MOG-A.NYSEMoog INC

Form 4: Moog Director Gifts Shares to Family Trusts

Sentiment:

Insider Transaction Report


Donald R. Fishback, a director at Moog Inc., reported gifting a total of 1,260 Class A Common shares to various family trusts.

Summary

  • Donald R. Fishback, a director of Moog Inc., reported changes in beneficial ownership through gifting shares.
  • On November 25, 2025, Mr. Fishback gifted 90 Class A Common shares to a living trust where he serves as trustee.
  • On November 26, 2025, an additional 45 Class A Common shares were gifted to the same living trust.
  • Also on November 26, 2025, 1,125 Class A Common shares were gifted to a living trust where his spouse is the trustee.
  • All gifted shares were transacted at a price of $0.00.
  • Following these transactions, Mr. Fishback's indirect beneficial ownership includes Class A Common shares held across various trusts, totaling 8,537, 8,492, 6,555, 10,000, 9,273, 8,754, and 4,636 shares respectively.
  • Direct ownership includes 14,871 Class B Common shares.
  • Indirect ownership also includes 278 Class B Common shares held in a 401(k) plan.
  • Mr. Fishback holds Stock Appreciation Rights (SARs) for 10,000, 6,181, and 6,988 Class B Common shares with exercise prices of $71.648, $82.31, and $80.19, respectively.
  • These SARs were granted under the Moog Inc. 2014 Long Term Incentive Plan and become exercisable ratably over three years beginning on the first anniversary from their grant dates.

Sentiment

Score: 5

Explanation: The filing reports routine insider share gifting and beneficial ownership changes, which are personal financial planning actions and do not reflect positively or negatively on the company's operational performance or future prospects.

Future Outlook

This filing does not contain any forward-looking statements or guidance regarding the company's future performance.

Industry Context

This filing is a routine insider transaction report detailing personal share ownership changes and does not provide information relevant to broader industry trends or competitor analysis.

Corporate Governance

Change TypeDescriptionEffective DateImpact Assessment
Administrative AuthorizationDonald R. Fishback granted a Limited Power of Attorney to Eric Moss, Will Lashley, and Elwira Kelly to execute and file SEC Forms 3, 4, 5, and 144 on his behalf.11/28/2025This authorization streamlines the process for Mr. Fishback to comply with Section 16(a) of the Securities Exchange Act of 1934 and Rule 144 under the Securities Act of 1933, ensuring timely and accurate regulatory filings.

Related Party Transactions

  • Donald R. Fishback gifted Class A Common shares to various trusts, including a living trust where he is the trustee, a living trust where his spouse is the trustee, a grantor retained annuity trust where he is the trustee, an irrevocable trust where his spouse is the trustee, and a grantor retained annuity trust where his spouse is the trustee. These are personal transactions involving related parties (family trusts).

Stakeholder Impact

  • Shareholders: The gifting of shares by a director is a routine personal financial planning event and is unlikely to have a material impact on other shareholders. It slightly reduces the director's direct ownership but maintains indirect control through trusts.
  • Employees, Customers, Suppliers, Creditors: No direct impact on these stakeholders is indicated by this filing.

Next Steps

  • Stock Appreciation Rights (SARs) will become exercisable ratably over three years beginning on the first anniversary from their respective grant dates.

Key Dates

DateDescription
11/15/2026Earliest exercisable date for 10,000 SARs with an exercise price of $71.648.
11/14/2027Earliest exercisable date for 6,181 SARs with an exercise price of $82.31.
11/13/2028Earliest exercisable date for 6,988 SARs with an exercise price of $80.19.
11/25/2025Date of earliest reported transaction, involving a gift of 90 Class A Common shares.
11/26/2025Date of transactions involving gifts of 45 and 1,125 Class A Common shares.
11/28/2025Date the Form 4 was signed and the Limited Power of Attorney was executed.

Recommendation

hold

This Form 4 filing details routine insider share gifting and changes in beneficial ownership by a director. Such transactions are typically for personal financial planning purposes and do not provide new information about the company's operational performance, financial health, or strategic direction that would warrant a change in investment recommendation. Therefore, a 'hold' recommendation is appropriate as there's no new fundamental information to alter an existing investment thesis.

Keywords

Moog Inc., MOGA, MOGB, Donald R. Fishback, Form 4, insider transaction, share gift, beneficial ownership, Stock Appreciation Rights, SARs, director, trusts

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