STOCK TITAN

Ducommun (NYSE: DCO) CFO sells shares to satisfy clawback obligations

Filing Impact
(Moderate)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Ducommun Inc. senior vice president and CFO Suman B. Mookerji reported an open-market sale of 1,514 shares of common stock at $145.00 per share. After this transaction, he directly holds 25,769 shares. The company indicates the proceeds will be used to satisfy his obligations under its Second Amended and Restated Clawback Policy related to the restatement and revision of previously issued financial statements.

Positive

  • None.

Negative

  • None.

Insights

CFO’s sale is small and driven by clawback obligations.

The filing shows Ducommun’s CFO, Suman B. Mookerji, executed an open-market sale of 1,514 common shares at $145.00 per share. Following the sale, he directly holds 25,769 shares, indicating the transaction is modest relative to his reported position.

Footnote language states the sale proceeds will satisfy obligations under the issuer’s Second Amended and Restated Clawback Policy, tied to restated and revised financial statements described in a Form 8-K filed on May 1, 2026. This frames the sale as policy-driven rather than a discretionary portfolio move.

The filing does not show derivative exercises or tax-withholding activity, and transactionSummary reflects a single net sale of 1,514 shares. Future company disclosures will provide broader context on the restatement itself, while this report focuses on how the clawback is being operationalized for this executive.

Insider Mookerji Suman B.
Role Sr. V.P., C.F.O.
Sold 1,514 shs ($220K)
Type Security Shares Price Value
Sale Common Stock 1,514 $145.00 $220K
Holdings After Transaction: Common Stock — 25,769 shares (Direct, null)
Footnotes (1)
  1. The reported sale was consummated to satisfy the Reporting Person's obligations 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. In connection with the foregoing, 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, the proceeds from the current transaction will be applied to satisfy the Reporting Person's obligations with respect to the Clawback Policy. All shares were sold at the exact price indicated. The average sales price calculation is not applicable.
Shares sold 1,514 shares Open-market sale of common stock
Sale price $145.00 per share Price for all shares in the sale
Shares held after transaction 25,769 shares Direct holdings after sale
Net shares sold 1,514 shares Net-sell direction in transactionSummary
Second Amended and Restated Clawback Policy financial
"the operation of the Issuer's Second Amended and Restated Clawback Policy"
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.
open-market sale financial
"transaction_action": "open-market sale""
An open-market sale is when a shareholder sells existing shares directly on a public exchange to any willing buyer, rather than through a private deal. Think of it like putting goods on a busy market stall where price is set by supply and demand; for investors it matters because such sales increase available supply, can put short-term downward pressure on the stock price, and signal changes in liquidity or investor confidence.
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*
Mookerji Suman B.

(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)
Director10% Owner
XOfficer (give title below)Other (specify below)
Sr. V.P., C.F.O.
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 Stock05/20/202605/20/2026S1,514(1)D$145(2)25,769D
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. The reported sale was consummated to satisfy the Reporting Person's obligations 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. In connection with the foregoing, 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, the proceeds from the current transaction will be applied to satisfy the Reporting Person's obligations with respect to the Clawback Policy.
2. All shares were sold at the exact price indicated. The average sales price calculation is not applicable.
Suman B. Mookerji05/22/2026
** 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)

FAQ

What insider transaction did Ducommun (DCO) report for CFO Suman B. Mookerji?

Ducommun reported that CFO Suman B. Mookerji executed an open-market sale of 1,514 shares of common stock. This transaction was reported on Form 4 and reflects a single non-derivative sale recorded for the stated transaction date.

At what price did the Ducommun (DCO) CFO sell his shares?

The CFO’s 1,514 Ducommun common shares were sold at exactly $145.00 per share. A footnote clarifies that all shares were sold at this exact price, so an average sales price calculation is not applicable for this transaction.

How many Ducommun (DCO) shares does the CFO hold after this Form 4 sale?

After the reported sale, Ducommun’s CFO directly holds 25,769 shares of common stock. This post-transaction balance is disclosed in the Form 4 and shows that the 1,514 shares sold represent a relatively small portion of his reported direct holdings.

Why did the Ducommun (DCO) CFO sell 1,514 shares according to the Form 4?

The Form 4 footnote states the sale was made to satisfy the CFO’s obligations under Ducommun’s Second Amended and Restated Clawback Policy. These obligations relate to a restatement and revision of previously issued financial statements described in a Form 8-K filed on May 1, 2026.

Was the Ducommun (DCO) CFO’s share sale part of a derivative exercise or tax withholding?

No, the transaction is reported as a non-derivative open-market sale of common stock. The transactionSummary shows no derivative exercises, tax-withholding dispositions, or restructuring entries associated with this filing, only a single net sale of 1,514 shares.

What policy is referenced in the Ducommun (DCO) Form 4 footnotes for this sale?

The footnotes reference Ducommun’s Second Amended and Restated Clawback Policy. They explain that, based on restated financial statements, certain compensation would not have been earned, and proceeds from this share sale will be applied to the CFO’s obligations under that policy.