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MCO Insider: Fauber Exercises Options and Executes 10b5-1 Sale

Filing Impact
(High)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Robert Fauber, President and CEO and a director of Moody's Corp (MCO), reported option exercises and a sale on 10/01/2025. He exercised employee stock options with exercise prices of $80.81, $94.18, and $113.34, resulting in acquisitions recorded that day. Under a Rule 10b5-1 plan adopted on July 30, 2024, he sold 414 shares at $477.97. The report shows total beneficial ownership after the transactions of about 61,215.984 shares. The filing is signed by a power of attorney on 10/02/2025 and includes option vesting schedules indicating one-fourth of certain options vest annually from their grant dates.

Positive

  • Transactions executed under Rule 10b5-1 plan adopted July 30, 2024, indicating preplanned activity
  • Maintained substantial ownership with approximately 61,215.984 shares after transactions

Negative

  • Sale of 414 shares at $477.97 on 10/01/2025 reduces insider holdings
  • Multiple option exercises on 10/01/2025 increased share count then partially sold

Insights

Insider exercised options and executed a preplanned sale under a 10b5-1 plan.

The filing shows Robert Fauber exercised multiple employee stock options with exercise prices of $80.81, $94.18, and $113.34 on 10/01/2025, then sold 414 shares at $477.97. The transactions are documented as part of a Rule 10b5-1 trading plan adopted on July 30, 2024, which indicates the sale was preplanned and not ad hoc.

The report lists beneficial ownership after the transactions at approximately 61,215.984 shares and includes vesting schedules showing quarterly annual vesting for grants. This provides clear traceability of option exercises, sales, and remaining ownership.

Monitor the terms of the 10b5-1 plan and any future Form 4 filings for additional scheduled sales or exercises.

Insider Fauber Robert
Role President and CEO
Sold 414 shs ($198K)
Type Security Shares Price Value
Exercise Employee Stock Option (right to buy) 55 $0.00 --
Exercise Employee Stock Option (right to buy) 134 $0.00 --
Exercise Employee Stock Option (right to buy) 91 $0.00 --
Exercise Common Stock 55 $80.81 $4K
Exercise Common Stock 134 $94.18 $13K
Exercise Common Stock 91 $113.34 $10K
Sale Common Stock 414 $477.97 $198K
Holdings After Transaction: Employee Stock Option (right to buy) — 55 shares (Direct); Common Stock — 61,404.984 shares (Direct)
Footnotes (1)
  1. Exercise and sale of shares pursuant to a Rule 10b5-1 plan adopted by Mr. Fauber on July 30, 2024. One fourth of the options vest each year beginning with the date indicated.
Form 4 Insider Transactions: What Each Field Means →
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).
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)
10/01/2025
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 10/01/2025 M 55(1) A $80.81 61,404.984 D
Common Stock 10/01/2025 M 134(1) A $94.18 61,538.984 D
Common Stock 10/01/2025 M 91(1) A $113.34 61,629.984 D
Common Stock 10/01/2025 S 414(1) D $477.97 61,215.984 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 10/01/2025 M 55 02/12/2017(2) 02/12/2026 Common Stock 55 $0 55 D
Employee Stock Option (right to buy) $94.18 10/01/2025 M 134 07/01/2017(2) 07/01/2026 Common Stock 134 $0 135 D
Employee Stock Option (right to buy) $113.34 10/01/2025 M 91 02/23/2018(2) 02/23/2027 Common Stock 91 $0 6,608 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 10/02/2025
** 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.

Source: View Original Filing on SEC EDGAR

FAQ

What transactions did Robert Fauber report for MCO on 10/01/2025?

He exercised employee stock options with exercise prices of $80.81, $94.18, and $113.34 and sold 414 shares at $477.97.

Was the sale by the MCO insider part of a planned program?

Yes. The sale was executed pursuant to a Rule 10b5-1 plan adopted by Mr. Fauber on July 30, 2024.

How many shares did the reporting person beneficially own after the reported transactions?

The Form 4 reports approximately 61,215.984 shares beneficially owned following the transactions.

Who signed the Form 4 filing for Robert Fauber?

The Form 4 was signed on behalf of Mr. Fauber by Elizabeth McCarroll by power of attorney on 10/02/2025.

Are there vesting details for the exercised options in the filing?

Yes. The filing notes that one fourth of the options vest each year beginning on the grant dates listed for those options.