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MCO Insider Filing: Van Saun Reports RSU and Dividend Reinvestment Accruals

Filing Impact
(Low)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Bruce Van Saun, a director of Moody's Corporation (MCO), reported acquisitions of Moody's common stock on 09/05/2025. The Form 4 shows two non-derivative acquisitions recorded as A: one listing 9,305.539 shares at $502.22 and a second listing 9,315.749 shares at $498.37, each reported as direct beneficial ownership following the transactions. Table II records 0.824 dividend equivalent shares from an exempt grant of unvested RSUs that will vest and settle with the underlying award. The filing was signed by a power of attorney on behalf of Mr. Van Saun on 09/08/2025. This appears to reflect routine director stock accruals and dividend reinvestment rather than open-market purchases or sales.

Positive

  • Director increased beneficial ownership through accrued restricted stock and RSU dividend reinvestment, enhancing insider alignment with shareholders
  • Clear disclosure of transaction types and amounts including dividend equivalents, supporting transparency

Negative

  • None.

Insights

TL;DR: Routine director stock accruals and dividend reinvestment recorded; no open-market sale or material dilution reported.

The Form 4 discloses non-derivative additions to Bruce Van Saun's beneficial position in Moody's through accrued restricted stock/RSU dividend reinvestment mechanisms on 09/05/2025. Two entries show direct beneficial ownership figures after the reported transactions and a small dividend-equivalent accrual that will settle with unvested RSUs. There is no indication of cash purchases or sales, no option exercises, and no change in control implications. For investors, this is a standard insider record-keeping filing documenting compensation-related share accretion rather than a market-directed transaction.

TL;DR: Disclosure aligns with standard Section 16 reporting for director awards; procedural, not strategic, disclosure.

The filing reflects compliance with Section 16 reporting obligations after dividend reinvestment and RSU-related accruals. The descriptions identify restricted stock deferred dividend reinvestment accruals and RSU deferred dividend reinvestment accruals, plus dividend equivalents tied to unvested RSUs. The use of a power of attorney signature is documented. There are no red flags such as late reporting language beyond the form content, nor any governance actions or related-party transactions disclosed in this Form 4.

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*
VAN SAUN BRUCE

(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 6(1) A $502.22 9,305.539 D
Common Stock 09/05/2025 A 10.21(2) A $498.37 9,315.749 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 (3) 09/05/2025 A 0.824 (3) (3) Common Stock 0.824 $0 2.578 D
Explanation of Responses:
1. Restricted Stock deferred dividend reinvestment accrual.
2. RSU deferred dividend reinvestment accrual.
3. 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 Bruce Van Saun 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.
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