SMITH A O CORP — Director's Dealing 2017

Feb 8, 2017

SEC Form 5 — Annual Statement of Changes in Beneficial Ownership

Issuer: SMITH A O CORP (AOS)
CIK: 0000091142
Period of Report: 2016-12-31

Reporting Person: Ackerman Patricia K (VP, Investor Relations & Treas)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-11-22	Common	G	54	—	Disposed	1642	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Employee Stock Options (Right to Buy)	$0		Common Stock (0)	21406	Direct
Restricted Stock Units	$0		Common Stock (0)	18789	Direct

Footnotes

F1: Gift

F2: On October 5, 2016, the common stock of A. O. Smith Corporation split 2-for1, resulting in the reporting person's ownership of 848 additional shares of Common Stock.

F3: On October 5, 2016, the common stock of A. O. Smith Corporation split 2-for1, resulting in the reporting person's ownership of 10,703 additional Employee Stock Options.

F4: On October 5, 2016, the common stock of A. O. Smith Corporation split 2-for1, resulting in the reporting person's ownership of 9,317 additional Restricted Stock Units. 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 155 Restricted Stock Units.