Fauber Robert 4

What Happened
Robert Fauber, President & CEO and a member of Moody’s board, executed option exercises and sold common stock on June 1, 2026. He sold 300 shares at $453.67 (proceeds $136,101) and 1,167 shares at $453.67 (proceeds $529,433), for total cash proceeds of approximately $665,534. Simultaneously he exercised option/derivative positions that resulted in acquisitions of 592 shares at an exercise price reported at $113.34 (value $67,097) and 575 shares at an exercise price of $167.50 (value $96,313) — about $163,410 of shares acquired through exercise. The filing shows related derivative instruments recorded as disposed at $0 in connection with the exercises.

Key Details

• Transaction date: 2026-06-01 (Form 4 filed 2026-06-02; timely).
• Sales: 300 shares @ $453.67 and 1,167 shares @ $453.67; total proceeds ≈ $665,534.
• Exercises (acquisitions): 592 shares @ $113.34 and 575 shares @ $167.50; total value ≈ $163,410.
• Derivative entries: two derivative instruments (592 and 575 shares) shown disposed at $0 — these reflect the option instruments being exercised/converted.
• Footnotes: Sales and the exercise+sale were made pursuant to a Rule 10b5-1 trading plan adopted July 30, 2025 (F1, F2). Vesting note: one-fourth of options vest each year beginning on the date indicated (F3).
• Shares owned after the transactions: not specified in the provided filing excerpt.

Context
The filing indicates a planned, formulaic set of transactions under a pre-established 10b5-1 plan (common for executives) — the exercises and subsequent sales appear coordinated under that plan (footnote F2 notes exercise and sale pursuant to the plan). Derivative entries showing $0 are the option/Instrument conversions (not separate cash sales). This is routine insider liquidity rather than an open-market purchase, so it should be interpreted as scheduled selling tied to option exercise and tax/liquidity management, not necessarily a change in the CEO’s long-term view.