SMITH A O CORP — Director's Dealing 2012

Apr 26, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: SMITH A O CORP (AOS)
CIK: 0000091142
Period of Report: 2012-04-25

Reporting Person: STERN JAMES F (Exec VP, General Counsel & Sec)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-04-25	Common Stock	M	12000	$19.003	Acquired	31637	Direct
2012-04-25	Common Stock	S	100	$47.52	Disposed	31537	Direct
2012-04-25	Common Stock	S	1000	$47.49	Disposed	30537	Direct
2012-04-25	Common Stock	S	1200	$47.50	Disposed	29337	Direct
2012-04-25	Common Stock	S	3500	$47.51	Disposed	25837	Direct
2012-04-25	Common Stock	S	400	$47.52	Disposed	25437	Direct
2012-04-25	Common Stock	S	500	$47.5201	Disposed	24937	Direct
2012-04-25	Common Stock	S	4200	$47.53	Disposed	20737	Direct
2012-04-25	Common Stock	S	100	$47.5325	Disposed	20637	Direct
2012-04-25	Common Stock	S	200	$47.50	Disposed	20437	Direct
2012-04-25	Common Stock	S	200	$47.525	Disposed	20237	Direct
2012-04-25	Common Stock	S	300	$47.51	Disposed	19937	Direct
2012-04-25	Common Stock	S	300	$47.52	Disposed	19637	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-04-25	Employee Stock Options (Right to Buy)	$19.003	M	12000	Disposed	2019-02-09	Common Stock (12000)	Direct

Footnotes

F1: The employee stock options were granted on 02/09/2009 under the A. O. Smith Combined Incentive Compensation Plan, a transaction exempt under Rule 16b-3.