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SMITH A O CORP Director's Dealing 2014

Apr 8, 2014

30593_dirs_2014-04-08_4915fba0-4f47-4785-9bbd-a83bec46107b.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: SMITH A O CORP (AOS)
CIK: 0000091142
Period of Report: 2014-04-07

Reporting Person: WOLF IDELLE K (Director)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2014-04-07 Common Stock A 2432 $45.235 Acquired 32842 Direct

Holdings (Derivative)

Security Exercise Price Expiration Underlying Shares Ownership
Restricted Stock Units $0 Common Stock (0) 4306 Direct

Footnotes

F1: Payment of portion of retainer in stock under the A. O. Smith Corporation Directors' Compensation Plan based on the market price of the Common Stock on April 7, 2014.

F2: The Plan permits the participant to defer the receipt of the award and Ms. Wolf has made a deferral.

F3: On May 15, 2013, the common stock of A. O. Smith Corporation split 2-for1, resulting in the reporting person's ownership of 2,128 additional Restricted Stock Units. The Restricted Stock Units receive a quarterly dividend pursuant to a dividend reinvestment feature of the A. O. Smith Nonqualified Deferred Compensation Plan. The total amount of dividends received was 50 units of Restricted Stock Units.