MOOG INC.·4

Jun 25, 4:11 PM ET

Scannell John 4

4 · MOOG INC. · Filed Jun 25, 2026

Research Summary

AI-generated summary of this filing

Updated

Moog Director John Scannell Exercises SARs; Shares Withheld

What Happened
John Scannell, a director of Moog Inc. (MOGA/MOGB), exercised 10,000 stock appreciation rights (SARs) on June 23, 2026. The fair market value (FMV) on the exercise date was $416.00 and the exercise price was about $71.65. He paid the exercise price ($716,480) and received 4,028 shares net; 5,972 shares were withheld to satisfy tax withholding obligations (value of withheld shares ≈ $2,484,352). The 10,000 SARs underlying the exercise were cancelled.

Key Details

  • Transaction date: 2026-06-23 (Form 4 filed 2026-06-25 — timely filing)
  • SARs exercised: 10,000
  • Exercise price paid: ~$71.65 per share; total paid ≈ $716,480
  • FMV at exercise: $416.00 per share
  • Shares issued/received: 4,028 net shares
  • Shares withheld for taxes: 5,972 shares (withheld value ≈ $2,484,352)
  • Derivative disposition: the 10,000 SARs were cancelled upon exercise
  • Plan and vesting: SARs granted under the Moog Inc. 2014 Long Term Incentive Plan; SARs vest ratably over three years starting one year after grant (footnotes F1–F4)
  • Shares owned after the transaction: not specified in the provided excerpt (retirement-plan equivalent holdings referenced in filing footnote)

Context
This was an exercise of SARs with net-share settlement: rather than selling shares on the open market, shares were withheld to meet tax obligations (a common cashless-type settlement). This is different from an outright open-market sale and does not, by itself, indicate the director is reducing overall exposure beyond the withheld shares.

Insider Transaction Report

Form 4
Period: 2026-06-23
MOOG INC.MOGA/MOGB
Transactions
  • Exercise/Conversion

    Class B Common

    2026-06-23$71.65/sh+10,000$716,48046,358 total
  • Tax Payment

    Class B Common

    [F1]
    2026-06-23$416.00/sh5,972$2,484,35240,386 total
  • Exercise/Conversion

    SAR

    [F3][F4]
    2026-06-2310,00010,000 total
    Exercise: $71.65Exp: 2026-11-15Class B Common (10,000 underlying)
Holdings
  • Class A Common

    33,540
  • Class A Common

    (indirect: By Spouse)
    26,346
  • Class B Common

    [F2]
    (indirect: 401 (k))
    2,861
  • SAR

    [F3][F4]
    Exercise: $82.31Exp: 2027-11-14Class B Common (18,543 underlying)
    18,543
  • SAR

    [F3][F4]
    Exercise: $80.19Exp: 2028-11-13Class B Common (27,949 underlying)
    27,949
  • SAR

    [F3][F4]
    Exercise: $85.95Exp: 2029-11-12Class B Common (33,969 underlying)
    33,969
  • SAR

    [F3][F4]
    Exercise: $73.39Exp: 2030-11-17Class B Common (25,130 underlying)
    25,130
  • SAR

    [F3][F4]
    Exercise: $83.00Exp: 2031-11-16Class B Common (23,352 underlying)
    23,352
Footnotes (4)
  • [F1]This represents the difference between the number of SARs exercised (10,000) and the number of shares issued as a result of the exercise (4,028). The number of shares to be issued under a SAR exercise is determined by multiplying the number of SARs being exercised by the difference between the FMV on the date of exercise ($416.00) and the exercise price ($71.648). Additional shares are then withheld to satisfy the Company's tax withholding obligations.
  • [F2]Reflects equivalent shares held in Moog Inc. Retirement Savings Plan as of the most recent report to participants.
  • [F3]Stock Appreciation Rights (SAR) granted under the Moog Inc. 2014 Long Term Incentive Plan.
  • [F4]SARs become exercisable ratably over three years beginning on the first anniversary from the date of grant.
Signature
/s/ Eric Moss, as Power of Attorney for John R. Scannell|2026-06-25

Documents

1 file
  • 4
    wk-form4_1782418309.xmlPrimary

    FORM 4