Moog Proxy and Notice and Access Letter- FY2019 Filed 12 30 2019 - Page 16



COMPENSATION OF DIRECTORS
The aggregate cash remuneration for attending Board and committee meetings for all non-management directors, excluding
reimbursement of out-of-pocket expenses, was $480,000 for fiscal 2019.
During fiscal 2019, stock awards with a grant date fair value of $80,030 were granted to each non-management director under
the 2014 Moog Inc. Long Term Incentive Plan (the “2014 LTI Plan”), which provides that awards in a certain number of underlying
Class A shares or Class B shares may be granted to non-employee directors. Messrs. Gisel, Gundermann, Kayser, Lawrence,
Lipke, and Ms. Reichelderfer each were granted 998 Class B shares.
— 2019 DIRECTOR COMPENSATION* —
Fees Earned or
Paid in Cash
Stock
Awards (1)
All Other
Compensation
Total
William G. Gisel, Jr.
$80,000
$80,030

$160,030
Peter J. Gundermann
$80,000
$80,030

$160,030
Kraig H. Kayser
$80,000
$80,030

$160,030
R. Bradley Lawrence
$80,000
$80,030

$160,030
Brian J. Lipke
$80,000
$80,030

$160,030
Brenda L. Reichelderfer
$80,000
$80,030

$160,030
Name
* Ms. Coletti was not a director of the Company during fiscal 2019.
(1) This column shows the aggregate grant date fair value of Class B shares granted in fiscal 2019. The following table shows
the number of Class B shares granted to each non-employee director during fiscal 2019.
Grant
Date
Common Stock
Number of
Shares Awarded
Market Price
on Grant Date
William G. Gisel, Jr.
11/13/2018
Class B
998
$80.19
Peter J. Gundermann
11/13/2018
Class B
998
$80.19
Kraig H. Kayser
11/13/2018
Class B
998
$80.19
R. Bradley Lawrence
11/13/2018
Class B
998
$80.19
Brian J. Lipke
11/13/2018
Class B
998
$80.19
Brenda L. Reichelderfer
11/13/2018
Class B
998
$80.19
Name
The aggregate number of SARs on Class A and Class B shares held by each non-employee director as of September 28, 2019
was as follows:
SARs on Moog
Class B Shares
SARs on Moog
Class A Shares
William G. Gisel, Jr.
2,500
5,500
Peter J. Gundermann
2,500
9,625
Kraig H. Kayser
2,500
9,625
R. Bradley Lawrence
2,500

Brian J. Lipke
2,500
9,625


Name
Brenda L. Reichelderfer
EXPENSE REIMBURSEMENT
Non-employee directors are reimbursed for travel and other out-of-pocket expenses in the performance of their duties.
INDEMNIFICATION AGREEMENTS
Moog has indemnification agreements with our directors. These agreements provide that directors are covered under our
directors and officers liability insurance, which indemnifies directors to the extent permitted by law and allows for the advance of
funds to directors to cover expenses subject to reimbursement if it is later determined indemnification is not permitted.
14





Powered by


Full screen Click to read
Paperturn flipbook viewer
Search
Overview
Download as PDF
Print
Shopping cart
Full screen
Exit full screen