Clawback and tax withholding trim Ducommun (DCO) VP shareholding

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Ducommun Inc. reported insider transactions by V.P., General Counsel and Corporate Secretary Rajiv A. Tata related to restricted stock units and a compensation clawback. On May 14, 2026, 1,107 restricted stock units vested but were not delivered and 558 common shares were returned to the company under its Clawback Policy following a restatement of prior financial statements. An additional 549 shares were withheld at $151.59 per share to satisfy tax obligations tied to the same RSU settlement. After these non‑market dispositions, Tata holds 34,783 Ducommun common shares directly.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Tata Rajiv A.

Role V.P., G.C. & Corp. Secretary

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	549	$151.59	$83K
Disposition	Common Stock	558	$0.00	--

Holdings After Transaction: Common Stock — 35,341 shares (Direct, null)

Footnotes (1)

Represents a reduction in shares to satisfy the tax withholding obligations of the Issuer with respect to the settlement, on May 14, 2026, of 1,107 restricted stock units. 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 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, 1,107 restricted stock units that vested on May 14, 2026 were not delivered to the Reporting Person and 558 shares of the Issuer's common stock were returned to the Issuer in accordance with the Issuer's Clawback Policy.

Key Figures

Shares returned under clawback: 558 shares Shares withheld for taxes: 549 shares Vested restricted stock units impacted: 1,107 RSUs +2 more

5 metrics

Shares returned under clawback 558 shares Returned to Ducommun under Clawback Policy on May 14, 2026

Shares withheld for taxes 549 shares Tax withholding at $151.59 per share on RSU settlement

Vested restricted stock units impacted 1,107 RSUs Vested May 14, 2026; not delivered and linked to clawback and tax

Price used for tax withholding $151.59 per share Applied to 549 shares withheld for tax obligations

Shares held after transactions 34,783 shares Direct Ducommun common stock holdings after May 14, 2026 dispositions

Key Terms

Second Amended and Restated Clawback Policy, restricted stock units, tax withholding obligations, restatement and revision of the Issuer's previously issued financial statements, +1 more

5 terms

Second Amended and Restated Clawback Policy financial

"In connection with the operation of the Issuer's Second Amended and Restated Clawback Policy..."

restricted stock units financial

"settlement, on May 14, 2026, of 1,107 restricted stock units."

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

tax withholding obligations financial

"reduction in shares to satisfy the tax withholding obligations of the Issuer..."

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..."

Form 8-K regulatory

"as reported in the Issuer's Form 8-K filed on May 1, 2026..."

A Form 8-K is a report that companies file with the government to share important news quickly, such as changes in leadership, major business deals, or financial updates. It matters because it helps investors stay informed about significant events that could affect the company's value or stock price.

Form 4 Insider Transactions: What Each Field Means →

05/15/2026 - 05:07 PM

SEC Form 4

FORM 4

UNITED 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^*

Tata Rajiv A.

(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)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	V.P., G.C. & Corp. Secretary

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/14/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	05/14/2026	05/14/2026	F		549⁽¹⁾	D	$151.59	35,341	D
Common Stock	05/14/2026	05/14/2026	D		558⁽²⁾	D	⁽²⁾	34,783	D

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Represents a reduction in shares to satisfy the tax withholding obligations of the Issuer with respect to the settlement, on May 14, 2026, of 1,107 restricted stock units.

2. 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 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, 1,107 restricted stock units that vested on May 14, 2026 were not delivered to the Reporting Person and 558 shares of the Issuer's common stock were returned to the Issuer in accordance with the Issuer's Clawback Policy.

	Rajiv A. Tata	05/15/2026
	** Signature of Reporting Person	Date
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) report for Rajiv A. Tata?

Ducommun reported that V.P., G.C. & Corporate Secretary Rajiv A. Tata had 1,107 restricted stock units vest on May 14, 2026. None were delivered; instead, 558 shares were returned under a clawback and 549 shares were withheld for taxes.

Why were 558 Ducommun (DCO) shares returned under the Clawback Policy?

The 558 shares were returned because Ducommun determined Tata would not have earned certain compensation using restated financial statements. Under the Second Amended and Restated Clawback Policy, 1,107 vested restricted stock units were not delivered and 558 previously issued shares were returned.

How many Ducommun (DCO) shares were withheld for taxes in this Form 4?

A total of 549 Ducommun common shares were disposed of at $151.59 per share to satisfy tax withholding obligations. These shares relate to the May 14, 2026 settlement of 1,107 restricted stock units described in the insider’s Form 4 filing.

Did Rajiv A. Tata buy or sell Ducommun (DCO) shares on the open market?

The filing shows no open‑market purchases or sales. The dispositions involve 558 shares returned to the issuer under its Clawback Policy and 549 shares withheld to cover tax obligations on vested restricted stock units, both non‑market transactions.

How many Ducommun (DCO) shares does Rajiv A. Tata hold after these transactions?

Following the reported clawback and tax‑withholding dispositions, Rajiv A. Tata directly holds 34,783 shares of Ducommun common stock. This figure reflects his remaining direct ownership after the 558-share return and 549-share tax withholding on May 14, 2026.

What triggered the use of Ducommun’s Clawback Policy in this Form 4?

The clawback stems from a restatement and revision of Ducommun’s previously issued financial statements. Based on the restated numbers, the company concluded Tata would not have earned certain compensation, leading to cancellation of 1,107 vested RSUs and return of 558 shares.