SEC FORM 4

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

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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^*

Scannell John

(Last)

(First)

(Middle)

SENECA ST & JAMISON RD

(Street)

EAST AURORA

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
	Officer (give title below)	Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
11/13/2024

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common	11/13/2024		S		1,494⁽¹⁾	D	$220.6823	42,828	D
Class A Common	11/13/2024		S		1,556⁽²⁾	D	$221.2826	41,272	D
Class A Common	11/13/2024		S		950⁽³⁾	D	$222.5852	40,322	D
Class A Common	11/13/2024		S		375⁽⁴⁾	D	$223.4562	39,947	D
Class A Common	11/13/2024		S		125⁽⁵⁾	D	$224.184	39,822	D
Class A Common	11/13/2024		S		150⁽⁶⁾	D	$225.7101	39,672	D
Class A Common	11/13/2024		S		350⁽⁷⁾	D	$226.3577	39,322	D
Class A Common	11/13/2024		S		1,494⁽¹⁾	D	$220.6823	34,352	I	Spouse
Class A Common	11/13/2024		S		1,556⁽²⁾	D	$221.2826	32,796	I	Spouse
Class A Common	11/13/2024		S		950⁽³⁾	D	$222.5852	31,846	I	Spouse
Class A Common	11/13/2024		S		375⁽⁴⁾	D	$223.4562	31,471	I	Spouse
Class A Common	11/13/2024		S		125⁽⁵⁾	D	$224.184	31,346	I	Spouse
Class A Common	11/13/2024		S		150⁽⁶⁾	D	$225.7101	31,196	I	Spouse
Class A Common	11/13/2024		S		350⁽⁷⁾	D	$226.3577	30,846	I	Spouse
Class B Common								32,043	D
Class B Common⁽⁸⁾								3,526	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
SAR⁽⁹⁾	$63.04							⁽¹⁰⁾	11/17/2025	Class A Common	5,000		5,000	D
SAR⁽⁹⁾	$65.9							⁽¹⁰⁾	11/17/2025	Class B Common	10,000		10,000	D
SAR⁽⁹⁾	$71.648							⁽¹⁰⁾	11/15/2026	Class B Common	20,000		20,000	D
SAR⁽⁹⁾	$82.31							⁽¹⁰⁾	11/14/2027	Class B Common	18,543		18,543	D
SAR⁽⁹⁾	$80.19							⁽¹⁰⁾	11/13/2028	Class B Common	27,949		27,949	D
SAR⁽⁹⁾	$85.95							⁽¹⁰⁾	11/12/2029	Class B Common	33,969		33,969	D
SAR⁽⁹⁾	$73.39							⁽¹⁰⁾	11/17/2030	Class B Common	25,130		25,130	D
SAR⁽⁹⁾	$83							⁽¹⁰⁾	11/16/2031	Class B Common	23,352		23,352	D

Explanation of Responses:

1. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $220.21 to $220.98, inclusive. The reporting person undertakes to provide to Moog Inc., any security holder of Moog Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote (1) to this Form 4.

2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $221.03 to $221.95, inclusive. The reporting person undertakes to provide to Moog Inc., any security holder of Moog Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote (2) to this Form 4.

3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $222.05 to $222.94, inclusive. The reporting person undertakes to provide to Moog Inc., any security holder of Moog Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote (3) to this Form 4.

4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $223.12 to $223.975, inclusive. The reporting person undertakes to provide to Moog Inc., any security holder of Moog Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote (4) to this Form 4.

5. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $224.025 to $224.41, inclusive. The reporting person undertakes to provide to Moog Inc., any security holder of Moog Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote (5) to this Form 4.

6. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $225.18 to $226.11, inclusive. The reporting person undertakes to provide to Moog Inc., any security holder of Moog Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote (6) to this Form 4.

7. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $226.11 to $226.55, inclusive. The reporting person undertakes to provide to Moog Inc., any security holder of Moog Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote (7) to this Form 4.

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

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 John R. Scannell	11/15/2024
	** 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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