Moog (MOG) CEO exercises SARs and nets 857 Class B shares

Rhea-AI Filing Summary

Moog Inc. Chief Executive Officer Patrick J. Roche exercised stock appreciation rights and increased his direct Class B holdings. On March 10, 2026, he exercised 5,000 SARs at an exercise price of $71.648 per share, receiving 5,000 shares of Class B common stock.

To cover tax obligations and the exercise cost, 4,143 Class B shares were withheld at a fair market value of $343.39 per share, leaving a net issuance of 857 shares as described in the footnotes. After these transactions, he directly holds 27,703 Class B shares and 18,661 Class A shares, plus 604 Class B shares through a retirement plan. He also retains multiple SAR grants with exercise prices between $73.39 and $85.95 expiring from 2027 to 2031, and 7,658 RSUs that each represent one future Class B share.

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

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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^*

ROCHE PATRICK J

(Last) (First) (Middle)

SENECA ST & JAMISON RD

(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)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Executive Officer

3. Date of Earliest Transaction (Month/Day/Year)
03/10/2026

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	03/10/2026		M		5,000	A	$71.648	31,846(1)	D
Class B Common	03/10/2026		F		4,143(2)	D	$343.39	27,703	D
Class A Common								18,661	D
Class B Common(3)								604	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(4)	$71.648	03/10/2026		M			5,000	(5)	11/15/2026	Class B Common	5,000	$0	5,000	D
SAR(4)	$82.31							(5)	11/14/2027	Class B Common	6,181		6,181	D
SAR(4)	$80.19							(5)	11/13/2028	Class B Common	6,988		6,988	D
SAR(4)	$85.95							(5)	11/12/2029	Class B Common	6,794		6,794	D
SAR(4)	$73.39							(5)	11/17/2030	Class B Common	4,452		4,452	D
SAR(4)	$83							(5)	11/16/2031	Class B Common	8,757		8,757	D
RSU(6)	(7)							(6)	(6)	Class B Common	7,658		7,658	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 (5,000) and the number of shares issued as a result of the exercise (857). 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 equivalent shares held in Moog Inc. Retirement Savings Plan as of the most recent report to participants.

4. Stock Appreciation Rights (SAR) granted under the Moog Inc. 2014 Long Term Incentive Plan.

5. SARs become exercisable ratably over three years beginning on the first anniversary from the date of grant.

6. 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.

7. 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 Patrick J. Roche	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).
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FAQ

What insider transaction did Moog (MOG) CEO Patrick J. Roche report?

Patrick J. Roche exercised 5,000 stock appreciation rights, receiving 5,000 shares of Moog Class B common stock. As part of the same event, 4,143 shares were withheld to cover the exercise cost and related tax obligations, resulting in a net issuance of 857 shares.

How many Moog Class B shares did the CEO ultimately gain from the SAR exercise?

The CEO ultimately gained 857 Class B shares from the SAR exercise. He exercised 5,000 SARs, received 5,000 shares, and then had 4,143 shares withheld at $343.39 per share to cover taxes and exercise cost, as detailed in the footnotes.

What are Patrick J. Roche’s Moog shareholdings after these transactions?

After these transactions, Patrick J. Roche holds 27,703 Class B shares directly and 18,661 Class A shares directly. He also has 604 Class B shares held indirectly through a retirement savings plan, providing additional exposure to Moog’s equity beyond his direct holdings.

Did the Moog CEO sell any shares on the open market in this Form 4?

The Form 4 shows no open-market sales by the Moog CEO. The only disposition is 4,143 Class B shares withheld to satisfy exercise price and tax obligations, which is a mechanical tax-withholding transaction rather than a discretionary market sale of shares.

What equity awards does the Moog CEO still hold after this Form 4?

The CEO continues to hold several SAR awards on Moog Class B shares with exercise prices between $73.39 and $85.95, expiring from 2027 through 2031. He also holds 7,658 restricted stock units, each representing a contingent right to receive one Class B share.

How are the Moog CEO’s restricted stock units structured and when do they vest?

The restricted stock units were granted under the Moog 2025 Long Term Incentive Plan. Footnotes state that 33.33% of the total RSUs will vest on November 15, 2026, another 33.33% on November 15, 2027, and the remaining 33.33% on November 15, 2028.