Moog (NYSE: MOG) CFO exercises SARs, increases Class B equity stake

Rhea-AI Filing Summary

MOOG INC. CFO Jennifer Walter exercised 1,000 stock appreciation rights at an exercise price of $71.648 per share into 1,000 shares of Class B common stock on March 9, 2026. To cover tax obligations, 619 Class B shares valued at $343.39 per share were withheld, leaving a net issuance of 381 shares from this exercise.

After these transactions, she holds 14,294 Class B shares directly and an additional 770 Class B shares indirectly through a 401(k)/retirement savings plan. She also retains multiple outstanding SAR awards over Class B common stock and 1,532 restricted stock units, each RSU representing one share and scheduled to vest in three equal installments in 2026, 2027, and 2028.

Insights

Equity compensation analyst

Routine equity compensation exercise with tax withholding; no open-market trades reported.

CFO Jennifer Walter exercised 1,000 stock appreciation rights into Class B common shares at an exercise price of $71.648. The filing shows this as a standard compensation-related event rather than a discretionary market purchase.

Of the shares generated, 619 were withheld at a fair market value of $343.39 per share to satisfy tax obligations, a non-market disposition that does not reflect a directional view on the stock. Net, she received 381 additional Class B shares and now directly holds 14,294 Class B shares plus indirect retirement-plan shares.

Derivative data indicates she still has several SAR grants outstanding, with exercise prices between $73.39 and $85.95 and expirations through 2031, as well as 1,532 RSUs tied to future vesting dates from 2026 to 2028. This suggests continuing long-term equity exposure through unexercised awards and unvested units.

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
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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^*

Walter Jennifer

(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)
	CFO

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	14,913(1)	D
Class B Common	03/09/2026		F		619(2)	D	$343.39	14,294	D
Class A Common								4,604	D
Class B Common(3)								770	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	03/09/2026		M			1,000	(5)	11/15/2026	Class B Common	1,000	$0	1,000	D
SAR(4)	$82.31							(5)	11/14/2027	Class B Common	1,611		1,611	D
SAR(4)	$80.19							(5)	11/13/2028	Class B Common	1,741		1,741	D
SAR(4)	$85.95							(5)	11/12/2029	Class B Common	11,323		11,323	D
SAR(4)	$73.39							(5)	11/17/2030	Class B Common	7,611		7,611	D
SAR(4)	$83							(5)	11/16/2031	Class B Common	6,539		6,539	D
RSU(6)	(7)							(6)	(6)	Class B Common	1,532		1,532	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 (381). 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 Jennifer Walter	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.
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FAQ

What did Moog (MOG) CFO Jennifer Walter do in this Form 4 filing?

Moog CFO Jennifer Walter exercised 1,000 stock appreciation rights into 1,000 Class B shares at an exercise price of $71.648. To cover taxes, 619 shares at $343.39 were withheld, leaving her with 381 net new shares and increased direct ownership.

How many Moog (MOG) Class B shares does the CFO hold after the reported transactions?

After the transactions, the CFO directly holds 14,294 shares of Moog Class B common stock. She also has 770 Class B shares indirectly through a 401(k)/retirement savings plan, plus additional exposure through outstanding SAR awards and 1,532 restricted stock units.

Were there any open-market stock sales or purchases by Moog (MOG) CFO in this Form 4?

The Form 4 shows no open-market stock purchases or sales by the CFO. The only disposition involved 619 Class B shares withheld at $343.39 each to satisfy tax obligations related to exercising stock appreciation rights, a standard non-market tax-withholding transaction.

What equity awards does the Moog (MOG) CFO still hold after this Form 4?

The CFO retains several SAR grants over Class B common stock with exercise prices between $73.39 and $85.95, expiring from 2027 to 2031. She also holds 1,532 restricted stock units, each convertible into one Class B share, vesting in equal parts in 2026, 2027, and 2028.

How were the shares from Moog (MOG) CFO’s SAR exercise calculated and taxed?

The number of shares from the SAR exercise is based on 1,000 SARs multiplied by the difference between the $343.39 fair market value and the $71.648 exercise price. Additional shares from this value were then withheld to satisfy the company’s tax withholding obligations, reducing net shares issued.