Moog Proxy - FY2022 - Host - Flipbook - Page 15
The aggregate number of SARs on Class A and Class B shares held by each non-employee director as of October 1, 2022 was
as follows:
SARs on Moog
Class A Shares
(#)
Name
Janet M. Coletti
SARs on Moog
Class B Shares
(#)
—
—
Donald R. Fishback
23,333
29,836
William G. Gisel, Jr.
4,000
2,500
Peter J. Gundermann
5,500
2,500
Kraig H. Kayser
5,500
2,500
Brian J. Lipke
5,500
2,500
Mahesh Narang
—
—
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.
Deferred Compensation Plan
This plan allows non-employee directors to defer all or part of the director’s cash fees. Directors deferring cash fees must notify
the Company of any changes to the elections to defer fees for a calendar year by the end of the preceding calendar year, with
new directors having 30 days to make such an election. Directors deferring cash fees accrue interest monthly at the average of
the six month Treasury bill rate. Notwithstanding the foregoing, effective for monthly credits beginning in November 2021, the
monthly credit will be based on the sum of (1) the average annual yield curve rates during the applicable month for United States
Treasury Bonds of 5 years maturity, plus (2) 2.50%, divided by 12. During fiscal year 2022, two directors participated in this plan.
The table below shows the amounts deferred for fiscal year 2022.
Name
2022 Cash Fees
Percent Deferred
(%)
Janet M. Coletti
100%
Payment of Deferred
Fees from Prior Years
($)
$
—
Donald R. Fishback
—
—
William G. Gisel, Jr.
100%
—
Peter J. Gundermann
—
—
Kraig H. Kayser
—
—
R. Bradley Lawrence (1)
—
—
Brian J. Lipke
—
—
Mahesh Narang(2)
—
—
Brenda L. Reichelderfer
—
—
(1) Mr. Lawrence retired from the Board immediately prior to the 2022 Annual Meeting.
(2) Mr. Narang was appointed to the Board on August 8, 2022.
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