SMITH A O CORP — Director's Dealing 2017

May 3, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: SMITH A O CORP (AOS)
CIK: 0000091142
Period of Report: 2017-05-01

Reporting Person: KITA JOHN J (Executive Vice President & CFO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-05-01	Common Stock	M	25000	$17.46	Acquired	104486	Direct
2017-05-01	Common Stock	S	25000	$53.8658	Disposed	79486	Direct
2017-05-01	Common Stock	S	6619	$53.8615	Disposed	72867	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2017-05-01	Employee Stock Options (Right to Buy)	$17.46	M	25000	Disposed	2023-02-11	Common Stock (25000)	Direct

Footnotes

F1: 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.