SMITH A O CORP — Director's Dealing 2015

Dec 1, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: SMITH A O CORP (AOS)
CIK: 0000091142
Period of Report: 2015-11-30

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-10-26	Common Stock	G	1880	—	Disposed	76685	Direct
2015-11-02	Common Stock	G	30	—	Disposed	76655	Direct
2015-11-09	Common Stock	G	195	—	Disposed	76460	Direct
2015-11-30	Common Stock	M	27900	$13.965	Acquired	104360	Direct
2015-11-30	Common Stock	F	16282	$80.365	Disposed	88078	Direct
2015-11-30	Common Stock	S	4100	$80.3935	Disposed	83978	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2015-11-30	Employee Stock Options (Right to Buy)	$13.965	M	27900	Disposed	2020-02-08	Common Stock (27900)	Direct

Footnotes

F1: Gift

F2: The employee stock options were granted on 02/08/2010 under the A. O. Smith Combined Incentive Compensation Plan, a transaction exempt under Rule 16b-3. The options became exerciable in three annual installments of 1/3 of the award starting on 02/08/2011.