SMITH A O CORP — Director's Dealing 2015

Oct 28, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: SMITH A O CORP (AOS)
CIK: 0000091142
Period of Report: 2015-10-27

Reporting Person: BROUWER WILFRIDUS M (President - AOSHBSRL)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-10-27	Common Stock	M	11000	$22.985	Acquired	26685	Direct
2015-10-27	Common Stock	M	4933	$34.923	Acquired	31618	Direct
2015-10-27	Common Stock	S	15933	$73.3847	Disposed	15685	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2015-10-27	Employee Stock Options (Right to Buy)	$22.985	M	11000	Disposed	2022-02-13	Common Stock (11000)	Direct
2015-10-27	Employee Stock Options (Right to Buy)	$34.923	M	4933	Disposed	2023-02-11	Common Stock (4933)	Direct

Footnotes

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

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