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Ducommun (DCO) VP reports share clawback and tax withholding moves

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(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Ducommun Inc. officer Rajiv A. Tata reported two non‑market stock disposals tied to compensation adjustments and taxes. On May 8, 2026, 625 shares of common stock were returned to the company under its Second Amended and Restated Clawback Policy following a financial statement restatement. The same day, 616 shares were withheld at $137.23 per share to cover tax obligations related to the settlement of 1,241 restricted stock units. After these entries, Tata’s reported direct holdings were 36,515 shares following the tax withholding and 35,890 shares following the clawback-related disposition.

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Insider Tata Rajiv A.
Role V.P., G.C. & Corp. Secretary
Type Security Shares Price Value
Tax Withholding Common Stock 616 $137.23 $85K
Disposition Common Stock 625 $0.00 --
Holdings After Transaction: Common Stock — 36,515 shares (Direct, null)
Footnotes (1)
  1. Represents a reduction in shares to satisfy the tax withholding obligations of the Issuer with respect to the settlement, on May 8, 2026, of 1,241 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, 1,241 restricted stock units that vested on May 8, 2026 were not delivered to the Reporting Person and 625 shares of Issuer common stock were returned to the Issuer in accordance with the Issuer's Clawback Policy.
Shares returned under clawback 625 shares Disposition to issuer on May 8, 2026
Shares withheld for taxes 616 shares at $137.23 Tax withholding on RSU settlement May 8, 2026
Holdings after tax withholding 36,515 shares Direct ownership after F-code transaction
Holdings after clawback disposition 35,890 shares Direct ownership after D-code transaction
RSUs tied to these entries 1,241 restricted stock units Vested and settled on May 8, 2026
restricted stock units financial
"settlement, on May 8, 2026, of 1,241 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"
Clawback Policy financial
"Second Amended and Restated Clawback Policy (the "Clawback Policy") with respect to the restatement"
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 financial
"with respect to the restatement and revision of the Issuer's previously issued financial statements"
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*
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)
Director10% Owner
XOfficer (give title below)Other (specify below)
V.P., G.C. & Corp. Secretary
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/08/2026		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 Stock05/08/2026F616(1)D$137.2336,515D
Common Stock05/08/2026D625(2)D(2)35,890D
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. Represents a reduction in shares to satisfy the tax withholding obligations of the Issuer with respect to the settlement, on May 8, 2026, of 1,241 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, 1,241 restricted stock units that vested on May 8, 2026 were not delivered to the Reporting Person and 625 shares of Issuer common stock were returned to the Issuer in accordance with the Issuer's Clawback Policy.
Rajiv A. Tata05/12/2026
** 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) report for Rajiv A. Tata?

Rajiv A. Tata reported two non-market disposals of Ducommun common stock. 625 shares were returned to the issuer under its Clawback Policy, and 616 shares were withheld to satisfy tax obligations tied to restricted stock unit settlement.

How many Ducommun (DCO) shares were returned under the clawback policy?

A total of 625 Ducommun common shares were returned to the issuer. This occurred under Ducommun’s Second Amended and Restated Clawback Policy after certain compensation was deemed unearned following restated and revised financial statements.

Why were 616 Ducommun (DCO) shares withheld from Rajiv A. Tata?

616 Ducommun shares were withheld to cover tax withholding obligations. The withholding related to the settlement on May 8, 2026 of 1,241 restricted stock units, using shares to pay required taxes instead of a separate cash payment.

How are Ducommun’s restated financial statements linked to this Form 4?

The Form 4 notes Ducommun restated and revised earlier financial statements, as disclosed in a May 1, 2026 Form 8-K. Based on the restated results, the company determined certain compensation was unearned, triggering the clawback of 1,241 RSUs and 625 shares.

What are Rajiv A. Tata’s Ducommun (DCO) holdings after these transactions?

After the May 8, 2026 transactions, the filing shows 36,515 shares directly owned following the tax withholding disposition. It also reports 35,890 shares directly owned following the separate clawback-related disposition back to the issuer.