SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
  
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Kaye Mark

(Last) (First) (Middle)
7 WORLD TRADE CENTER
250 GREENWICH STREET

(Street)
NEW YORK NY 10007

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
MOODYS CORP /DE/ [ MCO ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
EVP & Chief Financial Officer
3. Date of Earliest Transaction (Month/Day/Year)
08/07/2023
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 08/07/2023 S 3,832 D $341.1006(1) 4,447 D
Common Stock 08/07/2023 M 1,741 A $173.58 6,188 D
Common Stock 08/07/2023 S 1,741 D $341.2168(2) 4,447 D
Common Stock 08/07/2023 M 3,470 A $280.42 7,917 D
Common Stock 08/07/2023 S 3,470 D $340.8805(3) 4,447 D
Common Stock 08/07/2023 M 714 A $277.05 5,161 D
Common Stock 08/07/2023 S 714 D $341.04 4,447 D
Common Stock 08/07/2023 M 3,857 A $276.84 8,304 D
Common Stock 08/07/2023 S 3,857 D $340.8141(4) 4,447 D
Common Stock 08/07/2023 M 1,544 A $325.99 5,991 D
Common Stock 08/07/2023 S 1,544 D $340.89 4,447 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Option (right to buy) $173.58 08/07/2023 M 1,741 02/25/2020 02/25/2029 Common Stock 1,741 $0 0 D
Employee Stock Option (right to buy) $280.42 08/07/2023 M 3,470 02/20/2021 02/20/2030 Common Stock 3,470 $0 0 D
Employee Stock Option (right to buy) $277.05 08/07/2023 M 714 07/01/2021 07/01/2030 Common Stock 714 $0 0 D
Employee Stock Option (right to buy) $276.84 08/07/2023 M 3,857 02/22/2022 02/22/2031 Common Stock 3,857 $0 0 D
Employee Stock Option (right to buy) $325.99 08/07/2023 M 1,544 02/17/2023 02/17/2032 Common Stock 1,544 $0 0 D
Explanation of Responses:
1. The price reported in Column 4 is a weighted average sales price. The shares were sold in multiple transactions at prices ranging from $341.080 - $341.195. The Reporting Person will provide upon request, to the SEC, the Issuer or security holder of the Issuer, full information regarding the number of shares sold at each separate price.
2. The price reported in Column 4 is a weighted average sales price. The shares were sold in multiple transactions at prices ranging from $341.170 - $341.280. The Reporting Person will provide upon request, to the SEC, the Issuer or security holder of the Issuer, full information regarding the number of shares sold at each separate price.
3. The price reported in Column 4 is a weighted average sales price. The shares were sold in multiple transactions at prices ranging from $340.8701 - $341.060. The Reporting Person will provide upon request, to the SEC, the Issuer or security holder of the Issuer, full information regarding the number of shares sold at each separate price.
4. The price reported in Column 4 is a weighted average sales price. The shares were sold in multiple transactions at prices ranging from $340.8001 - $340.990. The Reporting Person will provide upon request, to the SEC, the Issuer or security holder of the Issuer, full information regarding the number of shares sold at each separate price.
Remarks:
Elizabeth McCarroll by power of attorney for Mark Kaye 08/08/2023
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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