8-K
MOOG INC. (MOG-A)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
November 16, 2022
Date of Report (date of earliest event reported)
MOOG Inc.
(Exact name of registrant as specified in its charter)
| NY | 1-05129 | 16-0757636 | |
|---|---|---|---|
| (State or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) | |
| 400 Jamison Rd | East Aurora, | New York | 14052-0018 |
| (Address of principal executive offices) | (Zip Code) |
(716) 652-2000
Registrant's telephone number, including area code
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
|---|---|---|
| Class A common stock | MOG.A | New York Stock Exchange |
| Class B common stock | MOG.B | New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
☐
| Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
|---|
(c) The Board of Directors has appointed Patrick J. Roche, age 59, to the position of Chief Executive Officer effective February 1, 2023, assuming principal executive responsibilities from John R. Scannell who will continue as non-executive Chairman of the Board. Mr. Roche will report directly to John Scannell and the Board.
A copy of the announcement of Mr. Roche’s appointment is attached as Exhibit 99.1 and is incorporated into this Item 5.02 by reference.
| Item 9.01 | Financial Statements and Exhibits. |
|---|
(d)Exhibits.
| 99.1 | Press release dated November 16, 2022. |
|---|---|
| 104 | Cover Page Interactive Data File (the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document). |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| MOOG INC. | |||
|---|---|---|---|
| Dated: | November 16, 2022 | By: | /s/ Michael J. Swope |
| Name: | Michael J. Swope | ||
| Controller |
Document
Exhibit 99.1
Moog Inc. Announces CEO Transition
Moog Inc. (NYSE: MOG.A and MOG.B) announced today that John Scannell, Chairman and Chief Executive Officer, has announced his intention to retire as CEO effective February 1, 2023. He will continue to serve on Moog’s Board of Directors as Non-Executive Chairman.
Mr. Scannell began his career with Moog in 1990. Prior to serving as Chief Executive Officer, Mr. Scannell held various roles in the company including Chief Operating Officer and Chief Financial Officer.
“On behalf of the entire Moog Board, I would like to thank John for his leadership and commitment to the company,” said Kraig Kayser, long-time Moog Board member. “John has continued the long legacy of driving innovation at Moog, and we are pleased that he will continue to serve as Chairman of the Board.”
Moog’s Board of Directors has appointed Patrick J. Roche to succeed Mr. Scannell as Chief Executive Officer effective February 1, 2023. Mr. Roche is currently Executive Vice President and Chief Operating Officer, a role he assumed in December 2021. Prior to that, Mr. Roche served as President of Moog’s Industrial Systems segment since 2015. He has held various engineering and management positions of increasing responsibility since first joining Moog in 2000.
“It’s been a great privilege to lead this company over the past eleven years. It’s been very rewarding to work alongside talented and dedicated individuals who are committed to Moog’s values and success,” said John Scannell. “Pat is well-positioned as our company’s next Chief Executive Officer. I look forward to Moog’s continued success under Pat’s leadership.”
Moog Inc. is a worldwide designer, manufacturer and integrator of precision control components and systems. Moog’s high-performance systems control military and commercial aircraft, satellites and space vehicles, launch vehicles, missiles, automated industrial machinery, marine and medical equipment. Additional information about the company can be found at www.moog.com.