Woodward (WWD) EVP and COO Cromwell granted 2,490 RSUs, 474 shares withheld for taxes

Rhea-AI Filing Summary

Woodward, Inc. executive Thomas G. Cromwell, EVP and COO, reported equity compensation activity in company stock. On February 10, 2026, he acquired 2,490 shares of Woodward common stock at $0.00 per share in connection with a grant of restricted stock units (RSUs). The RSUs vest 34% on February 10, 2027, with the remaining 33% vesting on each of the next two anniversaries, and each vested RSU converts into one share of common stock plus any dividend-equivalent shares. On the same date, 474 shares were disposed of through shares withheld by Woodward to cover tax withholding for a prior RSU vesting, rather than sold on the market. After these transactions, Cromwell directly beneficially owns 17,151 shares of Woodward common stock and indirectly holds 490 shares through the Woodward Retirement Savings Plan based on a calculation as of February 9, 2026.

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
Estimated average burden
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).

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)
02/10/2026

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	02/10/2026		A		2,490(1)	A	$0.00	17,625	D
Woodward, Inc. Common Stock	02/10/2026		F(2)		474	D	$391.53	17,151	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 reporting person was granted an award of Restricted Stock Units ("RSUs"). RSUs vest at a rate of 34% of the award on February 10, 2027 and 33% each one-year anniversary thereafter. Upon vesting, the reporting person will receive one share of Woodward, Inc. Common Stock per RSU granted, as well as certain additional shares to be issued in connection with the dividend reinvestment provisions of the Issuer's RSU awards.

2. The shares reported as disposed of were withheld by the Issuer in order to cover withholding taxes in connection with the vesting of RSUs granted to the reporting person in a previous year. These shares were not issued to or sold by the reporting person.

3. The information in this report regarding the number of shares held by the reporting person in the Woodward Retirement Savings Plan is based on a calculation as of February 9, 2026.

	Rebecca L. Dees, by Power of Attorney	02/12/2026
	** 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

What insider transaction did Woodward (WWD) report for EVP and COO Thomas G. Cromwell?

Woodward reported that EVP and COO Thomas G. Cromwell acquired 2,490 shares of common stock at $0.00 per share via a restricted stock unit grant. This award reflects equity-based compensation and is subject to multi-year vesting before fully converting into freely held shares.

How do the newly granted RSUs to Woodward (WWD) EVP Thomas G. Cromwell vest?

The RSUs granted to Thomas G. Cromwell vest 34% on February 10, 2027, and 33% on each of the next two yearly anniversaries. Upon vesting, each RSU delivers one Woodward common share plus additional shares tied to dividend reinvestment provisions under the company’s RSU program.

Why were 474 Woodward (WWD) shares disposed of in Thomas G. Cromwell’s Form 4 filing?

The 474 shares were withheld by Woodward to cover withholding taxes related to a prior-year RSU vesting. These shares were not issued to or sold by Cromwell; instead, they were retained by the company solely to satisfy the associated tax obligation on his equity award.

How many Woodward (WWD) shares does Thomas G. Cromwell own after the reported transactions?

After the reported transactions, Thomas G. Cromwell directly beneficially owns 17,151 shares of Woodward common stock. In addition, he indirectly holds 490 shares through the Woodward Retirement Savings Plan, with that plan balance based on a calculation as of February 9, 2026.

What does the Woodward (WWD) Form 4 reveal about Cromwell’s indirect holdings in the retirement plan?

The Form 4 shows Cromwell indirectly holds 490 Woodward shares through the Woodward Retirement Savings Plan. This figure comes from a calculation as of February 9, 2026 and represents plan-based ownership, separate from his directly held common stock reported in the same filing.