Form 4: Moog Director Exercises Stock Appreciation Rights

Moog Inc. Director Donald R. Fishback exercised Stock Appreciation Rights, acquiring and disposing of Class A and Class B common shares.

Summary

• Donald R. Fishback, a Director of Moog Inc., exercised Stock Appreciation Rights (SARs) on September 29, 2025.
• Exercised 6,667 SARs for Class B Common stock at an exercise price of $65.90, with a Fair Market Value (FMV) of $206.00 on the exercise date.
• Exercised 3,333 SARs for Class A Common stock at an exercise price of $63.04, with an FMV of $204.64 on the exercise date.
• Following the exercise, 4,448 Class B shares and 2,249 Class A shares were disposed of to satisfy tax withholding obligations.
• Beneficial ownership of Class B Common stock is now 14,296 direct shares and 267 indirect shares in a 401(k) plan.
• Beneficial ownership of Class A Common stock is now 4,090 direct shares and various indirect holdings through trusts totaling 44,207 shares.

Sentiment

Score: 6

Explanation: The exercise of SARs at a significant gain reflects positively on the stock's performance since the grant date, indicating value creation for equity holders. However, the filing itself is a routine disclosure of an insider transaction rather than a strategic announcement, thus having a neutral to slightly positive sentiment.

Positives

• Director Fishback exercised SARs, indicating a realization of value from previously granted equity incentives.
• The exercise prices ($65.90 for Class B, $63.04 for Class A) are significantly lower than the Fair Market Value on the exercise date ($206.00 for Class B, $204.64 for Class A), demonstrating substantial appreciation in the stock value since the SARs were granted.

Negatives

• A portion of the shares acquired from SAR exercise were immediately disposed of to cover tax withholding obligations, which is a standard practice.

Risks

• NA

Future Outlook

Stock Appreciation Rights (SARs) become exercisable ratably over three years beginning on the first anniversary from the date of grant.

Industry Context

This filing reports a routine insider transaction related to equity compensation, which is a common practice across industries for incentivizing and retaining key personnel. It does not provide information on broader industry trends or competitive positioning.

Related Party Transactions

• Shares are held indirectly through various trusts where the reporting person or their spouse serves as a trustee (e.g., grantor retained annuity trusts, irrevocable trusts, living trusts).
• Shares are also held indirectly in the Moog Inc. Retirement Savings Plan.

Stakeholder Impact

• Shareholders gain transparency into a director's equity transactions and holdings, which can offer insights into insider confidence.
• The director, as an employee, realizes value from previously granted equity compensation, aligning their interests with long-term shareholder value.

Key Dates

Recommendation

This Form 4 details a routine exercise of Stock Appreciation Rights by a director, followed by a partial sale to cover tax obligations. While the significant difference between the exercise price and the fair market value indicates strong stock performance since the SARs were granted, this transaction primarily reflects a personal financial event for the insider rather than a new strategic development or a change in the company's fundamental outlook. As such, it does not provide sufficient new information to alter an existing investment thesis, warranting a 'hold' recommendation.

Keywords

Moog Inc., MOGA, MOGB, Form 4, insider trading, stock appreciation rights, SARs, director, equity compensation