Moog Proxy - FY2022 - Host - Flipbook - Page 40
Name
Type of Payment
Maureen M. Athoe
Severance(1)
Death
($)
$
Disability
($)
Voluntary
Termination
($)
Involuntary
Termination
After a Change
in Control(10)
($)
— $
— $
— $
Salary Continuance(2)
246,348
—
—
—
—
—
STI(3)
241,702
241,702
241,702
—
241,702
241,702
Insurance Coverage(4)
—
—
—
—
17,066
17,066
Other perquisites(5)
—
—
—
—
9,052
9,052
214,113
214,113
214,113
214,113
214,113
214,113
97,952
—
158,956
—
—
491,369
(6)
Option awards
Stock awards(7)
Company transaction
contribution under DC
SERP(8)
Total
— $
Retirement(9)
($)
Involuntary
Termination
Without Cause
($)
—
$
800,115 $
—
455,815 $
—
614,771 $
1,478,085 $
—
214,113 $
—
1,960,018 $
1,478,085
938,024
3,389,411
(1) Severance payments for Messrs. Scannell, Trabert and Roche and Mses. Walter and Athoe under an involuntary termination
due to a change in control would be 36 months and are all reflected in the table above. In the event of an involuntary
termination (no change in control), severance payments for Messrs. Scannell and Trabert and Ms. Athoe would be 36
months and Mr. Roche and Ms. Walter would be 26 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 included in the 2022 Summary Compensation Table on page 24.
(4) Insurance coverage reflects medical premiums paid in fiscal 2022. 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 2022 for club dues and auto expenses are reflected
and outplacement services have been estimated at $7,500.
(6) This is the value of outstanding, in the money SAR awards at October 1, 2022. The value was determined using
September 30, 2022 Class A and Class B market prices and was calculated for the increase in the market price over the
exercise price.
(7) This is the value of outstanding PSU awards at October 1, 2022 that upon termination would either vest and become
payable without performance conditions or would remain outstanding and continue to vest upon performance. The value
was determined using the September 30, 2022 Class B market price and was calculated by multiplying the market price by
shares which would be acquired upon vest. The value provided for Involuntary Termination After a Change in Control only
also includes outstanding TVA awards which would be payable in cash.
(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” for a
more complete discussion of the requirements for eligibility for, and computation of, a “company transaction contribution”
under the DC SERP.
(9) The amounts reported under retirement indicate what the NEO would receive assuming they have met the retirement
eligibility requirements of the STI plan and/or applicable outstanding LTI grant agreements. As of October 1, 2022, certain
NEOs may not have met all of these requirements and, therefore, portions of these amounts would not be payable.
(10) Upon a change in control without termination, the NEO would only receive the amounts provided under Option awards and
Stock awards; all other payments are only payable upon involuntary termination following a change in control.
38