Woodward, Inc. — Director's Dealing 2018

Aug 13, 2018

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Woodward, Inc. (WWD)
CIK: 0000108312
Period of Report: 2018-08-09

Reporting Person: Preiss Chad Robert (President, Engine Systems)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2018-08-09	Woodward, Inc. Common Stock	M	4812	$18.67	Acquired	21812.387	Direct
2018-08-09	Woodward, Inc. Common Stock	S	4812	$80.7922	Disposed	17000.387	Direct
2018-08-10	Woodward, Inc. Common Stock	M	2188	$18.67	Acquired	19188.387	Direct
2018-08-10	Woodward, Inc. Common Stock	S	2188	$80.3312	Disposed	17000.387	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2018-08-09	Nonqualified Stock Option (Right to buy)	$18.67	M	4812	Disposed	2018-11-24	Woodward, Inc. Common Stock (4812)	Direct
2018-08-10	Nonqualifed Stock Option (right to buy)	$18.67	M	2188	Disposed	2018-11-24	Woodward, Inc. Common Stock (2188)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Woodward, Inc. Common Stock	15149.83	Indirect

Footnotes

F1: The reporting person sold shares in multiple same day, same way open market sales, with prices ranging from $80.75 to $81.00 per share. The reporting person has reported these sales on an aggregate basis using the weighted average price for the sales. The reporting person undertakes to provide, upon request by the Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer, full information regarding the number of shares sold at each separate price.

F2: The reporting person sold shares in multiple same day, same way open market sales, with prices ranging from $80.30 to $80.60 per share. The reporting person has reported these sales on an aggregate basis using the weighted average price for the sales. The reporting person undertakes to provide, upon request by the Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer, full information regarding the number of shares sold at each separate price.

F3: 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 August 9, 2018, and reflects 1.12 fewer shares than what was reported in the reporting person's last Form 4 with Table I
reporting.

F4: Options, which expire November 24, 2018, became exercisable as to 25% of the shares on November 24, 2009 and each one-year anniversary thereafter.