[Form 4] Moody's Corporation Insider Trading Activity

Rhea-AI Filing Summary

Moody’s Corp. (MCO) – Form 4 filed 4 Aug 2025

President & CEO Robert Fauber executed routine option exercises and a modest share sale under a Rule 10b5-1 plan adopted 30 Jul 2024.

• Options exercised: 56 sh @ $80.81, 134 sh @ $94.18, 91 sh @ $113.34 (total 281 sh).
• Sale: 415 common shares sold @ $510.19.
• Net change: −134 shares; direct holding now 61,751.984 shares.
• Residual options: 7,921 unexercised across the three grants.

The sale equates to roughly 0.2 % of Fauber’s direct stake and does not materially alter insider ownership levels or signal a strategic shift. No operational or financial guidance is affected.

Positive

• CEO retains 61,751.984 shares, ensuring continued alignment with shareholders despite the small sale.
• Transactions executed under a Rule 10b5-1 plan, demonstrating adherence to governance best practices.

Negative

• Net reduction of 134 shares could be viewed as a marginally negative sentiment signal, although size is immaterial.

Insights

Securities Analyst

TL;DR: Small, pre-planned sale—immaterial for valuation; neutral signal.

The 415-share sale (≈0.2 % of holdings) raises about $0.21 m, offset by 281 shares acquired via option exercise. Beneficial ownership remains above 61.7 k, preserving substantial insider alignment. Given the 10b5-1 framework and limited size, the transaction should not influence expectations for earnings, credit-rating franchise strength, or capital allocation. I view the filing as routine housekeeping with negligible impact on price targets.

Corporate Governance Expert

TL;DR: Governance-friendly 10b5-1 plan; ownership level still robust.

Fauber’s adherence to a previously adopted 10b5-1 trading plan limits potential misuse of material non-public information and supports governance best practices. The CEO retains a sizable equity stake that continues to align incentives with shareholders. No red flags emerge regarding timing, volume, or disclosure quality.

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).

X

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^*

Fauber Robert

(Last) (First) (Middle)

7 WORLD TRADE CENTER

250 GREENWICH STREET

(Street)

NEW YORK NY 10007

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
MOODYS CORP /DE/ [ MCO ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President and CEO

3. Date of Earliest Transaction (Month/Day/Year)
08/01/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

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

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	08/01/2025		M		56(1)	A	$80.81	61,941.984	D
Common Stock	08/01/2025		M		134(1)	A	$94.18	62,075.984	D
Common Stock	08/01/2025		M		91(1)	A	$113.34	62,166.984	D
Common Stock	08/01/2025		S		415(1)	D	$510.19	61,751.984	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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Employee Stock Option (right to buy)	$80.81	08/01/2025		M			56	02/12/2017(2)	02/12/2026	Common Stock	56	$0	278	D
Employee Stock Option (right to buy)	$94.18	08/01/2025		M			134	07/01/2017(2)	07/01/2026	Common Stock	134	$0	671	D
Employee Stock Option (right to buy)	$113.34	08/01/2025		M			91	02/23/2018(2)	02/23/2027	Common Stock	91	$0	6,972	D

Explanation of Responses:

1. Exercise and sale of shares pursuant to a Rule 10b5-1 plan adopted by Mr. Fauber on July 30, 2024.

2. One fourth of the options vest each year beginning with the date indicated.

Remarks:

	Elizabeth McCarroll, by power of attorney for Robert Fauber	08/04/2025
	** 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.

FAQ

How many Moody’s (MCO) shares did CEO Robert Fauber sell on 1 Aug 2025?

He sold 415 common shares at $510.19 each.

What was the total number of shares acquired through option exercises?

Fauber exercised options for 281 shares at strike prices of $80.81, $94.18, and $113.34.

How many Moody’s shares does the CEO now own?

After the transactions he directly owns 61,751.984 shares.

Were the trades made under a 10b5-1 plan?

Yes, the filing states the transactions were executed pursuant to a Rule 10b5-1 plan adopted on 30 Jul 2024.

Does the filing affect Moody’s financial outlook?

No. The Form 4 reflects personal insider transactions and contains no operational or earnings guidance.