Form 4: Moog CEO Patrick Roche Exercises SARs, Adjusts Holdings
Insider Transaction Report
Moog Inc.'s CEO, Patrick J. Roche, exercised Stock Appreciation Rights and adjusted his Class B common stock holdings, including tax-related dispositions.
Summary
- Patrick J. Roche, Chief Executive Officer and Director of Moog Inc., engaged in transactions involving the company's Class B common stock on March 10, 2026.
- Exercised 5,000 Stock Appreciation Rights (SARs) at an exercise price of $71.648 per share.
- Acquired 5,000 shares of Class B Common Stock as a result of the SAR exercise.
- Disposed of 4,143 shares of Class B Common Stock at $343.39 per share to satisfy tax withholding obligations related to the SAR exercise.
- The net number of shares issued from the SAR exercise, after accounting for tax withholding, was 857 shares.
- Beneficial ownership of Class B Common Stock after these transactions is 27,703 shares held directly and 604 shares held indirectly through a 401(k) plan.
- Also holds 18,661 shares of Class A Common Stock directly.
- Includes 63 shares of Class B common stock acquired under the Moog Inc. Employee Stock Purchase Plan on December 31, 2025.
Sentiment
Score: 7
Explanation: StockSavvy.ai views this as a moderately positive signal. The CEO's exercise of SARs at a substantial gain, while partially offset by tax-related sales, demonstrates confidence in the company's stock performance and is a routine part of executive compensation.
Positives
- The CEO's exercise of Stock Appreciation Rights (SARs) at a significant gain (exercise price $71.648 vs. FMV $343.39) indicates confidence in the company's stock performance.
- The acquisition of 63 shares through the Moog Inc. Employee Stock Purchase Plan demonstrates ongoing participation in employee ownership programs.
Negatives
- The disposition of 4,143 shares of Class B Common Stock, while for tax purposes, reduces the CEO's direct holdings.
Future Outlook
The filing details future vesting schedules for Restricted Stock Units (RSUs) on November 15, 2026, November 15, 2027, and November 15, 2028, and outlines the exercisability of various Stock Appreciation Rights (SARs) over three years from their grant dates, indicating ongoing equity compensation plans.
Industry Context
StockSavvy.ai notes that insider transactions, such as those reported in a Form 4, provide insights into management's perspective on company valuation. The exercise of SARs by a CEO, particularly when the market price significantly exceeds the exercise price, is a common practice in executive compensation and often signals a positive view on the company's performance and future prospects, aligning executive interests with shareholder value creation. This is consistent with compensation structures seen across the aerospace and defense industry, where Moog operates.
Stakeholder Impact
- Shareholders: The CEO's exercise of SARs and continued holding of a significant number of shares may be viewed positively, aligning management's interests with shareholder value.
- Employees: The mention of the Employee Stock Purchase Plan indicates opportunities for broader employee ownership.
Next Steps
- Future vesting of 7,658 Restricted Stock Units (RSUs) on November 15, 2026, November 15, 2027, and November 15, 2028.
- Ongoing exercisability of various Stock Appreciation Rights (SARs) over three years from their respective grant dates.
Key Dates
| Date | Description |
|---|---|
| 12/31/2025 | 63 shares of Class B common stock acquired under the Moog Inc. Employee Stock Purchase Plan. |
| 03/10/2026 | Date of earliest transaction, including SAR exercise and Class B common stock acquisition/disposition. |
| 11/15/2026 | First vesting date for Restricted Stock Units (RSUs) and expiration date for one SAR grant. |
| 11/14/2027 | Expiration date for one SAR grant and second vesting date for RSUs. |
| 11/13/2028 | Expiration date for one SAR grant and third vesting date for RSUs. |
| 11/12/2029 | Expiration date for one SAR grant. |
| 11/17/2030 | Expiration date for one SAR grant. |
| 11/16/2031 | Expiration date for one SAR grant. |
Recommendation
holdThis Form 4 filing details a routine insider transaction involving the exercise of Stock Appreciation Rights and subsequent tax-related sales by the CEO. While the exercise at a profit is a positive indicator of management's confidence, it does not present new fundamental information about the company's operational performance or strategic direction that would warrant a change in investment recommendation. Therefore, a 'hold' recommendation is appropriate as investors should continue to monitor broader company fundamentals.
Keywords
Moog Inc., MOGA, MOGB, Patrick J. Roche, CEO, Director, Form 4, Insider Trading, Stock Appreciation Rights, SARs, Restricted Stock Units, RSUs, Equity Compensation, Executive Compensation
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