A Dark Vector Cognition product

Item 1A. Risk Factors

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Item 1A. Risk Factors

For a discussion of our risk factors please see the section entitled “Risk Factors” in our 2021 Annual Report on Form 10-K.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

The table below summarizes our repurchases of common stock during the three months ended March 31, 2022.

PeriodTotal Number of Shares PurchasedAverage Price Paid per Share**(1)(3)**Total Number of Shares Purchased as Part of Publicly Announced Plans or ProgramsApproximate Dollar Value of Shares that May Yet Be Purchased under the Plans or Programs ($ in millions)****(2)
January 1, 2022 - January 28, 2022255,824$396.46255,824$4,107
January 29, 2022 - February 25, 2022404,647NM(3)404,6473,930
February 26, 2022 - April 1, 2022251,153447.04251,1533,818
Total911,624NM(3)911,624$3,818

(1)Includes commissions paid.

(2)The value remaining includes an additional $2.0 billion share repurchase authorization approved by the company’s board of directors on January 24, 2022.

(3)During the fourth quarter of 2021, the company entered into an accelerated share repurchase (ASR) agreement with Goldman Sachs & Co. LLC, which was completed on February 1, 2022. Pursuant to the terms of the ASR, a total of approximately 0.1 million shares of our common stock were repurchased with an average final purchase price of $374.79

Share repurchases take place from time to time, subject to market 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.

See Note 2 to the financial statements for further information on our share repurchase programs.

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NORTHROP GRUMMAN CORPORATION

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