[Form 4] Moody's Corporation Insider Trading Activity

Rhea-AI Filing Summary

Vincent A. Forlenza, a Moody's Corporation (MCO) director, reported acquisitions of common stock and derivative units tied to deferred compensation and dividend reinvestment. The Form 4 discloses a non-derivative acquisition of common stock recorded on 09/05/2025 via an RSU deferred dividend reinvestment accrual. It also shows acquisitions of Phantom Stock Units arising from an election to defer retainer fees and Dividend Equivalents on exempt unvested RSUs that will vest and settle with the underlying awards. The phantom units convert one-for-one into common stock but are to be settled in cash after the reporting person’s retirement.

Insights

Corporate Governance Expert

TL;DR: Routine insider acquisitions from compensation deferrals and dividend reinvestment; no immediate change to control and limited market impact.

The Form 4 shows director-level participation in standard compensation mechanisms: deferred retainer fees converted to phantom units and reinvested RSU dividends producing small additional common-equivalent exposure. The phantom units are cash-settled post-retirement, indicating these are compensation-management actions rather than open-market purchases. For governance review, these items are customary and disclose alignment with company compensation arrangements but do not signal material ownership shifts.

Securities Analyst

TL;DR: Transactions reflect compensation accounting events; reported amounts are modest and unlikely to materially affect valuation or control.

The filing itemizes acquisitions tied to deferred compensation and dividend-equivalent accruals, including a small non-derivative common stock increment and fractional phantom units. The conversion mechanics (one-for-one for underlying common stock) and cash-settlement provision upon retirement are specified. These disclosures are important for transparency but represent routine insider activity rather than market-moving trades.

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

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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^*

FORLENZA VINCENT A

(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
	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		11.156(1)	A	$498.37	8,029.312	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
Phantom Stock Units (Deferred Compensation)(2)	(3)	09/05/2025		A		1.23		(4)	(4)	Common Stock	1.23	$499.03	485.58	D
Dividend Equivalent	(5)	09/05/2025		A		1.144		(5)	(5)	Common Stock	1.144	$0	3.58	D

Explanation of Responses:

1. RSU deferred dividend reinvestment accrual.

2. Phantom Stock Units arising out of the Reporting Person's election to defer receipt of retainer fees.

3. The security converts to common stock on a one-for-one basis.

4. The units are to be settled in cash after the Reporting Person's retirement.

5. Dividend Equivalents accrued on exempt grants of unvested RSUs, which will vest and settle with the underlying awards.

Remarks:

	Elizabeth McCarroll, by power of attorney for Vincent Forlenza	09/08/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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