MCO Form 4: Director Therese Esperdy Records RSU Dividend Equivalents

Rhea-AI Filing Summary

Therese Esperdy, a director of Moody's Corporation (MCO), reported acquisitions on 09/05/2025. The filing shows a purchase of 8.016 shares of Common Stock at $498.37 per share, and accrual of 0.824 dividend-equivalent RSU shares related to an exempt grant of unvested RSUs that will vest and settle with the underlying award. The transaction was reported on Form 4 and signed by Elizabeth McCarroll by power of attorney on 09/08/2025. The filing identifies the reporting person as a director and indicates the ownership form as direct for the reported amounts.

Positive

• Transaction disclosed promptly: Filing shows transaction date 09/05/2025 and reporting via Form 4 signature dated 09/08/2025.
• Disclosure of RSU dividend equivalents: The form explicitly explains the 0.824 dividend equivalents are from an exempt grant of unvested RSUs that will vest and settle with the underlying award.

Negative

• None.

Insights

Securities Analyst

TL;DR: A director executed a small-value share purchase and recorded dividend-equivalent RSUs; this is a routine insider holding update.

The Form 4 discloses a non-derivative acquisition of 8.016 shares at $498.37 and 0.824 dividend-equivalent RSU shares tied to an exempt grant of unvested RSUs. The reporting person is identified as a director and the ownership is reported as direct. Transaction and filing dates are explicitly stated: transaction 09/05/2025 and filing signature 09/08/2025. The entries appear to reflect routine compensation-related activity rather than a large market-moving trade.

Corporate Governance Expert

TL;DR: Disclosure follows Section 16 reporting norms; the trade appears clerical/compensation-related, not an abrupt insider change.

The Form 4 indicates compliance with insider reporting rules for a director-level reporting person. It documents both a bought position and dividend-equivalent accrual tied to RSUs, and was filed by power of attorney. The filing contains explicit explanations that the dividend equivalents arise from an exempt grant of unvested RSUs and will vest and settle with the underlying award.

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

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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^*

Esperdy Therese

(Last) (First) (Middle)

250 GREENWICH STREET

(7 WORLD TRADE CENTER)

(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
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
09/05/2025

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	09/05/2025		A		8.016(1)	A	$498.37	4,692.44	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
Dividend Equivalent	(2)	09/05/2025		A		0.824		(2)	(2)	Common Stock	0.824	$0	2.578	D

Explanation of Responses:

1. RSU deferred dividend reinvestment accrual.

2. Dividend Equivalents accrued on exempt grant of unvested RSUs, which will vest and settle with the underlying award.

Remarks:

	Elizabeth McCarroll, by power of attorney for Therese Esperdy	09/08/2025
	** 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

What insider transaction did Therese Esperdy report for MCO?

She reported a purchase of 8.016 shares of Moody's common stock at $498.37 per share on 09/05/2025, plus 0.824 dividend-equivalent RSU shares.

What was the filing date and who signed the Form 4 for MCO?

The Form 4 shows a signature by Elizabeth McCarroll by power of attorney for Therese Esperdy dated 09/08/2025.

What is the reported ownership form for the transaction?

The filing reports the ownership form as Direct (D) for the disclosed amounts.

Are the dividend equivalents related to vested or unvested awards?

The form states the dividend equivalents are accrued on an exempt grant of unvested RSUs and will vest and settle with the underlying award.

What role does Therese Esperdy have at Moody's according to the filing?

The filing identifies Therese Esperdy as a Director of Moody's Corporation.