11/28/2025 | Press release | Distributed by Public on 11/28/2025 16:20
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FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) | ||
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1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) |
4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| RSU(5) | (6) | (5) | (5) | Class B Common | 1,532 | 1,532 | D | ||||||||
| SAR(7) | $71.648 | (8) | 11/15/2026 | Class B Common | 2,000 | 2,000 | D | ||||||||
| SAR(7) | $82.31 | (8) | 11/14/2027 | Class B Common | 1,611 | 1,611 | D | ||||||||
| SAR(7) | $80.19 | (8) | 11/13/2028 | Class B Common | 1,741 | 1,741 | D | ||||||||
| SAR(7) | $85.95 | (8) | 11/12/2029 | Class B Common | 11,323 | 11,323 | D | ||||||||
| SAR(7) | $73.39 | (8) | 11/17/2030 | Class B Common | 7,611 | 7,611 | D | ||||||||
| SAR(7) | $83 | (8) | 11/16/2031 | Class B Common | 6,539 | 6,539 | D | ||||||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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Walter Jennifer SENECA ST & JAMISON RD EAST AURORA, NY 14052 |
CFO | |||
| /s/ Eric Moss, as Power of Attorney for Jennifer Walter | 11/28/2025 | |
| **Signature of Reporting Person | Date |
| * | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
| ** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
| (1) | Shares issued pursuant to vesting of performance-based restricted stock units that were granted to the reporting person on November 15, 2022, upon achievement of performance goals under the Moog Inc. 2014 Long Term Incentive Plan. |
| (2) | The performance-based restricted stock units were granted under an equity incentive compensation plan maintained by Moog Inc. and therefore the reporting person paid no price for the shares received upon the vesting of the performance-based restricted stock units. |
| (3) | Shares withheld for taxes upon the settlement in shares of performance-based restricted stock units previously granted to the reporting person. |
| (4) | Reflects equivalent shares held in Moog Inc. Retirement Savings Plan as of the most recent report to participants. |
| (5) | Restricted Stock Units (RSU) granted under the Moog Inc. 2025 Long Term Incentive Plan. 33.33% of the total RSUs granted will each vest on November 15, 2026; November 15, 2027; and November 15, 2028. |
| (6) | Each restricted stock unit (RSU) represents a contingent right to receive one share of Moog Inc.'s Class B common stock. |
| (7) | Stock Appreciation Rights (SAR) granted under the Moog Inc. 2014 Long Term Incentive Plan. |
| (8) | SARs become exercisable ratably over three years beginning on the first anniversary from the date of grant. |