SMITH A O CORP — Director's Dealing 2015

Nov 30, 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: Ackerman Patricia K (VP, Investor Relations & Treas)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-11-30	Common Stock	M	1067	$22.985	Acquired	1915	Direct
2015-11-30	Common Stock	M	2267	$34.923	Acquired	4182	Direct
2015-11-30	Common Stock	S	3334	$80.6855	Disposed	848	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2015-11-30	Employee Stock Options (Right to Buy)	$22.985	M	1067	Disposed	2022-02-13	Common Stock (1067)	Direct
2015-11-30	Employee Stock Options (Right to Buy	$34.923	M	2267	Disposed	2023-02-11	Common Stock (2267)	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Restricted Stock Units	$0		Common Stock (0)	8394	Direct

Footnotes

F1: The employee stock options wre granted on 02/13/2012 under the A. O. Smith Combined Incentive Compensation Plan, a transaction exempt under Rule 16b-3. The options become exerciable in three annual installments of 1/3 of the award starting on 02/13/2013.

F2: The employee stock options wre granted on 02/11/2013 under the A. O. Smith Combined Incentive Compensation Plan, a transaction exempt under Rule 16b-3. The options become exerciable in three annual installments of 1/3 of the award starting on 02/11/2014.

F3: The Restricted Stock Units that Patricia K. Ackerman has deferred 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 42 Restricted Stock Units.