Moog executive updates Class B holdings, RSUs and SAR awards

Rhea-AI Filing Summary

Moog Inc. vice president Mark D. Graczyk reported multiple equity award vestings and related tax withholdings in Class B common stock. On November 14 and 15, 2025, he received several tranches of shares at a stated price of $0 as fixed dollar-denominated time vesting awards vested, while the company withheld shares at $214.98 per share to cover tax obligations. After these transactions, he directly owned 2,291 Class B shares and held the equivalent of 1,127 Class B shares indirectly in the Moog Inc. Retirement Savings Plan. He also reported 1,149 restricted stock units that vest in three equal installments on November 15, 2026, 2027, and 2028, plus multiple stock appreciation rights grants that become exercisable ratably over three years starting one year after grant.

Insider Trade Summary

13 transactions reported

Mixed 13 txns

Insider Graczyk Mark D

Role Vice President

Type	Security	Shares	Price	Value
Grant/Award	Class B Common	66	$0.00	--
Tax Withholding	Class B Common	34	$214.98	$7K
Grant/Award	Class B Common	388	$0.00	--
Tax Withholding	Class B Common	199	$214.98	$43K
Grant/Award	Class B Common	276	$0.00	--
Tax Withholding	Class B Common	141	$214.98	$30K
holding	RSU	--	--	--
holding	SAR	--	--	--
holding	SAR	--	--	--
holding	SAR	--	--	--
holding	SAR	--	--	--
holding	SAR	--	--	--
holding	Class B Common	--	--	--

Holdings After Transaction: Class B Common — 2,136 shares (Direct); RSU — 1,149 shares (Direct); SAR — 806 shares (Direct); Class B Common — 1,127 shares (Indirect, 401(k))

Footnotes (1)

1. Represents the Class B shares received by the reporting person upon the vesting of the second fixed dollar tranche of the fixed dollar-denominated time vesting award ("TVA") received by the reporting person on November 14, 2023. The TVA vests in three equal fixed dollar tranches and can be settled into Class B shares using the fair market value of the Class B shares on the date of vesting of such tranche. The Company withheld Class B shares to satisfy the tax withholding obligation for the tranche of the reporting person's TVA that vested on November 14, 2025. Represents the Class B shares received by the reporting person upon the vesting of the third fixed dollar tranche of the TVA received by the reporting person on November 15, 2022. The TVA vests in three equal fixed dollar tranches and can be settled into Class B shares using the fair market value of the Class B shares on the date of vesting of such tranche. The Company withheld Class B shares to satisfy the tax withholding obligation for the tranche of the reporting person's TVA that vested on November 15, 2025. Represents the Class B shares received by the reporting person upon the vesting of the initial fixed dollar tranche of the TVA received by the reporting person on November 12, 2024. The TVA vests in three equal fixed dollar tranches and can be settled into Class B shares using the fair market value of the Class B shares on the date of vesting of such tranche. Reflects equivalent shares held in Moog Inc. Retirement Savings Plan as of the most recent report to participants. 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. Each restricted stock unit (RSU) represents a contingent right to receive one share of Moog Inc.'s Class B common stock. Stock Appreciation Rights (SAR) granted under the Moog Inc. 2014 Long Term Incentive Plan. SARs become exercisable ratably over three years beginning on the first anniversary from the date of grant.

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).

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^*

Graczyk Mark D

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Vice President

3. Date of Earliest Transaction (Month/Day/Year)
11/14/2025

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
Class B Common	11/14/2025		A(1)		276	A	$0	2,211	D
Class B Common	11/14/2025		F(2)		141	D	$214.98	2,070	D
Class B Common	11/15/2025		A(3)		66	A	$0	2,136	D
Class B Common	11/15/2025		F(4)		34	D	$214.98	2,102	D
Class B Common	11/15/2025		A(5)		388	A	$0	2,490	D
Class B Common	11/15/2025		F(4)		199	D	$214.98	2,291	D
Class B Common(6)								1,127	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
RSU(7)	(8)							(7)	(7)	Class B Common	1,149		1,149	D
SAR(9)	$82.31							(10)	11/14/2027	Class B Common	806		806	D
SAR(9)	$80.19							(10)	11/13/2028	Class B Common	1,741		1,741	D
SAR(9)	$85.95							(10)	11/12/2029	Class B Common	1,736		1,736	D
SAR(9)	$73.39							(10)	11/17/2030	Class B Common	1,089		1,089	D
SAR(9)	$83							(10)	11/16/2031	Class B Common	992		992	D

Explanation of Responses:

1. Represents the Class B shares received by the reporting person upon the vesting of the second fixed dollar tranche of the fixed dollar-denominated time vesting award ("TVA") received by the reporting person on November 14, 2023. The TVA vests in three equal fixed dollar tranches and can be settled into Class B shares using the fair market value of the Class B shares on the date of vesting of such tranche.

2. The Company withheld Class B shares to satisfy the tax withholding obligation for the tranche of the reporting person's TVA that vested on November 14, 2025.

3. Represents the Class B shares received by the reporting person upon the vesting of the third fixed dollar tranche of the TVA received by the reporting person on November 15, 2022. The TVA vests in three equal fixed dollar tranches and can be settled into Class B shares using the fair market value of the Class B shares on the date of vesting of such tranche.

4. The Company withheld Class B shares to satisfy the tax withholding obligation for the tranche of the reporting person's TVA that vested on November 15, 2025.

5. Represents the Class B shares received by the reporting person upon the vesting of the initial fixed dollar tranche of the TVA received by the reporting person on November 12, 2024. The TVA vests in three equal fixed dollar tranches and can be settled into Class B shares using the fair market value of the Class B shares on the date of vesting of such tranche.

6. Reflects equivalent shares held in Moog Inc. Retirement Savings Plan as of the most recent report to participants.

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 restricted stock unit (RSU) represents a contingent right to receive one share of Moog Inc.'s Class B common stock.

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

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

Remarks:

	/s/ Eric Moss, as Power of Attorney for Mark D. Graczyk	11/18/2025
	** 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.

FAQ

What did Moog (MOG) executive Mark D. Graczyk report on this Form 4?

Mark D. Graczyk, a vice president of Moog Inc., reported vesting of fixed dollar time vesting awards in Class B common stock, related tax share withholdings, and his updated holdings of shares, restricted stock units, and stock appreciation rights.

How many Moog Class B shares does the reporting person own after the transactions?

Following the reported transactions, Mark D. Graczyk directly owned 2,291 Class B common shares and held the equivalent of 1,127 Class B shares indirectly through the Moog Inc. Retirement Savings Plan.

What equity awards vested for the Moog vice president in November 2025?

The filing shows vesting of several fixed dollar-denominated time vesting awards, which were settled into Class B shares on November 14 and 15, 2025. These tranches came from awards originally granted on November 14, 2023, November 15, 2022, and November 12, 2024.

How were taxes handled on the Moog equity award vestings?

For the tranches that vested on November 14 and 15, 2025, the company withheld Class B shares at a price of $214.98 per share to satisfy the reporting person’s tax withholding obligations.

What restricted stock units (RSUs) does the Moog executive hold?

The reporting person holds 1,149 restricted stock units (RSUs) granted under the Moog Inc. 2025 Long Term Incentive Plan. 33.33% of these RSUs will vest on each of November 15, 2026, November 15, 2027, and November 15, 2028, and each RSU represents a right to receive one Class B share.

What stock appreciation rights (SARs) are reported for the Moog vice president?

The filing lists several stock appreciation rights (SARs) granted under the Moog Inc. 2014 Long Term Incentive Plan with exercise prices of $82.31, $80.19, $85.95, $73.39, and $83 per share. These SAR grants become exercisable ratably over three years beginning on the first anniversary of their grant dates.

What are the Moog tickers mentioned in the Form 4?

The filing identifies the issuer as Moog Inc. with tickers MOGA and MOGB for its equity securities.