Moog Proxy - FY2022 - Host - Flipbook - Page 48
Directors and Executive Officers
The beneficial ownership of common stock by each director, each of the NEOs and by all directors and officers as a group as of
December 2, 2022 is provided in the following table. Unless otherwise indicated, the persons named have sole voting and
investment power with respect to the securities beneficially owned. Beneficial ownership includes securities which could be
acquired pursuant to currently exercisable SARs, or SARs that become exercisable within 60 days of December 2, 2022. The
percentage of Class A shares or Class B shares owned is based on 29,140,134 Class A shares and 4,465,269 Class B shares
outstanding as of December 2, 2022.
Amount and Nature of Beneficial Ownership
Name of Beneficial Owner
Directors
Shares
Janet M. Coletti
Class A
Common Stock
Equity Awards
Currently
Exercisable
or Exercisable
within
Total
60 days(2)(3)
Shares
Percent
Of
Class
Shares
Class B
Common Stock(1)
Equity Awards
Currently
Exercisable
or Exercisable
within
Total
60 days(2)(3)
Shares
Percent
Of
Class
—
—
—
*
4,557
—
4,557
*
39,470
5,528
44,998
*
10,768
4,591
15,359
*
782
914
1,696
*
8,934
630
9,564
*
3,026
914
3,940
*
7,643
630
8,273
*
Kraig H. Kayser (nominee)
26,652
914
27,566
*
7,643
630
8,273
*
Brian J. Lipke
10,045
914
10,959
*
7,643
630
8,273
*
—
—
—
*
1,204
—
1,204
*
650
—
650
*
7,643
—
7,643
*
56,235
8,293
64,528
*
21,651
14,111
35,762
*
Jennifer Walter
3,413
1,104
4,517
*
6,017
2,230
8,247
*
Patrick J. Roche
12,659
5,528
18,187
*
8,058
5,425
13,483
*
—
—
—
*
5,205
3,645
8,850
*
4,409
1,865
6,274
*
6,723
5,327
12,050
*
158,187
25,974
184,161
*
111,093
37,849
148,942
3.3
Donald R. Fishback(4)
William G. Gisel, Jr.
Peter J. Gundermann
Mahesh Narang (nominee)
Brenda L. Reichelderfer (nominee)
John R. Scannell (nominee)(5)
Named Executive Officers(6)
Mark J. Trabert
Maureen M. Athoe
All directors and executive officers
as a group (15 persons)(7)
*Does not exceed one percent of class.
(1) Class B shares are convertible into Class A shares on a share-for-share basis.
(2) Includes shares related to SARs. The number of shares issuable upon exercise of SARs is calculated for net settlement
based upon the excess of the market price on December 2, 2022 over the exercise price of the SARs.
(3) Excludes PSUs held but not earned as NEOs may not direct the voting of their PSUs. The number and terms of PSUs
awarded to each NEO are provided in greater detail in the Compensation Discussion and Analysis beginning on page 14
and 2022 Grant of Plan-Based Awards table on page 26.
(4) Mrs. Denise Fishback, Mr. Fishback's spouse, is the trustee of various trusts which hold 26,512 of Class A shares, which are
not included in the numbers reported.
(5) Mrs. Eileen Scannell, Mr. Scannell's spouse, is the beneficial owner of 26,057 Class A shares, which are not included in the
numbers reported.
(6) Mr. Scannell is also a NEO. Beneficial ownership information appears under the heading “Directors” above.
(7) “All directors and executive officers as a group” consists of the directors, the NEOs and all other executive officers as of
December 2, 2022. Balances do not include shares held by spouses, or as custodian or trustee for minors, as to which
beneficial interest has been disclaimed.
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