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Ducommun (DCO) CEO returns 16,314 shares under clawback and gifts 3,700

Filing Impact
(Very High)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Ducommun Inc. Chairman, President & CEO Stephen G. Oswald reported two non-market stock dispositions. On May 20, 2026, he returned 16,314 shares of common stock to the company at $143.20 per share under Ducommun’s Second Amended and Restated Clawback Policy, following a restatement and revision of previously issued financial statements. The same day, he made a separate bona fide gift of 3,700 shares of common stock. These transactions reflect compensation adjustment and a personal gift rather than open-market buying or selling.

Positive

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Negative

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Insider Oswald Stephen G
Role Chairman, President & CEO
Type Security Shares Price Value
Gift Common Stock 3,700 $0.00 --
Disposition Common Stock 16,314 $143.20 $2.34M
Holdings After Transaction: Common Stock — 406,143 shares (Direct, null)
Footnotes (1)
  1. [object Object]
Shares returned under clawback 16,314 shares Disposition to issuer under Clawback Policy on May 20, 2026
Return price per share $143.20 per share Price for 16,314-share disposition to issuer
Gifted shares 3,700 shares Bona fide gift of common stock on May 20, 2026
Dispose transactions 2 transactions Both non-derivative common stock dispositions reported in Form 4
Gift count 1 gift Bona fide gift transaction in Form 4 transaction summary
Second Amended and Restated Clawback Policy financial
"In connection with the operation of the Issuer's Second Amended and Restated Clawback Policy..."
Clawback Policy financial
"As a result, 16,314 shares of Issuer common stock were returned... in accordance with the Issuer's Clawback Policy."
A clawback policy is a company rule that lets the firm take back pay, bonuses or stock awards from current or former executives if results are later found to be incorrect, misconduct occurred, or targets were missed. It matters to investors because it helps protect the value of their holdings by discouraging risky or fraudulent behavior and ensuring executive rewards reflect real, verified performance—think of it as a return policy for executive pay.
restatement and revision of the Issuer's previously issued financial statements financial
"...with respect to the restatement and revision of the Issuer's previously issued financial statements..."
Current Report on Form 8-K regulatory
"...as reported in the Issuer's Current Report on Form 8-K filed on May 1, 2026..."
A current report on Form 8-K is a document that publicly traded companies file to promptly share important news or events that could affect their financial position or stock price, such as major business changes or legal issues. It helps investors stay informed about timely developments, allowing them to make better decisions about buying or selling shares.
Bona fide gift financial
""transaction_code_description": "Bona fide gift""
A bona fide gift is a genuine, voluntary transfer of money, property, or benefits from one party to another made without expectation of repayment, services, or hidden conditions. Investors care because such gifts can affect company disclosures, related‑party transaction rules, tax treatment, and perceived conflicts of interest; think of it like someone giving you a present with no strings attached — but on a corporate scale, auditors and regulators need to verify it really is unconditional.
Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Oswald Stephen G
(Last)(First)(Middle)
600 ANTON BLVD.
SUITE 1100
(Street)
COSTA MESA CALIFORNIA 92626
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
DUCOMMUN INC /DE/ [ DCO ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
Chairman, President & CEO
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/20/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Common Stock05/20/202605/20/2026G3,700D$0406,143D
Common Stock05/20/202605/20/2026D16,314(1)D$143.2(1)389,829D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. In connection with the operation of the Issuer's Second Amended and Restated Clawback Policy (the "Clawback Policy") with respect to the restatement and revision of the Issuer's previously issued financial statements, as reported in the Issuer's Current Report on Form 8-K filed on May 1, 2026, the Issuer determined that the Reporting Person would not have earned certain compensation had such compensation been determined based on the restated financial statements. As a result, 16,314 shares of Issuer common stock were returned to the Issuer in accordance with the Issuer's Clawback Policy.
Stephen G. Oswald05/22/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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 Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did Ducommun (DCO) disclose for Stephen G. Oswald?

Ducommun (DCO) disclosed that Stephen G. Oswald returned 16,314 common shares to the company and made a bona fide gift of 3,700 shares. Both non-market transactions occurred on May 20, 2026, involving no open-market buying or selling activity.

Why were 16,314 Ducommun (DCO) shares returned by the CEO?

The CEO returned 16,314 Ducommun shares under the company’s Second Amended and Restated Clawback Policy. The company determined this portion of compensation would not have been earned when recalculated using its restated and revised financial statements related to a previously disclosed restatement.

What is the significance of the 3,700-share gift reported for Ducommun (DCO)?

The filing shows a bona fide gift of 3,700 shares of Ducommun common stock by Stephen G. Oswald. This gift was recorded at $0.00 per share, indicating a gratuitous transfer with no sale proceeds and no open-market transaction involved.

Did Ducommun (DCO) CEO Stephen G. Oswald sell shares on the open market?

No open-market sales were reported. The Form 4 shows a disposition to the issuer of 16,314 shares under the clawback policy and a bona fide gift of 3,700 shares, both classified as non-derivative, non-sale transactions.

How is Ducommun’s (DCO) clawback policy connected to the CEO’s share return?

Ducommun’s Second Amended and Restated Clawback Policy required the CEO to return 16,314 shares after the company restated and revised prior financial statements. The company concluded that portion of equity compensation would not have been earned under the restated results.