Woodward, Inc. — Director's Dealing 2016

Oct 21, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Woodward, Inc. (WWD)
CIK: 0000108312
Period of Report: 2016-10-19

Reporting Person: HALBROOK JOHN A (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-10-19	Woodward, Inc. Common Stock	M	8200	$18.49	Acquired	336534.999	Direct
2016-10-19	Woodward, Inc. Common Stock	F	1500	$59.21	Disposed	335034.999	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-10-19	Non-Qualified Stock Option (Right to Buy)	$18.49	M	8200	Disposed	2016-11-15	Woodward, Inc. Common Stock (8200)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Woodward, Inc. Common Stock	191893	Indirect
Woodward, Inc. Common Stock	79980	Indirect
Woodward, Inc. Common Stock	102000	Indirect
Woodward, Inc. Common Stock	251681	Indirect

Footnotes

F1: The shares were withheld by the Issuer for tax liability purposes pertaining to the exercise of the stock option.

F2: The Reporting Person beneficially owns 251,681 shares sold in 2011 to The Halbrook Family Irrevocable Trust (the "Halbrook Family Trust Shares"), of which the Reporting Person's children are the beneficiaries and trustees without dispositive power with respect to the Halbrook Family Trust Shares. The Halbrook Family Trust Shares were sold by the Reporting Person in exchange for a promissory note.

F3: Options, which expire November 15, 2016, became exercisable as to 25% of the shares on November 15, 2007, and each one-year anniversary thereafter.