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Woodward, Inc. Director's Dealing 2016

May 20, 2016

30412_dirs_2016-05-20_bed115a2-9a03-4974-8547-31db2ec49a24.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Woodward, Inc. (WWD)
CIK: 0000108312
Period of Report: 2016-05-19

Reporting Person: Glass Martin Val (President, Airframe Systems)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2016-05-19 Woodward, Inc. Common Stock M 29000 $18.49 Acquired 85937 Direct
2016-05-19 Woodward, Inc. Common Stock F 23500 $54.50 Disposed 62437 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2016-05-19 Non-Qualified Stock Option (Right to Buy) $18.49 M 29000 Disposed 2016-11-15 Woodward, Inc. Common Stock (29000) Direct

Holdings (Non-Derivative)

Security Shares Ownership
Woodward, Inc. Common Stock 21577.39 Indirect

Footnotes

F1: Total reflects the correction of a clerical error as to the number of shares held.

F2: The information in this report regarding the number of shares held by Mr. Glass in the Woodward Retirement Savings Plan (the "Plan") is based on a calculation as of May 20, 2016 and includes 415.47 shares acquired under the Plan since the date of the reporting person's last Form 4 with Table I reporting.

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.