Oswald Stephen G 4

What Happened
Stephen G. Oswald, Ducommun's Chairman, President & CEO and a director, had two dispositions on May 20, 2026: he returned 16,314 shares to the issuer at $143.20 per share for proceeds of $2,336,165, and he gifted 3,700 shares (no proceeds). The 16,314-share disposition was made to the company under its Clawback Policy tied to a restatement of previously issued financial statements.

Key Details

• Transaction date: May 20, 2026; filing date: May 22, 2026 (Form 4 accession 0001193125-26-237125). Filing appears timely.
• Disposition to issuer (code D): 16,314 shares @ $143.20, total $2,336,165.
• Gift (code G): 3,700 shares @ $0.00 (no proceeds).
• Shares owned after the transactions: not reported in the Form 4 filing.
• Footnote: Company invoked its Second Amended and Restated Clawback Policy due to a financial statement restatement (see issuer 8-K filed May 1, 2026); the clawback caused the return of 16,314 shares.
• No indication this was an open-market sale or a tax-withholding event.

Context
A disposition to the issuer under a clawback means shares were returned to the company as recoupment of previously awarded compensation tied to the restated results — this is different from an insider selling shares on the open market. The separate gift of 3,700 shares is a non‑market transfer and does not by itself signal the insider’s view of the stock.