Statement of Changes in Beneficial Ownership (4)
November 17 2022 - 5:06PM
Edgar (US Regulatory)
FORM 4
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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).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
Estimated average burden hours per response...
0.5
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
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Walter Jennifer |
2. Issuer Name and Ticker or Trading Symbol
MOOG INC.
[
MOGA/MOGB
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) CFO |
(Last)
(First)
(Middle)
SENECA ST & JAMISON RD |
3. Date of Earliest Transaction
(MM/DD/YYYY)
11/15/2022 |
(Street)
EAST AURORA, NY 14052
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Class B Common | 11/15/2022 | | A(1) | | 1339 | A(1) | $0 (2) | 5163 | D | |
Class B Common | 11/15/2022 | | F(3) | | 684 | D | $85.1701 | 4479 (4) | D | |
Class A Common | | | | | | | | 3413 | D | |
Class B Common (5) | | | | | | | | 852 | I | 401 (k) |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. 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 | 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 of Derivative Security: 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 (6) | $61.69 | | | | | | | (7) | 11/11/2023 | Class A Common | 2000.0 | | 2000 | D | |
SAR (6) | $74.38 | | | | | | | (7) | 11/11/2024 | Class A Common | 2000.0 | | 2000 | D | |
SAR (8) | $63.04 | | | | | | | (7) | 11/17/2025 | Class A Common | 667.0 | | 667 | D | |
SAR (8) | $65.9 | | | | | | | (7) | 11/17/2025 | Class B Common | 1333.0 | | 1333 | D | |
SAR (8) | $71.648 | | | | | | | (7) | 11/15/2026 | Class B Common | 2000.0 | | 2000 | D | |
SAR (8) | $82.31 | | | | | | | (7) | 11/14/2027 | Class B Common | 1611.0 | | 1611 | D | |
SAR (8) | $80.19 | | | | | | | (7) | 11/13/2028 | Class B Common | 1741.0 | | 1741 | D | |
SAR (8) | $85.95 | | | | | | | (7) | 11/12/2029 | Class B Common | 11323.0 | | 11323 | D | |
SAR (8) | $73.39 | | | | | | | (7) | 11/17/2030 | Class B Common | 7611.0 | | 7611 | D | |
SAR (8) | $83.0 | | | | | | | (7) | 11/16/2031 | Class B Common | 6539.0 | | 6539 | D | |
Explanation of Responses: |
(1) | Shares issued pursuant to vesting of performance-based restricted stock units that were granted to the reporting person on November 12, 2019 upon achievement of performance goals under the Moog Inc. 2014 Long Term Incentive Plan. |
(2) | The performance-based restricted stock units were granted under an equity incentive compensation plan maintained by Moog Inc. and therefore the reporting person paid no price for the shares received upon the vesting of the performance-based restricted stock units. |
(3) | Shares withheld for taxes upon the settlement in shares of performance-based restricted stock units previously granted to the reporting person. |
(4) | Reflects 157 shares of Class B Common acquired under the Moog Inc. Employee Stock Purchase Plan on June 30, 2022. |
(5) | Reflects shares held in Moog Inc. Retirement Savings Plan as of the most recent report to participants. |
(6) | Stock Appreciation Rights (SAR) granted under the 2008 Stock Appreciation Rights Plan. |
(7) | SARs become exercisable ratably over three years beginning on the first anniversary from the date of grant. |
(8) | Stock Appreciation Rights (SAR) granted under the Moog Inc. 2014 Long Term Incentive Plan. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Walter Jennifer SENECA ST & JAMISON RD EAST AURORA, NY 14052 |
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| CFO |
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Signatures
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/s/ Christopher P. Donnini, as Power of Attorney for Jennifer Walter | | 11/17/2022 |
**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 control number. |
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