Woodward Insider Adds 1,078 Phantom Units via 2025 Fee Deferral

Rhea-AI Filing Summary

On July 8, 2025, Woodward, Inc. (WWD) director Mary D. Petryszyn elected to defer her 2025 board retainer under the company’s Executive Benefit Plan, receiving 110.066 phantom stock units (Form 4, transaction code “A”). The units were credited at a reference price of $249.85 and will convert to common stock on a one-for-one basis at the chosen distribution date or upon separation from the company. After the allocation, the director’s total deferred position is 1,078.47 phantom units, held directly.

The filing reflects a routine compensation deferral rather than an open-market purchase or sale, so it does not alter the company’s share count or liquidity. While modest in size relative to Woodward’s capitalization, the move slightly increases insider equity alignment by tying additional compensation to share performance.

Positive

• Increased insider alignment: Director chose to invest 2025 fees into 110.066 phantom stock units, raising total deferred holdings to 1,078.47 units.

Negative

• None.

Insights

Financial Analyst

TL;DR: Routine director fee deferral; negligible financial impact, mild alignment signal.

This Form 4 discloses that Ms. Petryszyn converted roughly $27 k of 2025 retainer fees into 110 phantom units, boosting her deferred stake to 1,078 units. No cash outlay or market transaction occurred, and the amount is immaterial (<0.001% of shares outstanding). Because phantom stock settles in common shares, the action modestly links compensation to shareholder returns, but it does not indicate an active bullish stance. Overall, the event is neutral for valuation and trading dynamics.

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

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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^*

Petryszyn Mary D

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
07/08/2025

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

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
Phantom Stock	(1)(2)	07/08/2025		A		110.066		(1)(2)	(1)(2)	Woodward, Inc. Common Stock	110.066	$249.85	1,078.47	D

Explanation of Responses:

1. Represents deferred director retainer fees invested in phantom stock units under the terms of the Woodward Executive Benefit Plan (the "Plan"). Phantom stock units are accrued under the Plan and are to be settled in 100% common stock on a one-for-one basis at the distribution date specified at the time of election, or if earlier, upon separation from the Issuer. The total shown represents the dollar amount of director retainer fees deferred, divided by the then current share price and, therefore, the number of shares reported may fluctuate from period to period.

2. Pursuant to an election made by Ms. Petryszyn to defer her 2025 director retainer fees pursuant to the Plan, her director retainer fee was invested in phantom stock units on July 8, 2025.

	Rebecca L. Dees, by Power of Attorney	07/09/2025
	** 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

When did Woodward (WWD) report the insider transaction?

The Form 4 lists a transaction date of July 8, 2025 and was filed on July 9, 2025.

What securities did Mary D. Petryszyn acquire?

She acquired 110.066 phantom stock units linked to Woodward common stock.

What price was used to calculate the phantom stock units?

The units were valued at $249.85 per share equivalent under the benefit plan.

How many phantom stock units does the director now hold in total?

Following the transaction, she beneficially owns 1,078.47 phantom stock units.

Does this filing involve an open-market purchase of WWD shares?

No. The change reflects deferred director fees invested in phantom units, not an open-market trade.

What is phantom stock under Woodward’s Executive Benefit Plan?

Phantom units track Woodward’s share price and are settled 1-for-1 in common stock at a future distribution date or upon separation.