Small Insider Sale at A.O. Smith: Mark D. Smith Form 4 Details

Rhea-AI Filing Summary

Mark D. Smith, a director of A. O. Smith Corporation (AOS), filed a Form 4 for transactions on 07/29/2025. He sold 2,400 shares of common stock at $71.36, generating roughly $171 thousand in proceeds. After the sale he still directly owns 116,242 common shares and indirectly holds 8,956 shares through his spouse and 6,773 shares in a revocable family trust.

The filing also discloses derivative positions convertible into common stock:

• 3,676 Class A shares held by his spouse
• 270,776 Class A shares held in the same trust

Both derivative holdings are convertible at any time and have no stated expiration date.

The reported sale represents a small fraction of Smith’s overall direct and indirect ownership, leaving his economic exposure largely intact. No other transactions or compensation-related grants are noted. The filing does not include earnings data or company-level fundamentals.

Positive

• Director retains significant ownership (over 116k direct shares plus large derivative and family positions), maintaining alignment with shareholder interests.

Negative

• Insider sale of 2,400 shares at $71.36 may be perceived as a mild negative signal, though size is immaterial.

Insights

Financial Analyst

TL;DR: Minor insider sale (2,400 shares) is immaterial versus 100k+ share stake—signal viewed as neutral.

The disposal equates to roughly 2% of Smith’s directly held shares and an even smaller percentage of his total beneficial ownership when including derivatives and family holdings. Transaction value (~$171k) is modest relative to AOS’s $11 bn market cap. While insider selling can indicate reduced confidence, the small size and continued large stake diminish that read-through. No option exercises or new grants accompany the trade, suggesting routine portfolio diversification rather than a shift in outlook. Overall market impact should be negligible.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
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hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

SMITH MARK D

(Last) (First) (Middle)

A. O. SMITH CORPORATION

11270 WEST PARK PLACE

(Street)

MILWAUKEE WI 53224

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
SMITH A O CORP [ AOS ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
07/29/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	07/29/2025		S		2,400	D	$71.36	116,242	D
Common Stock								8,956	I	Held by spouse
Common Stock								6,773(1)	I	In trust

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Class A Common Stock	$0							(2)	(3)	Common Stock	3,676		3,676	I	Held by Spouse
Class A Common Stock	$0							(2)	(3)	Common Stock	270,776		270,776(1)	I	In trust

Explanation of Responses:

1. The reporting person beneficially owns the shares as settlor of a revocable family trust.

2. Convertible at any time to Common Stock.

3. None.

Remarks:

	James F. Stern, Attorney-in-Fact for Mark D. Smith	07/29/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

How many AOS shares did Mark D. Smith sell on 07/29/2025?

He sold 2,400 common shares at $71.36 each.

What is Mark D. Smith’s direct AOS share ownership after the sale?

He directly owns 116,242 common shares following the transaction.

Does the director hold additional shares indirectly?

Yes, 8,956 shares are held by his spouse and 6,773 shares in a trust.

Are there any derivative securities disclosed?

Yes, the filing lists 3,676 Class A shares (spouse) and 270,776 Class A shares (trust) convertible into common stock.

Is the insider sale considered large relative to his holdings?

No, the 2,400-share sale is a small fraction (≈2%) of his direct stake.