SMITH A O CORP — Director's Dealing 2021

May 12, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: SMITH A O CORP (AOS)
CIK: 0000091142
Period of Report: 2021-05-11

Reporting Person: Warren David R (Senior VP & President and GM)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-05-11	Common Stock	M	1714	$23.235	Acquired	7808	Direct
2021-05-11	Common Stock	M	3492	$30.765	Acquired	11300	Direct
2021-05-11	Common Stock	M	5710	$31.67	Acquired	17010	Direct
2021-05-11	Common Stock	M	11377	$49.42	Acquired	28387	Direct
2021-05-11	Common Stock	M	8099	$42.39	Acquired	36486	Direct
2021-05-11	Common Stock	S	30392	$70.7879	Disposed	6094	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-05-11	Employee Stock Options (Right to Buy)	$23.235	M	1714	Disposed	2024-02-10	Common Stock (1714)	Direct
2021-05-11	Employee Stock Options (Right to Buy)	$30.765	M	3492	Disposed	2025-02-09	Common Stock (3492)	Direct
2021-05-11	Employee Stock Options (Right to Buy)	$31.67	M	5710	Disposed	2026-02-08	Common Stock (5710)	Direct
2021-05-11	Employee Stock Options (Right to Buy)	$49.42	M	11377	Disposed	2029-02-11	Common Stock (11377)	Direct
2021-05-11	Employee Stock Options (Right to Buy)	$42.39	M	8099	Disposed	2030-02-10	Common Stock (8099)	Direct

Footnotes

F1: The price in Column 4 is a weighted average price. The prices actually received ranged from $70.69 to $70.94. 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.

F4: The employee stock options were granted on 02/08/2016 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 02/08/2017.

F5: The employee stock options were granted on 02/11/2019 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 02/11/2020.

F6: The employee stock options were granted on 02/10/2020 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 02/10/2021.