Woodward, Inc. — Director's Dealing 2017

Jan 30, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Woodward, Inc. (WWD)
CIK: 0000108312
Period of Report: 2017-01-26

Reporting Person: Fawzy Christopher (VP, Gen Counsel & Corp Sec)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-01-26	Woodward, Inc. Common Stock	M	10400	$32.73	Acquired	13906	Direct
2017-01-26	Woodward, Inc. Common Stock	S	10400	$69.50	Disposed	3506	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2017-01-26	Nonqualified Stock Option (right to buy)	$32.73	M	10400	Disposed	2017-11-16	Woodward, Inc. Common Stock (10400)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Woodward, Inc. Common Stock	2109.24	Indirect

Footnotes

F1: The information in this report regarding the number of shares held by the reporting person in the Woodward Retirement Savings Plan (the "Plan") is based on a calculation as of January 27, 2017 and includes 6.49 shares acquired under the Plan since the date of the reporting person's last Form 4 with Table I reporting.

F2: Options, which expire November 16, 2017, became exercisable as to 25% of the shares on November 16, 2008, and each one-year anniversary thereafter.