What is the Ducommun (DCO) clawback-related share return in this filing?

The company’s clawback policy led to 1,259 Ducommun common shares being returned to the issuer. This reflected compensation adjustments after restated financial statements, affecting previously earned equity that was no longer considered earned.

Ducommun CFO exercises options, adjusts holdings

Ducommun Incorporated’s senior vice president and CFO, Suman B. Mookerji, reported several compensation-related equity transactions.

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Filing Sentiment

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Form Type

Rhea-AI Filing Summary

Ducommun Incorporated’s senior vice president and CFO, Suman B. Mookerji, reported several compensation-related equity transactions. On May 15, 2026, he exercised options to acquire 7,500 shares of common stock at $40.44 per share, and the related option position was fully exercised. On May 14–15, 2026, a total of 5,967 shares of common stock were withheld at $151.59 per share to satisfy tax withholding obligations tied to the settlement of 2,498 restricted stock units. In addition, 1,259 shares were returned to the company under its Second Amended and Restated Clawback Policy following a restatement and revision of previously issued financial statements. After these transactions, Mookerji directly held 27,338 shares of Ducommun common stock.

Insider Trade Summary

7,500 shares exercised/converted

Exercise 5 txns

Insider Mookerji Suman B.

Role Sr. V.P., C.F.O.

Type	Security	Shares	Price	Value
Exercise	Option - Right to Buy	7,500	$0.00	$0.00
Exercise	Common Stock	7,500	$40.44	$303K
Exercise Price or Tax Liability	Common Stock	4,728	$151.59	$717K
Exercise Price or Tax Liability	Common Stock	1,239	$151.59	$188K
Disposition	Common Stock	1,259	$0.00	$0.00

Holdings After Transaction: Option - Right to Buy — 0 contracts (Direct); Common Stock — 27,338 shares (Direct)

Footnotes (4)

F1. Represents a reduction in shares to satisfy the tax withholding obligations of the Issuer with respect to the settlement, on May 14, 2026 of 2,498 restricted stock units.
F2. 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, 2,498 restricted stock units that vested on May 14, 2026 were not delivered to the Reporting Person and 1,259 shares of the Issuer's common stock were returned to the Issuer in accordance with the Issuer's Clawback Policy.
F3. This option represents the right to purchase common stock under Ducommun Incorporated's Stock Incentive Plan, which is a Rule 16b-3 plan.
F4. This option vested as to 2,500 shares on each of October 10, 2020, 2021 and 2022.

Key Figures

Options exercised: 7,500 shares Option exercise price: $40.44/share Tax withholding shares: 5,967 shares +4 more

7 metrics

Options exercised 7,500 shares Common stock acquired via option exercise at $40.44 on May 15, 2026

Option exercise price $40.44/share Exercise price for 7,500 options into common stock

Tax withholding shares 5,967 shares Shares withheld at $151.59 to satisfy tax obligations on RSU settlement

Tax withholding price $151.59/share Value used for tax withholding dispositions on common stock

Clawback share return 1,259 shares Common shares returned to issuer under clawback policy on May 14, 2026

RSUs affected 2,498 units Restricted stock units whose settlement triggered tax withholding and clawback

Shares held after transactions 32,066 shares Direct Ducommun common stock holdings after all Form 4 entries

Key Terms

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

5 terms

tax withholding obligations financial

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

Clawback Policy financial

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

restricted stock units financial

"settlement, on May 14, 2026 of 2,498 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.

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"

Rule 16b-3 plan regulatory

"represents the right to purchase common stock under Ducommun Incorporated's Stock Incentive Plan, which is a Rule 16b-3 plan"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did Ducommun (DCO) CFO Suman B. Mookerji do in this Form 4?

The CFO exercised stock options for 7,500 Ducommun common shares at $40.44 each. He also had shares withheld for taxes and returned shares under the company’s clawback policy, ending with 32,066 shares held.

How many Ducommun (DCO) shares did the CFO acquire through option exercise?

He acquired 7,500 Ducommun common shares by exercising options at $40.44 per share. This exercise fully used that option grant and increased his direct common stock holdings before subsequent tax and clawback adjustments.

How many Ducommun (DCO) shares were withheld for the CFO’s tax obligations?

A total of 5,967 Ducommun common shares were withheld at $151.59 per share. These shares satisfied tax withholding obligations related to the settlement of 2,498 restricted stock units that vested on May 14, 2026.

How many Ducommun (DCO) shares does the CFO hold after these transactions?

Following the reported option exercise, tax withholding, and clawback-related return, the CFO directly holds 32,066 shares of Ducommun common stock. This figure reflects his position after all Form 4 transactions were completed.

Were the Ducommun (DCO) CFO’s transactions open-market buys or sells?

No open-market buys or sells are reported. The filing shows an option exercise, shares withheld to cover tax obligations, and shares returned under a clawback policy, all tied to compensation and accounting restatement adjustments.

AI-generated analysis. How Rhea-AI works. Not financial advice.

Form 4 Insider Transactions: What Each Field Means →

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Accepted by SEC EDGAR 05/15/2026 - 05:02 PM EDT

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^*

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)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Sr. V.P., C.F.O.

2a. Foreign Trading Symbol

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

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		1,239⁽¹⁾	D	$151.59	25,825	D
Common Stock	05/14/2026	05/14/2026	D		1,259⁽²⁾	D	⁽²⁾	24,566	D
Common Stock	05/15/2026	05/15/2026	M		7,500	A	$40.44	32,066	D
Common Stock	05/15/2026	05/15/2026	F		4,728	D	$151.59	27,338	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)
Option - Right to Buy⁽³⁾	$40.44	05/15/2026	05/15/2026	M		7,500		10/10/2022⁽⁴⁾	10/10/2029	Common Stock	7,500	$0	0	D

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 2,498 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, 2,498 restricted stock units that vested on May 14, 2026 were not delivered to the Reporting Person and 1,259 shares of the Issuer's common stock were returned to the Issuer in accordance with the Issuer's Clawback Policy.

3. This option represents the right to purchase common stock under Ducommun Incorporated's Stock Incentive Plan, which is a Rule 16b-3 plan.

4. This option vested as to 2,500 shares on each of October 10, 2020, 2021 and 2022.

	Suman B. Mookerji	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