SMITH A O CORP — Director's Dealing 2017

Apr 17, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: SMITH A O CORP (AOS)
CIK: 0000091142
Period of Report: 2017-04-13

Reporting Person: BROWN RONALD D (Director)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2017-04-13	Restricted Stock Units	$49.83	A	2509	Acquired		Common Stock (2509)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	51896	Direct

Footnotes

F1: On October 5, 2016, the common stock of A. O. Smith Corporation split 2-for1, resulting in the reporting person's ownership of 25,948 additional shares of Common Stock.

F2: Payment of retainer in Restricted Stock Units under the A. O. Smith Nonqualified Deferred Compensation Plan based on the market price of the Common Stock on April 13, 2017.

F3: The Plan permits the participant to defer the receipt of the award, and Mr. Brown has made a deferral.

F4: On October 5, 2016, the common stock of A. O. Smith Corporation split 2-for1, resulting in the reporting person's ownership of 23,202 additional Restricted Stock Units. The Restricted Stock Units 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 235 units of Restricted Stock Units.