MOOG INC. — Director's Dealing 2019

May 3, 2019

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MOOG INC. (MOGA/MOGB)
CIK: 0000067887
Period of Report: 2019-05-01

Reporting Person: BURGHARDT R. ERIC (Vice President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2019-05-01	Class A Common	M	4000	$41.82	Acquired	4856	Direct
2019-05-01	Class A Common	F	2539	$93.64	Disposed	2317	Direct
2019-05-01	Class A Common	M	4000	$36.41	Acquired	6317	Direct
2019-05-01	Class A Common	F	2387	$93.64	Disposed	3930	Direct
2019-05-01	Class A Common	M	2000	$61.69	Acquired	5930	Direct
2019-05-01	Class A Common	F	1550	$93.64	Disposed	4380	Direct
2019-05-01	Class A Common	M	2000	$74.38	Acquired	6380	Direct
2019-05-01	Class A Common	F	1729	$93.64	Disposed	4651	Direct
2019-05-01	Class A Common	M	3333	$63.04	Acquired	7984	Direct
2019-05-01	Class A Common	F	2614	$93.64	Disposed	5370	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2019-05-01	SAR	$41.82	M	4000	Disposed	2021-11-30	Class A Common (4000.0)	Direct
2019-05-01	SAR	$36.41	M	4000	Disposed	2022-11-27	Class A Common (4000.0)	Direct
2019-05-01	SAR	$61.69	M	2000	Disposed	2023-11-11	Class A Common (2000.0)	Direct
2019-05-01	SAR	$74.38	M	2000	Disposed	2024-11-11	Class A Common (2000.0)	Direct
2019-05-01	SAR	$63.04	M	3333	Disposed	2025-11-17	Class A Common (3333.0)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Class B Common	1457	Direct
Class B Common	443	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
SAR	$65.9	2025-11-17	Class B Common (6667.0)	6667	Direct
SAR	$71.648	2026-11-15	Class B Common (10000.0)	10000	Direct
SAR	$82.31	2027-11-14	Class B Common (6181.0)	6181	Direct
SAR	$80.19	2028-11-13	Class B Common (6988.0)	6988	Direct

Footnotes

F1: This represents the difference between the number of SARs exercised (4,000) and the number of shares issued as a result of the exercise (1461). 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 ($93.64) and the exercise price ($41.82). Additional shares are then withheld to satisfy the Company's tax withholding obligations.

F2: This represents the difference between the number of SARs exercised (4,000) and the number of shares issued as a result of the exercise (1613). 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 ($93.64) and the exercise price ($36.41). Additional shares are then withheld to satisfy the Company's tax withholding obligations.

F3: This represents the difference between the number of SARs exercised (2,000) and the number of shares issued as a result of the exercise (450). 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 ($93.64) and the exercise price ($61.69). Additional shares are then withheld to satisfy the Company's tax withholding obligations.

F4: This represents the difference between the number of SARs exercised (2,000) and the number of shares issued as a result of the exercise (271). 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 ($93.64) and the exercise price ($74.38). Additional shares are then withheld to satisfy the Company's tax withholding obligations.

F5: This represents the difference between the number of SARs exercised (3,333) and the number of shares issued as a result of the exercise (719). 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 ($93.64) and the exercise price ($63.04). Additional shares are then withheld to satisfy the Company's tax withholding obligations.

F6: Includes 138 shares of Class B Common acquired under the Moog Inc. Employee Stock Purchase Plan on December 31, 2018.

F7: Reflects shares held in Moog Inc. Retirement Savings Plan as of the most recent statement to participants.

F8: Stock Appreciation Right (SAR) granted under the 2008 Appreciation Rights Plan.

F9: SARs become exercisable ratably over three years beginning on the first anniversary from the date of grant.

F10: Stock Appreciation Rights (SAR) granted under the Moog Inc. 2014 Long Term Incentive Plan.