Moody's (MCO) director receives stock and phantom units awards

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Moody's Corporation director Vincent A. Forlenza reported routine equity compensation awards. He acquired 16.549 shares of common stock at a stated price of $0.0000 per share through an RSU deferred dividend reinvestment accrual. Following this award, he directly holds 8,763.377 common shares.

He also received 1.500 Phantom Stock Units (Deferred Compensation) at $451.3500 per unit, linked one-for-one to common stock and arising from his election to defer retainer fees. After this transaction he holds 489.939 Phantom Stock Units, which are to be settled in cash after his retirement.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider FORLENZA VINCENT A

Role null

Type	Security	Shares	Price	Value
Grant/Award	Phantom Stock Units (Deferred Compensation)	1.5	$451.35	$677.03
Grant/Award	Common Stock	16.549	$0.00	--

Holdings After Transaction: Phantom Stock Units (Deferred Compensation) — 489.939 shares (Direct, null); Common Stock — 8,763.377 shares (Direct, null)

Footnotes (1)

RSU deferred dividend reinvestment accrual. Phantom Stock Units arising out of the Reporting Person's election to defer receipt of retainer fees. The security converts to common stock on a one-for-one basis. The units are to be settled in cash after the Reporting Person's retirement.

Key Figures

Common stock award: 16.549 shares Common stock post-transaction holding: 8,763.377 shares Phantom Stock Units granted: 1.500 units +2 more

5 metrics

Common stock award 16.549 shares RSU deferred dividend reinvestment on 2026-06-05

Common stock post-transaction holding 8,763.377 shares Direct holdings after 2026-06-05 award

Phantom Stock Units granted 1.500 units Deferred compensation election on 2026-06-05

Phantom unit reference price $451.3500 per unit Value for 1.500 Phantom Stock Units

Phantom Stock Units holding 489.939 units Balance after 2026-06-05 transaction

Key Terms

Phantom Stock Units, Deferred Compensation, RSU deferred dividend reinvestment accrual, retainer fees, +2 more

6 terms

Phantom Stock Units financial

"Phantom Stock Units (Deferred Compensation)"

Phantom stock units are company promises that pay a cash or stock-equivalent award tied to the firm’s share price or value growth, but they do not issue actual shares. Think of them as a bonus check that moves with the stock like a mirror rather than handing over an ownership slice. Investors care because these awards can affect a company’s future cash obligations, executive incentives and reported expenses without causing share dilution.

Deferred Compensation financial

"Phantom Stock Units (Deferred Compensation)"

Deferred compensation is pay that employees or executives have earned now but will receive at a later date, such as delayed bonuses, retirement benefits, or stock grants. It matters to investors because it creates future obligations and shapes incentives—like a promise to pay later that can affect a company’s reported profits, cash needs and potential stock dilution—so it helps signal how a business manages costs and retains key people.

RSU deferred dividend reinvestment accrual financial

"RSU deferred dividend reinvestment accrual."

retainer fees financial

"election to defer receipt of retainer fees."

one-for-one basis financial

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

settled in cash financial

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

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Form 4 Insider Transactions: What Each Field Means →

06/08/2026 - 04:12 PM

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^*

FORLENZA VINCENT A

(Last)

(First)

(Middle)

7 WORLD TRADE CENTER,

250 GREENWICH STREET

(Street)

NEW YORK

10007

(City)

(State)

(Zip)

UNITED STATES

(Country)

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)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/05/2026

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

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

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

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	06/05/2026		A		16.549⁽¹⁾	A	$0	8,763.377	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Phantom Stock Units (Deferred Compensation)⁽²⁾	⁽³⁾	06/05/2026		A		1.5		⁽⁴⁾	⁽⁴⁾	Common Stock	1.5	$451.35	489.939	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.

Remarks:

	Elizabeth McCarroll, by power of attorney for Vincent Forlenza	06/08/2026
	** 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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What did Moody's (MCO) director Vincent Forlenza report in this Form 4?

Vincent A. Forlenza reported acquiring 16.549 Moody’s common shares via an RSU deferred dividend reinvestment and 1.500 Phantom Stock Units as deferred retainer compensation. These are routine equity-based awards, not open-market purchases or sales of Moody’s stock.

How many Moody's (MCO) shares does Vincent Forlenza hold after this filing?

After the reported award, Vincent Forlenza directly holds 8,763.377 Moody’s common shares. This figure comes from the Form 4’s post-transaction ownership line and reflects his direct equity position excluding the separate Phantom Stock Units balance.

What Phantom Stock Units did Moody's (MCO) director receive and how do they work?

He received 1.500 Phantom Stock Units at $451.3500 each, tied one-for-one to Moody’s common stock. These units stem from deferred retainer fees and will be settled in cash after retirement, rather than through delivery of actual Moody’s shares.

Are the Moody's (MCO) transactions in this Form 4 open-market trades?

No, the filing shows grant or award acquisitions, not open-market trades. The common stock came from an RSU deferred dividend reinvestment accrual, and the Phantom Stock Units arose from deferring board retainer fees, both classified as compensation-related awards.

How many Phantom Stock Units does Moody's (MCO) director hold after the awards?

After receiving 1.500 additional units, Vincent Forlenza holds 489.939 Phantom Stock Units. Each unit tracks one Moody’s common share in value and, according to the filing, will be settled in cash following his retirement from the company’s board.