SMITH A O CORP — Director's Dealing 2019

May 2, 2019

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: SMITH A O CORP (AOS)
CIK: 0000091142
Period of Report: 2019-05-02

Reporting Person: Dana Paul R (Senior VP Global Operations)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2019-05-02	Common Stock	M	2570	$23.235	Acquired	7535	Direct
2019-05-02	Common Stock	M	6700	$30.765	Acquired	14235	Direct
2019-05-02	Common Stock	S	9010	$52.7579	Disposed	5225	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2019-05-02	Employee Stock Options (Right to Buy)	$23.235	M	2570	Disposed	2024-02-10	Common Stock (2570)	Direct
2019-05-02	Employee Stock Options (Right to Buy)	$30.765	M	6700	Disposed	2025-02-09	Common Stock (6700)	Direct

Footnotes

F1: The price in Column 4 is a weighted average price. The prices actually received ranged from $52.32 to $52.97. The reporting person has provided to the issuer, and will provide to any security holder of the issuer, or the SEC staff, upon request, information regarding the number of shares sold at each price within the range for all transactions reported on this Form 4 utilizing an average weighted price.

F2: The employee stock options were granted on 02/10/2014, 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 02/10/2015.

F3: The employee stock options were granted on 02/09/2015, 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 02/09/2016.