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Moog (MOGA/MOGB) VP exercises SARs, nets Class B shares after taxes

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

Rhea-AI Filing Summary

Moog Inc. Vice President Paul Wilkinson exercised stock appreciation rights and increased his equity stake. On March 9, 2026, he exercised 1,000 SARs with an exercise price of $71.648 tied to Class B common shares. According to the terms, the value was based on a fair market value of $343.39 per share, resulting in 383 Class B shares issued and 617 shares withheld to cover the exercise price and tax obligations. After these transactions, he held 7,644 Class B common shares directly, alongside direct and indirect holdings of Class A shares and additional Class B shares in retirement and incentive plans, plus multiple remaining SAR grants and 766 RSUs scheduled to vest over three years.

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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*
WILKINSON PAUL

(Last) (First) (Middle)
SENECA ST & JAMISON ROAD

(Street)
EAST AURORA NY 14052

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
MOOG INC. [ MOGA/MOGB ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Vice President
3. Date of Earliest Transaction (Month/Day/Year)
03/09/2026
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
Class B Common 03/09/2026 M 1,000 A $71.648 8,261(1) D
Class B Common 03/09/2026 F 617(2) D $343.39 7,644 D
Class A Common 581 D
Class A Common 198 I SIP(3)
Class B Common(4) 2,009 I 401(k)
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
SAR(5) $71.648 03/09/2026 M 1,000 (6) 11/15/2026 Class B Common 1,000 $0 1,000 D
SAR(5) $82.31 (6) 11/14/2027 Class B Common 6,181 6,181 D
SAR(5) $80.19 (6) 11/13/2028 Class B Common 6,988 6,988 D
SAR(5) $85.95 (6) 11/12/2029 Class B Common 6,794 6,794 D
SAR(5) $73.39 (6) 11/17/2030 Class B Common 4,452 4,452 D
SAR(5) $83 (6) 11/16/2031 Class B Common 3,737 3,737 D
RSU(7) (8) (7) (7) Class B Common 766 766 D
Explanation of Responses:
1. Includes 63 shares of Class B common stock acquired under the Moog Inc. Employee Stock Purchase Plan on December 31, 2025.
2. This represents the difference between the number of SARs exercised (1,000) and the number of shares issued as a result of the exercise (383). The number of shares to be issued under a SAR exercise is determined by multiplying the number of SARs being exercised by the difference between the FMV on the date of exercise ($343.39) and the exercise price ($71.648). Additional shares are then withheld to satisfy the Company's tax withholding obligations.
3. Reflects shares held in Moog UK Share Incentive Plan (SIP) as of the most recent statement to participants.
4. Reflects equivalent shares held in Moog Inc. Retirement Savings Plan as of the most recent report to participants.
5. Stock Appreciation Rights (SAR) granted under the Moog Inc. 2014 Long Term Incentive Plan.
6. SARs become exercisable ratably over three years beginning on the first anniversary from the date of grant.
7. Restricted Stock Units (RSU) granted under the Moog Inc. 2025 Long Term Incentive Plan. 33.33% of the total RSUs granted will each vest on November 15, 2026; November 15, 2027; and November 15, 2028.
8. Each RSU represents a contingent right to receive one share of Moog Inc.'s Class B common stock.
Remarks:
/s/ Eric Moss, as Power of Attorney for Paul Wilkinson 03/11/2026
** 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.

FAQ

What did Moog (MOG) executive Paul Wilkinson do in this Form 4?

Paul Wilkinson exercised 1,000 stock appreciation rights linked to Class B common shares. The exercise increased his direct Class B holdings while a portion of the resulting value was used to cover exercise and tax obligations.

How many Moog Class B shares did Paul Wilkinson receive and what was withheld?

The SAR exercise generated 383 Class B shares for Paul Wilkinson, while 617 shares were withheld. The withheld shares covered the exercise price and the company’s tax withholding obligations, as described in the transaction details and related footnote.

Did Paul Wilkinson sell Moog shares in the open market?

No open-market sale is shown. The only disposition was 617 Class B shares withheld by the company to satisfy exercise price and tax obligations, which is a tax-withholding mechanism rather than a discretionary market sale by the executive.

What are Paul Wilkinson’s direct Moog Class B holdings after these transactions?

Following the SAR exercise and related tax withholding, Paul Wilkinson directly holds 7,644 shares of Moog Class B common stock. This position reflects net shares remaining after issuing new shares and withholding others to cover required obligations.

What derivative awards and RSUs does Paul Wilkinson still hold at Moog?

He continues to hold several SAR grants over Class B stock with exercise prices between $73.39 and $85.95, expiring from 2027 to 2031, plus 766 restricted stock units that vest in three equal installments on November 15, 2026, 2027, and 2028.

What indirect Moog share holdings are reported for Paul Wilkinson?

Indirectly, Paul Wilkinson has Class A and Class B shares held through employee plans. These include Class A shares in a share incentive plan and Class B equivalents in a retirement savings plan, as reflected by the SIP and 401(k) designations in the holdings.
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