MOOG INC. — Director's Dealing 2017

Nov 13, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MOOG INC. (MOGA/MOGB)
CIK: 0000067887
Period of Report: 2017-11-08

Reporting Person: AUBRECHT RICHARD A (Director, Vice President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-11-08	Class A Common	M	20500	$36.86	Acquired	66549	Direct
2017-11-08	Class A Common	F	14903	$84.51	Disposed	51646	Direct
2017-11-08	Class A Common	M	20500	$41.82	Acquired	72146	Direct
2017-11-08	Class A Common	F	15486	$84.51	Disposed	56660	Direct
2017-11-08	Class A Common	S	4000	$83.57	Disposed	52660	Direct
2017-11-09	Class A Common	S	4000	$83.72	Disposed	48660	Direct
2017-11-10	Class A Common	S	3999	$82.31	Disposed	44661	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2017-11-08	SAR	$36.86	M	20500	Disposed	2020-11-30	Class A Common (20500.0)	Direct
2017-11-08	SAR	$41.82	M	20500	Disposed	2021-11-30	Class A Common (20500.0)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Class A Common	23205	Indirect
Class B Common	57780	Direct
Class B Common	40566	Indirect
Class B Common	3708	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
SAR	$36.41	2022-11-27	Class A Common (20500.0)	20500	Direct
SAR	$61.69	2023-11-11	Class A Common (10000.0)	10000	Direct
SAR	$74.38	2024-11-11	Class A Common (10000.0)	10000	Direct
SAR	$63.04	2025-11-17	Class A Common (3333.0)	3333	Direct
SAR	$65.9	2025-11-17	Class B Common (6667.0)	6667	Direct
SAR	$71.65	2026-11-15	Class B Common (10000.0)	10000	Direct

Footnotes

F1: This represents the difference between the number of SARs exercised (20,500) and the number of shares issued as a result of the exercise (5,597). The number of shares to be issued under a SAR exercise is determined by multiplying the number of SARs being exercised by the difference between the FMV on the date of exercise ($84.51) and the exercise price ($36.86). Additional shares are then withheld to satisfy the Company's tax withholding obligations.

F2: This represents the difference between the number of SARs exercised (20,500) and the number of shares issued as a result of the exercise (5,014). The number of shares to be issued under a SAR exercise is determined by multiplying the number of SARs being exercised by the difference between the FMV on the date of exercise ($84.51) and the exercise price ($41.82). Additional shares are then withheld to satisfy the Company's tax withholding obligations.

F3: Dr. Aubrecht disclaims any beneficial interest in shares owned by spouse.

F4: Reflects shares held in Moog Inc. Retirement Savings Plan as of the most recent report to participants.

F5: Stock Appreciation Rights (SAR) granted under the 2008 Incentive Stock Option Plan.

F6: SARs become exercisable ratably over three years beginning on the first anniversary from the date of grant.

F7: Stock Appreciation Rights (SAR) granted under the Moog Inc. 2014 Long Term Incentive Plan.