 31, 2022 and 2021, there were no investments expected to be sold at a value materially different than NAV.


	Level 1				Level 2				Level 3				Total
$ in millions	2022		2021		2022		2021		2022		2021		2022		2021
Asset category
Cash and cash equivalents	$	115	$	119	$	1,076	$	2,268					$	1,191	$	2,387
U.S. equities	2,138		3,085		1		2						2,139		3,087
International equities	1,784		3,105						$	—	$	3	1,784		3,108
Fixed-income securities
U.S. Treasuries	22		21		2,977		2,815						2,999		2,836
U.S. Government Agency					145		180						145		180
Non-U.S. Government					172		277						172		277
Corporate debt	28		30		4,717		5,501						4,745		5,531
Asset backed					353		987						353		987
High yield debt	12		19		19		31						31		50
Bank loans					13		21						13		21
Other assets			33		2		57		2		2		4		92
Investments valued using NAV as a practical expedient
U.S. equities													1,043		1,652
International equities													3,904		6,849
Fixed-income funds													2,569		1,461
Hedge funds													44		63
Opportunistic investments													2,983		3,039
Private equity funds													3,299		3,535
Real estate funds													2,753		2,742
Payables, net													(25)		(73)
Fair value of plan assets at the end of the year	$	4,099	$	6,412	$	9,475	$	12,139	$	2	$	5	$	30,146	$	37,824

There were no transfers of plan assets into or out of Level 3 of the fair value hierarchy during the years ended December 31, 2022 and 2021.

Generally, investments are valued based on information in financial publications of general circulation, statistical and valuation services, records of security exchanges, appraisal by qualified persons, transactions and bona fide offers. Cash and cash equivalents are predominantly held in money market or short-term investment funds. U.S. and international equities consist primarily of common stocks and institutional common trust funds. Investments in certain equity securities, which include domestic and international securities and registered investment companies, and exchange-traded funds with fixed income strategies are valued at the last reported sales or quoted price on the last business day of the reporting period. Fair values for certain fixed-income securities, which are not exchange-traded, are valued using third-party pricing services.

Other assets include derivative assets with a fair value of $71 million and $78 million, derivative liabilities with a fair value of $117 million and $38 million, and net notional amounts of $3.2 billion and $3.7 billion, as of December 31, 2022 and 2021, respectively. Derivative instruments may include exchange traded futures contracts, interest rate swaps, options on futures and swaps, currency contracts, total return swaps and credit default swaps. Notional amounts do not quantify risk or represent assets or liabilities of the pension and VEBA trusts, but are used in the

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calculation of cash settlement under the contracts. The volume of derivative activity is commensurate with the amounts disclosed at year-end. Certain derivative financial instruments within the pension trust are subject to master netting agreements with certain counterparties.

Investments in certain equity and fixed-income funds, which include common/collective trust funds, and alternative investments, including hedge funds, opportunistic investments, private equity funds and real estate funds, are valued based on the NAV derived by the investment managers, as a practical expedient, and are described further below.

U.S. and International equities: Generally, redemption periods are daily, monthly or quarterly with a notice requirement less than 90 days. As of December 31, 2022, there were no unfunded commitments. As of December 31, 2021, unfunded commitments were $100 million.

Fixed-income funds: Generally, redemption periods are daily, monthly or quarterly with a notice requirement of two days. There were no unfunded commitments as of December 31, 2022 and 2021.

Hedge funds: Consist of closed-end funds with a 5-10 year life as well as funds that allow redemption requests subject to the liquidity limitations of the underlying investments. As of December 31, 2022 and 2021, unfunded commitments were $6 million.

Opportunistic investments: Primarily held in partnerships with a 5-10 year life. As of December 31, 2022 and 2021, unfunded commitments were $1.5 billion and $1.7 billion, respectively.

Private equity funds: The term of each fund is typically 10 or more years and the fund’s investors do not have an option to redeem their interest in the fund. As of December 31, 2022 and 2021, unfunded commitments were $2.0 billion and $2.1 billion, respectively.

Real estate funds: Consist primarily of open-end funds that generally allow investors to redeem their interests in the funds. Certain closed-end real estate funds have terms of 10 or more years. As of December 31, 2022 and 2021, unfunded commitments were $44 million and $350 million, respectively.

For the years ended December 31, 2022 and 2021, the defined benefit pension and VEBA trusts did not hold any Northrop Grumman common stock.

Benefit Payments

The following table reflects estimated future benefit payments for the next ten years, based upon the same assumptions used to measure the benefit obligation, and includes expected future employee service, as of December 31, 2022:


$ in millions	Pension Plans		Medical and Life Plans		Total
Year Ending December 31
2023	$	1,949	$	139	$	2,088
2024	2,001		141		2,142
2025	2,041		135		2,176
2026	2,077		112		2,189
2027	2,108		107		2,215
2028 through 2032	10,717		474		11,191

In 2023, the company expects to contribute the required minimum funding of approximately $100 million to its pension plans and approximately $36 million to its medical and life benefit plans. During the year ended December 31, 2022, the company made no discretionary pension contributions.

14. STOCK COMPENSATION PLANS AND OTHER COMPENSATION ARRANGEMENTS

Stock Compensation Plans

At December 31, 2022, the company had stock-based compensation awards outstanding under the following shareholder-approved plans: the 2011 Long-Term Incentive Stock Plan (2011 Plan), applicable to employees and non-employee directors, and the 1993 Stock Plan for Non-Employee Directors (1993 SPND).

Employee Plans – In May 2015, the company’s shareholders approved amendments to the 2011 Plan. These amendments provided that shares issued under the plan would be counted against the aggregate share limit on a one-for-one basis. As amended, 5.1 million shares plus 2.4 million of newly authorized shares were available for issuance under the 2011 Plan; as of December 31, 2022, 4.6 million shares remain available for issuance.

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The 2011 Plan provides for the following equity awards: stock options, stock appreciation rights (SARs) and stock awards. Under the 2011 Plan, no SARs have been granted and there are no outstanding stock options. Stock awards include restricted performance stock rights (RPSR) and restricted stock rights (RSR). RPSRs generally vest and are paid following the completion of a three-year performance period, based primarily on achievement of certain performance metrics determined by the Board. RSRs generally vest 100% after three years. Each includes dividend equivalents, which are paid concurrently with the RPSR or RSR. The terms of equity awards granted under the 2011 Plan provide for accelerated vesting, and in some instances forfeiture, of all or a portion of an award upon termination of employment.

Non-Employee Director Plans – Awards to non-employee directors are made pursuant to the Northrop Grumman Corporation Equity Grant Program for Non-Employee Directors under the 2011 Plan (the Director Program), which was amended and restated effective January 1, 2016. Under the amended Director Program, each non-employee director is awarded an annual equity grant in the form of Automatic Stock Units, which vest on the one-year anniversary of the grant date. Directors may elect to have all or any portion of their Automatic Stock Units paid on (A) the earlier of (i) the beginning of a specified calendar year after the vesting date or (ii) their separation from service as a member of the Board, or (B) on the vesting date.

Directors also may elect to defer to a later year all or a portion of their remaining cash retainer or committee retainer fees into a stock unit account as Elective Stock Units or in alternative investment options. Elective Stock Units are awarded on a quarterly basis. Directors may elect to have all or a portion of their Elective Stock Units paid on the earlier of (i) the beginning of a specified calendar year or (ii) their separation from service as a member of the Board. Stock units awarded under the Director Program are paid out in an equivalent number of shares of Northrop Grumman common stock. Directors are credited with dividend equivalents in connection with the accumulated stock units until the shares of common stock relating to such stock units are issued.

Compensation Expense

Stock-based compensation expense for the years ended December 31, 2022, 2021 and 2020 was $99 million, $94 million and $90 million, respectively. The related tax benefits (deficiencies) for stock-based compensation for the years ended December 31, 2022, 2021 and 2020 were $10 million, $(2) million and $14 million, respectively.

At December 31, 2022, there was $97 million of unrecognized compensation expense related to unvested stock awards granted under the company’s stock-based compensation plans. These amounts are expected to be charged to expense over a weighted-average period of 1.3 years.

Stock Awards

Compensation expense for stock awards is measured at the grant date based on the fair value of the award and is recognized over the vesting period (generally three years). The fair value of stock awards and performance stock awards is determined based on the closing market price of the company’s common stock on the grant date. The fair value of market-based stock awards is determined at the grant date using a Monte Carlo simulation model. For purposes of measuring compensation expense for performance awards, the number of shares ultimately expected to vest is estimated at each reporting date based on management’s expectations regarding the relevant performance criteria.

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Stock award activity for the years ended December 31, 2020, 2021 and 2022, is presented in the table below. Vested awards do not include any adjustments to reflect the final performance measure for issued shares.


	Stock Awards (in thousands)	Weighted- Average Grant Date Fair Value Per Share		Weighted- Average Remaining Contractual Term (in years)
Outstanding at January 1, 2020	701	$	278	0.9
Granted	262	350
Vested	(296)	305
Forfeited	(64)	303
Outstanding at December 31, 2020	603	$	311	1.4
Granted	304	296
Vested	(269)	286
Forfeited	(58)	318
Outstanding at December 31, 2021	580	$	314	1.4
Granted	238	397
Vested	(226)	327
Forfeited	(31)	320
Outstanding at December 31, 2022	561	$	344	1.4

The majority of our stock awards are granted annually during the first quarter.

The grant date fair value of shares issued in settlement of fully vested stock awards was $93 million, $103 million and $118 million during the years ended December 31, 2022, 2021 and 2020, respectively.

Cash Awards

The company grants certain employees cash units (CUs) and cash performance units (CPUs). Depending on actual performance against financial objectives, recipients of CPUs earn between 0 and 200 percent of the original grant. The following table presents the minimum and maximum aggregate payout amounts related to those cash awards granted for the periods presented:


	Year Ended December 31
$ in millions	2022		2021		2020
Minimum aggregate payout amount	$	32	$	31	$	31
Maximum aggregate payout amount	183		178		175

The majority of our cash awards are granted annually during the first quarter. CUs typically vest and settle in cash on the third anniversary of the grant date, while CPUs generally vest and pay out in cash based primarily on the achievement of certain performance metrics over a three-year period. At December 31, 2022, there was $119 million of unrecognized compensation expense related to cash awards.

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15. LEASES

Total Lease Cost

Total lease cost is included in Product and Service costs in the consolidated statement of earnings and comprehensive income and is recorded net of immaterial sublease income. Total lease cost is comprised of the following:


	Year Ended December 31
$ in millions	2022		2021		2020
Operating lease cost	$	332	$	315	$	320
Variable lease cost	35		31		28
Short-term lease cost	51		80		93
Total lease cost	$	418	$	426	$	441

Supplemental Balance Sheet Information

Supplemental operating lease balance sheet information consists of the following:


	Year Ended December 31
$ in millions	2022		2021
Operating lease right-of-use assets	$	1,811	$	1,655

Other current liabilities	299		284
Operating lease liabilities	1,824		1,590
Total operating lease liabilities	$	2,123	$	1,874

Other Supplemental Information

Other supplemental operating lease information consists of the following:


	Year Ended December 31
$ in millions	2022			2021
Cash paid for amounts included in the measurement of operating lease liabilities	$	316		$	306
Right-of-use assets obtained in exchange for new lease liabilities	438			394

Weighted average remaining lease term	11.2 years			11.3 years
Weighted average discount rate	3.4		%	3.1		%

Maturities of Lease Liabilities

Maturities of operating lease liabilities as of December 31, 2022 are as follows:


$ in millions
Year Ending December 31
2023	$	351
2024	320
2025	279
2026	238
2027	188
Thereafter	1,263
Total lease payments	2,639
Less: imputed interest	(516)
Present value of operating lease liabilities	$	2,123

As of December 31, 2022, we have approximately $82 million in rental commitments for real estate leases that have not yet commenced. These leases are expected to commence in 2023 and 2024 with lease terms of 4 to 12 years.

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16. SEGMENT INFORMATION

The company is aligned in four operating sectors, which also comprise our reportable segments: Aeronautics Systems, Defense Systems, Mission Systems and Space Systems.

The following table presents sales and operating income by segment:


	Year Ended December 31
$ in millions	2022		2021		2020
Sales
Aeronautics Systems	$	10,531	$	11,259	$	12,169
Defense Systems	5,579		5,776		7,543
Mission Systems	10,396		10,134		10,080
Space Systems	12,275		10,608		8,744
Intersegment eliminations	(2,179)		(2,110)		(1,737)
Total sales	36,602		35,667		36,799
Operating income
Aeronautics Systems	1,116		1,093		1,206
Defense Systems	664		696		846
Mission Systems	1,618		1,579		1,459
Space Systems	1,158		1,121		893
Intersegment eliminations	(303)		(272)		(216)
Total segment operating income	4,253		4,217		4,188
FAS/CAS operating adjustment	(200)		130		418
Unallocated corporate (expense) income	(452)		1,304		(541)
Total operating income	$	3,601	$	5,651	$	4,065

FAS/CAS Operating Adjustment

For financial statement purposes, we account for our employee pension plans in accordance with FAS. However, the cost of these plans is charged to our contracts in accordance with applicable FAR and CAS requirements. The FAS/CAS operating adjustment, previously referred to as the net FAS (service)/CAS pension adjustment, reflects the difference between CAS pension expense included as cost in segment operating income and the service cost component of FAS expense included in total operating income.

Unallocated Corporate (Expense) Income

Unallocated corporate (expense) income includes the portion of corporate costs not considered allowable or allocable under the applicable FAR and CAS requirements, and therefore not allocated to the segments, such as changes in deferred state income taxes and a portion of management and administration, legal, environmental, compensation, retiree benefits, advertising and other corporate unallowable costs. Unallocated corporate (expense) income also includes costs not considered part of management’s evaluation of segment operating performance, such as amortization of purchased intangible assets and the additional depreciation expense related to the step-up in fair value of property, plant and equipment acquired through business combinations, as well as certain compensation and other costs.

During the first quarter of 2021, the $2.0 billion pre-tax gain on the sale of our IT services business and $192 million of unallowable state taxes and transaction costs associated with the divestiture were recorded in Unallocated corporate (expense) income.

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Disaggregation of Revenue


Sales by Customer Type	Year Ended December 31
	2022				2021				2020
$ in millions	$		%(3)		$		%(3)		$		%(3)
Aeronautics Systems
U.S. government (1)	$	8,930	85	%	$	9,631	85	%	$	10,411	86	%
International (2)	1,344		13	%	1,421		13	%	1,595		13	%
Other customers	18		—	%	18		—	%	41		—	%
Intersegment sales	239		2	%	189		2	%	122		1	%
Aeronautics Systems sales	10,531		100	%	11,259		100	%	12,169		100	%
Defense Systems
U.S. government (1)	3,344		61	%	3,595		62	%	5,103		68	%
International (2)	1,358		24	%	1,317		23	%	1,317		17	%
Other customers	71		1	%	75		1	%	395		5	%
Intersegment sales	806		14	%	789		14	%	728		10	%
Defense Systems sales	5,579		100	%	5,776		100	%	7,543		100	%
Mission Systems
U.S. government (1)	7,471		72	%	7,223		71	%	7,279		72	%
International (2)	1,809		17	%	1,846		18	%	1,945		19	%
Other customers	101		1	%	72		1	%	77		1	%
Intersegment sales	1,015		10	%	993		10	%	779		8	%
Mission Systems sales	10,396		100	%	10,134		100	%	10,080		100	%
Space Systems
U.S. government (1)	11,578		94	%	9,885		93	%	8,110		93	%
International (2)	337		3	%	398		4	%	331		4	%
Other customers	241		2	%	186		2	%	195		2	%
Intersegment sales	119		1	%	139		1	%	108		1	%
Space Systems sales	12,275		100	%	10,608		100	%	8,744		100	%
Total
U.S. government (1)	31,323		86	%	30,334		85	%	30,903		84	%
International (2)	4,848		13	%	4,982		14	%	5,188		14	%
Other customers	431		1	%	351		1	%	708		2	%
Total Sales	$	36,602	100	%	$	35,667	100	%	$	36,799	100	%

(1)Sales to the U.S. government include sales from contracts for which we are the prime contractor, as well as those for which we are a subcontractor and the ultimate customer is the U.S. government. Each of the company’s segments derives substantial revenue from the U.S. government.

(2) International sales include sales from contracts for which we are the prime contractor, as well as those for which we are a subcontractor and the ultimate customer is an international customer. These sales include foreign military sales contracted through the U.S. government.

(3) Percentages calculated based on total segment sales.

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Sales by Contract Type	Year Ended December 31
	2022				2021				2020
$ in millions	$		%(1)		$		%(1)		$		%(1)
Aeronautics Systems
Cost-type	$	5,013	49	%	$	5,419	49	%	$	6,142	51	%
Fixed-price	5,279		51	%	5,651		51	%	5,905		49	%
Intersegment sales	239				189				122
Aeronautics Systems sales	10,531				11,259				12,169
Defense Systems
Cost-type	1,497		31	%	1,739		35	%	2,345		34	%
Fixed-price	3,276		69	%	3,248		65	%	4,470		66	%
Intersegment sales	806				789				728
Defense Systems sales	5,579				5,776				7,543
Mission Systems
Cost-type	3,622		39	%	3,139		34	%	3,582		39	%
Fixed-price	5,759		61	%	6,002		66	%	5,719		61	%
Intersegment sales	1,015				993				779
Mission Systems sales	10,396				10,134				10,080
Space Systems
Cost-type	8,579		71	%	7,731		74	%	6,369		74	%
Fixed-price	3,577		29	%	2,738		26	%	2,267		26	%
Intersegment sales	119				139				108
Space Systems sales	12,275				10,608				8,744
Total
Cost-type	18,711		51	%	18,028		51	%	18,438		50	%
Fixed-price	17,891		49	%	17,639		49	%	18,361		50	%
Total Sales	$	36,602			$	35,667			$	36,799

(1)Percentages calculated based on external customer sales.

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Sales by Geographic Region	Year Ended December 31
	2022				2021				2020
$ in millions	$		%(2)		$		%(2)		$		%(2)
Aeronautics Systems
United States	$	8,948	87	%	$	9,649	87	%	$	10,452	87	%
Asia/Pacific	708		7	%	896		8	%	841		7	%
Europe	585		6	%	461		4	%	574		5	%
All other (1)	51		—	%	64		1	%	180		1	%
Intersegment sales	239				189				122
Aeronautics Systems sales	10,531				11,259				12,169
Defense Systems
United States	3,415		71	%	3,670		74	%	5,498		81	%
Asia/Pacific	454		10	%	465		9	%	402		6	%
Europe	477		10	%	314		6	%	315		4	%
All other (1)	427		9	%	538		11	%	600		9	%
Intersegment sales	806				789				728
Defense Systems sales	5,579				5,776				7,543
Mission Systems
United States	7,572		81	%	7,295		80	%	7,356		79	%
Asia/Pacific	531		6	%	518		6	%	707		8	%
Europe	977		10	%	1,004		10	%	893		9	%
All other (1)	301		3	%	324		4	%	345		4	%
Intersegment sales	1,015				993				779
Mission Systems sales	10,396				10,134				10,080
Space Systems
United States	11,819		97	%	10,071		96	%	8,305		96	%
Asia/Pacific	109		1	%	60		1	%	18		—	%
Europe	213		2	%	328		3	%	300		4	%
All other (1)	15		—	%	10		—	%	13		—	%
Intersegment sales	119				139				108
Space Systems sales	12,275				10,608				8,744
Total
United States	31,754		87	%	30,685		86	%	31,611		86	%
Asia/Pacific	1,802		5	%	1,939		5	%	1,968		5	%
Europe	2,252		6	%	2,107		6	%	2,082		6	%
All other (1)	794		2	%	936		3	%	1,138		3	%
Total Sales	$	36,602			$	35,667			$	36,799

(1)All other is principally comprised of the Middle East.

(2)Percentages calculated based on external customer sales.

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Intersegment Sales and Operating Income

Sales between segments are recorded at values that include intercompany operating income for the performing segment based on that segment’s estimated average operating margin rate for external sales. Such intercompany operating income is eliminated in consolidation, so that the company’s total sales and total operating income reflect only those transactions with external customers. See Note 1 for additional information.

The following table presents intersegment sales and operating income before eliminations:


	Year Ended December 31
$ in millions	2022					2021					2020
	Sales		Operating Income			Sales		Operating Income			Sales		Operating Income
Intersegment sales and operating income
Aeronautics Systems	$	239		$	27	$	189		$	19	$	122		$	11
Defense Systems	806			95		789			89		728			76
Mission Systems	1,015			167		993			150		779			116
Space Systems	119			14		139			14		108			13
Total	$	2,179		$	303	$	2,110		$	272	$	1,737		$	216

Assets

Substantially all of the company’s operating assets are located in the U.S. The following table presents assets by segment:


	December 31
$ in millions	2022		2021
Assets
Aeronautics Systems	$	9,701	$	9,423
Defense Systems	6,163		5,911
Mission Systems	10,120		9,869
Space Systems	11,540		10,760

Corporate assets(1)	6,231		6,616
Total assets	$	43,755	$	42,579

(1)Corporate assets principally consist of cash and cash equivalents, refundable taxes, deferred tax assets, property, plant and equipment, marketable securities and deferred costs associated with certain environmental matters.

Capital Expenditures and Depreciation and Amortization

The following table presents capital expenditures and depreciation and amortization by segment:


	Year Ended December 31
$ in millions	2022		2021		2020		2022		2021		2020
	Capital Expenditures						Depreciation and Amortization(2)
Aeronautics Systems	$	490	$	465	$	540	$	322	$	266	$	282
Defense Systems	110		133		78		101		91		108
Mission Systems	248		236		302		242		233		209
Space Systems	529		530		440		396		344		291
Corporate(1)	58		51		60		281		305		377
Total	$	1,435	$	1,415	$	1,420	$	1,342	$	1,239	$	1,267

(1)Corporate amounts include the amortization of purchased intangible assets and the additional depreciation expense related to the step-up in fair value of property, plant and equipment acquired through business combinations as they are not considered part of management’s evaluation of segment operating performance.

(2)Beginning in 2022, depreciation and amortization amounts include the amortization expense related to the company’s right-of-use assets. Prior year amounts have been recast to conform to current year presentation. This change in presentation had no impact on depreciation and amortization expense in the consolidated statements of earnings and comprehensive income.

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