WWD EVP tax-withholding of 381 RSU shares leaves 15,123 owned

Rhea-AI Filing Summary

Insider transaction summary for Woodward, Inc. (WWD): On 10/03/2025, Thomas G. Cromwell, EVP and COO, had 381 shares of Woodward common stock disposed of at a price of $257.72 per share. The filing states these shares were withheld by the issuer to cover withholding taxes tied to the vesting of restricted stock units (RSUs) and were not sold by the reporting person. After the withholding, Mr. Cromwell directly beneficially owned 15,123 shares and indirectly held 490 shares through the Woodward Retirement Savings Plan, using a calculation dated 10/03/2025. The report also notes 27 additional shares/units were included from RSU dividend reinvestment.

Positive

• Withholding was for taxes on RSU vesting, not an open-market sale, indicating no immediate cashing out
• Substantial remaining direct holding of 15,123 shares, showing continued insider ownership alignment
• Dividend reinvestment added 27 shares to the reporting person's holdings

Negative

• Net share count decreased by 381 due to tax withholding on vested RSUs
• Filing shows no new open-market purchases that would increase the reporting person's stake

Insights

Insider Transactions Analyst

Routine tax-withholding reduced the executive's net shares by 381; holdings remain intact.

The disposal of 381 shares at $257.72 reflects withholding to satisfy tax obligations on vested RSUs rather than an open-market sale. Such withholdings are common when equity awards vest and do not change the executive's economic exposure beyond the reduced share count.

Key dependencies are the vesting schedule and future award grants; monitor subsequent filings for any open-market sales or planned trading arrangements within the next 12 months.

Corporate Governance Analyst

Post-transaction ownership still shows meaningful insider alignment with shareholders.

After the withholding, the reporting person holds 15,123 direct shares plus 490 indirect shares in the company plan, indicating continued alignment between management and shareholders. The filing clarifies that 27 shares resulted from dividend reinvestment tied to RSU awards.

Watch for future Form 4s that disclose any voluntary sales or 10b5-1 plan entries within the next several quarters to assess changes in insider alignment.

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

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Cromwell Thomas G

(Last) (First) (Middle)

1081 WOODWARD WAY

(Street)

FORT COLLINS CO 80524

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Woodward, Inc. [ WWD ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
10/03/2025

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
Woodward, Inc. Common Stock	10/03/2025		F(1)		381	D	$257.72	15,123(2)	D
Woodward, Inc. Common Stock								490	I	By Woodward Retirement Savings Plan(3)

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

Explanation of Responses:

1. The shares reported as disposed of were withheld by the Issuer in order to cover withholding taxes in connection with the vesting of restricted stock units ("RSUs"). These shares were not issued to or sold by the Reporting Person.

2. Total includes 27 additional shares and units issued in connection with the dividend reinvestment provisions of the Issuer's RSU awards.

3. 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 October 3, 2025.

	Rebecca L. Dees, by Power of Attorney	10/07/2025
	** 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.
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FAQ

What did Thomas G. Cromwell report on the Form 4 for WWD?

The Form 4 reports 381 shares were disposed of on 10/03/2025 at $257.72 per share as withholding for taxes on vested RSUs; holdings after the transaction are 15,123 direct and 490 indirect shares.

Were the 381 shares sold on the open market for Woodward (WWD)?

No. The filing states the 381 shares were withheld by the issuer to cover withholding taxes and were not issued to or sold by the reporting person.

How many Woodward shares does the reporting person own after the transaction?

The reporting person beneficially owns 15,123 shares directly plus 490 indirect shares held via the Woodward Retirement Savings Plan as of 10/03/2025.

What is the significance of the 27 additional shares mentioned in the filing?

The 27 additional shares/units were issued in connection with the dividend reinvestment provisions of the company's RSU awards and are included in the total reported holding.

Does the Form 4 indicate any 10b5-1 trading plan?

No. The filing does not indicate that the transaction was made pursuant to a 10b5-1 plan; it lists the event as tax withholding on RSU vesting.