Moog Proxy and Notice and Access Letter- FY2019 Filed 12 30 2019 - Page 40



Name
Type of Payment
Trabert
Severance (1)
Death
Voluntary
Termination
Involuntary
Termination
After a Change
in Control
$ 1,353,366



$ 1,353,366
Salary Continuance (2)
$
225,561



STI (3)
$
210,491
210,491

$
210,491
$
210,491
$

Insurance Coverage (4)



$
23,370
$
23,370
Other perquisites (5)



$
13,860
$
13,860
108,527
$
220,830
$
220,830

$
639,801
Stock Option & SAR
awards (6)
$
220,830
Stock awards (7)
$
159,075
$
815,957
Company transaction
contribution under DC
SERP (8)
Total
Athoe
Disability or
Retirement
Involuntary
Termination
Without Cause
(3)
220,830
$


Severance (1)
Salary Continuance (2)
$


$
431,321
$


$ 1,902,413
108,527
$ 1,821,917
$ 4,364,131



$ 1,311,273
$ 1,311,273
$
218,546




$
195,513
195,513

$
195,513
$
195,513
Insurance Coverage (4)



$
21,205
$
21,205
Other perquisites (5)



$
6,012
$
6,012
544,661
$
656,964
$
656,964

$
639,801


$ 1,568,944
544,661
$ 2,190,966
$ 4,399,711
STI
Stock Option & SAR
awards (6)
Stock awards
(7)
Company transaction
contribution under DC
SERP (8)
Total
$
656,964
$
159,075
$
$
$


$ 1,230,097
656,964


$
852,477
$
(1) Severance payments for all NEOs under an involuntary termination due to a change in control would be 36 months, and are
reflected in the table above. In the event of an involuntary termination (no change in control), severance payments for
Mr. Scannell would be 32 months while Messrs. Fishback, Burghardt, Trabert and Ms. Athoe would be 36 months.
(2) Represents payment of base salary for a period of six months to the NEO’s surviving spouse or estate.
(3) For years when there is STI, termination benefits would include those STI payments for all except voluntary termination. STI
is comprised of the Non-Equity Incentive Compensation, and a portion of Stock Awards columns related to the STI included
in the Summary Compensation Table.
(4) For purposes of determining premiums for medical, life and disability coverage, the premiums paid in fiscal 2019 are reflected.
In the event of death, the estate or beneficiary of the officers will receive a life insurance payment pursuant to a plan covering
all employees, subject to a cap of $4,000,000. In the event of disability, the officers are covered under a disability plan for all
employees, which for officers provides up to 70% of pay until normal retirement age.
(5) For purposes of determining other perquisites the amount paid in fiscal 2019 for club dues and auto expenses are reflected
and outplacement services have been estimated at $5,000.
(6) This is the value of outstanding, in the money stock option and SAR awards at September 28, 2019. The value was determined
using September 27, 2019 Class A and Class B market prices. For stock options, the value was calculated by multiplying the
market price by shares which can be acquired assuming all such options were exercised less the exercise price of the option.
For SARs, the value was calculated for the increase in the market price over the exercise price.
(7) This is the value of outstanding PSU awards at September 28, 2019 that would vest and become payable without performance
conditions upon termination. The value was determined using September 27, 2019 Class A and Class B market prices and
was calculated by multiplying the market price by shares which would be acquired upon vest.
(8) Pursuant to the terms of the DC SERP, Mr. Trabert and Ms. Athoe would each be eligible to receive a “company transaction
contribution” upon their “involuntary termination from employment” following the occurrence of a “company transaction” (as
those terms are defined in the First Amendment to the DC SERP). See “Moog Inc. Supplemental Retirement Plans” above for
a more complete discussion of the requirements for eligibility for, and computation of, a “company transaction contribution”
under the DC SERP.
38

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