SMITH A O CORP — Director's Dealing 2016

Jun 1, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: SMITH A O CORP (AOS)
CIK: 0000091142
Period of Report: 2016-05-27

Reporting Person: Martineau Peter R (Senior Vice President - CIO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-05-27	Common Stock	M	2800	$21.558	Acquired	2800	Direct
2016-05-27	Common Stock	M	1000	$22.985	Acquired	3800	Direct
2016-05-27	Common Stock	S	3800	$83.0988	Disposed	0	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-05-27	Employee Stock Options (Right to Buy)	$21.558	M	2800	Disposed	2021-02-07	Common Stock (2800)	Direct
2016-05-27	Employee Stock Options (Right to Buy)	$22.985	M	1000	Disposed	2022-02-13	Common Stock (1000)	Direct

Footnotes

F1: The employee stock options were granted on 02/07/2011 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 02/07/2012.

F2: 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.