Form 4: Moog VP reports equity vesting activity
Form 4 - Insider Transaction
Moog Inc. Vice President Joseph J. Alfieri III reported RSU/TVA vesting and tax share withholdings, ending with 2,725 Class B shares directly owned and 604 indirectly via 401(k).
Summary
- Reporting person: Joseph J. Alfieri III, Vice President of Moog Inc. (tickers: MOGA/MOGB).
- On 2025-11-14, acquired 276 Class B shares at $0 from a TVA vesting (second tranche of 2023-11-14 grant); 100 shares were withheld for taxes at $214.98.
- On 2025-11-15, acquired 66 Class B shares at $0 from a TVA vesting (third tranche of 2022-11-15 grant); 24 shares were withheld for taxes at $214.98.
- On 2025-11-15, acquired 388 Class B shares at $0 from a TVA vesting (initial tranche of 2024-11-12 grant); 140 shares were withheld for taxes at $214.98.
- Direct Class B holdings after the transactions: 2,725 shares; indirect holdings via Moog Inc. Retirement Savings Plan (401(k)): 604 equivalent shares.
- Restricted Stock Units (RSUs) outstanding: 1,244, vesting 33.33% on 2026-11-15, 2027-11-15, and 2028-11-15.
- Stock Appreciation Rights (SARs) outstanding: 868 @ $85.95 expiring 2029-11-12; 868 @ $73.39 expiring 2030-11-17; 1,089 @ $83.00 expiring 2031-11-16.
- All acquisitions were from vesting of fixed dollar-denominated time vesting awards (TVAs); dispositions were solely to satisfy tax withholding obligations.
Sentiment
Score: 6
Explanation: Net share accumulation with no open-market sales is modestly positive; activity appears routine and compensation-related.
Positives
- Net increase in direct share ownership: +466 shares (730 vested minus 264 withheld for taxes), ending at 2,725 direct shares.
- No open-market sales; all dispositions were for tax withholding only at $214.98 per share.
- Long-term alignment indicated by outstanding awards: 1,244 RSUs and 2,825 SARs (868 + 868 + 1,089) with future vesting/expiration schedules.
Negatives
- Tax withholding reduced the gross vested amount by 264 shares (100 + 24 + 140) at $214.98 per share.
- All share acquisitions were from equity awards at $0, not open-market purchases.
Future Outlook
No forward-looking statements or guidance provided.
Industry Context
Routine insider equity vesting and tax withholding consistent with standard compensation practices across aerospace and industrial technology peers; typically not indicative of operational performance.
Comparison to Industry Standards
- Insider dispositions limited to tax withholding are common across peers such as Honeywell, Parker-Hannifin, and Rockwell Automation and generally viewed as neutral.
- RSU three-year vesting cadence (annual 33.33%) aligns with prevalent long-term incentive structures in industrials and aerospace/defense.
- SAR expirations at roughly 10 years with multi-year vesting are standard and comparable to plans used by similar mid/large-cap manufacturers.
Stakeholder Impact
- Shareholders: Minimal impact; transactions reflect routine equity vesting and tax withholding.
- Employees: Reinforces the role of long-term incentives (RSUs/SARs) in compensation and retention.
- Creditors: No balance sheet impact disclosed; transactions are equity-based.
- Management/Insiders: Increased alignment with shareholders via net share accumulation and unvested equity.
Next Steps
- RSU vesting scheduled at 33.33% on 2026-11-15, 2027-11-15, and 2028-11-15.
- SARs remain outstanding and become exercisable ratably over three years from their respective grant anniversaries, with expirations on 2029-11-12, 2030-11-17, and 2031-11-16.
Key Dates
| Date | Description |
|---|---|
| 2022-11-15 | TVA grant referenced; third tranche vested on 2025-11-15. |
| 2023-11-14 | TVA grant referenced; second tranche vested on 2025-11-14. |
| 2024-11-12 | TVA grant referenced; initial tranche vested on 2025-11-15. |
| 2025-11-14 | TVA vesting resulted in 276 shares issued; 100 shares withheld for taxes at $214.98. |
| 2025-11-15 | Two TVA vestings resulted in 66 and 388 shares issued; 24 and 140 shares withheld for taxes at $214.98. |
| 2025-11-18 | Form signed by Eric Moss as Power of Attorney for Joseph J. Alfieri III. |
| 2026-11-15 | RSU vesting: 33.33% of outstanding RSUs scheduled to vest. |
| 2027-11-15 | RSU vesting: 33.33% of outstanding RSUs scheduled to vest. |
| 2028-11-15 | RSU vesting: 33.33% of outstanding RSUs scheduled to vest. |
| 2029-11-12 | SAR expiration date for 868 SARs with $85.95 exercise price. |
| 2030-11-17 | SAR expiration date for 868 SARs with $73.39 exercise price. |
| 2031-11-16 | SAR expiration date for 1,089 SARs with $83.00 exercise price. |
Keywords
Moog, MOGB, MOGA, Form 4, insider transaction, Joseph J. Alfieri III, Class B Common, RSU, SAR, time vesting award, TVA, tax withholding, 401(k)
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