SEC Form 4 · accession 0001209191-19-017040
Woodward, Inc. · WWD
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Thomas A Gendron
Officer — President and CEO · Director
Period of report
Mar 1, 2019
Accepted (ET)
Mar 5, 2019 · 6:59 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000108312
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Woodward, Inc. Common Stock | Mar 1, 2019 | M | 8,500 | $32.04 | A | 234,890 | D | |
| Woodward, Inc. Common StockF2 | Mar 1, 2019 | S | 6,160 | $96.0135 | D | 228,730 | D | |
| Woodward, Inc. Common StockF3 | Mar 1, 2019 | S | 2,340 | $96.6833 | D | 226,390 | D | |
| Woodward, Inc. Common Stock | Mar 4, 2019 | M | 8,500 | $32.04 | A | 234,890 | D | |
| Woodward, Inc. Common StockF4 | Mar 4, 2019 | S | 4,500 | $95.1765 | D | 230,390 | D | |
| Woodward, Inc. Common StockF5 | Mar 4, 2019 | S | 4,000 | $95.785 | D | 226,390 | D | |
| Woodward, Inc. Common Stock | Mar 5, 2019 | M | 8,500 | $32.04 | A | 234,890 | D | |
| Woodward, Inc. Common StockF6 | Mar 5, 2019 | S | 8,500 | $94.8898 | D | 226,390 | D | |
| Woodward, Inc. Common StockF7 | holding | — | — | — | 20,304 | I | Held in the Woodward Retirement Savings Plan |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Nonqualified Stock Option (right to buy)F8 | $32.04 | Mar 1, 2019 | M | 8,500 | D | Oct 1, 2011 | Sep 30, 2020 | Woodward, Inc. Common Stock | 8,500 | 83,510 | D |
| Nonqualified Stock Option (right to buy)F8 | $32.04 | Mar 4, 2019 | M | 8,500 | D | Oct 1, 2011 | Sep 30, 2020 | Woodward, Inc. Common Stock | 8,500 | 75,010 | D |
| Nonqualified Stock Option (right to buy)F8 | $32.04 | Mar 5, 2019 | M | 8,500 | D | Oct 1, 2011 | Sep 30, 2020 | Woodward, Inc. Common Stock | 8,500 | 66,510 | D |
Explanation of responses
- F1The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on September 6, 2018.
- F2The reporting person executed a trade order through a broker-dealer which resulted in multiple same day, same way open market sales, with prices ranging from $95.53 to $96.44 per share. The reporting person has reported these sales on an aggregate basis using the weighted average price for the transactions. The reporting person undertakes to provide, upon request by the Securities and Exchange Commission staff, the Company or a security holder of the Company, full information regarding the number of shares sold at each separate price.
- F3The reporting person executed a trade order through a broker-dealer which resulted in multiple same day, same way open market sales, with prices ranging from $96.53 to $96.95 per share. The reporting person has reported these sales on an aggregate basis using the weighted average price for the transactions. The reporting person undertakes to provide, upon request by the Securities and Exchange Commission staff, the Company or a security holder of the Company, full information regarding the number of shares sold at each separate price.
- F4The reporting person executed a trade order through a broker-dealer which resulted in multiple same day, same way open market sales, with prices ranging from $94.58 to $95.57 per share. The reporting person has reported these sales on an aggregate basis using the weighted average price for the transactions. The reporting person undertakes to provide, upon request by the Securities and Exchange Commission staff, the Company or a security holder of the Company, full information regarding the number of shares sold at each separate price.
- F5The reporting person executed a trade order through a broker-dealer which resulted in multiple same day, same way open market sales, with prices ranging from $95.575 to $96.16 per share. The reporting person has reported these sales on an aggregate basis using the weighted average price for the transactions. The reporting person undertakes to provide, upon request by the Securities and Exchange Commission staff, the Company or a security holder of the Company, full information regarding the number of shares sold at each separate price.
- F6The reporting person executed a trade order through a broker-dealer which resulted in multiple same day, same way open market sales, with prices ranging from $94.47 to $95.28 per share. The reporting person has reported these sales on an aggregate basis using the weighted average price for the transactions. The reporting person undertakes to provide, upon request by the Securities and Exchange Commission staff, the Company or a security holder of the Company, full information regarding the number of shares sold at each separate price.
- F7The 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 February 19, 2019.
- F8Options which expire September 30, 2020 became exercisable as to 25% of the shares on October 1, 2011 and each one-year anniversary thereafter.