SEC Form 4 · accession 0000091142-19-000015
SMITH A O CORP · AOS
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Ajita G Rajendra
Officer — Chairman, President & CEO
Period of report
Feb 8, 2019
Accepted (ET)
Feb 12, 2019 · 3:27 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000091142
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Jun 4, 2019 | G | 15,614 | $0.00 | D | 285,404 | D | |
| Common StockF2 | Feb 8, 2019 | A | 30,840 | $48.72 | A | 316,244 | D | |
| Common Stock | Feb 8, 2019 | F | 14,284 | $48.72 | D | 301,960 | D | |
| Common Stock | holding | — | — | — | 35,947 | I | Held by Spouse |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF2 | $48.72 | Feb 8, 2019 | M | 30,840 | D | — | — | Common Stock | 30,840 | 39,425 | D |
| Restricted Stock UnisF3 | $49.42 | Feb 11, 2019 | A | 25,295 | A | — | — | Common Stock | 25,295 | 64,720 | D |
| Employee Stock Options (Right to Buy)F4 | $49.42 | Feb 11, 2019 | A | 115,440 | A | — | Feb 11, 2029 | Common Stock | 115,440 | 935,120 | D |
Explanation of responses
- F1Gift
- F230,840 Restricted Stock Units were granted on 02/08/2016, under the A. O. Smith Combined Incentive Compensation Plan, a transaction excempt under Rule 16b-3. 30,840 Restricted Stock Units vested on 02/08/2019. As a result of vesting, the Company is obligated to deliver 30,840 shares of Common Stock to the reporting person.
- F3The restricted stock units were granted on 02/11/2019 under the A. O. Smith Combined Incentive Compensation Plan, a transaction exempt under Rule 16b-3. The restricted stock units become payable in Common Stock on the vesting date of 02/11/2022.
- F4The employee stock options were granted on 02/11/2019 under the A. O. Smith Combined Incentive Compensation Plan, a transaction exempt under Rule 16b-3. The options become exercisable in three annual installments of 1/3 of the award starting on 02/11/2020.