Form 4: Woodward Director Mary Petryszyn Defers Fees into Phantom Stock Units

Woodward, Inc. Director Mary D. Petryszyn has acquired 110.066 phantom stock units by deferring her 2025 director retainer fees, aligning her interests with shareholders.

Summary

• Mary D. Petryszyn, a Director of Woodward, Inc. (WWD), acquired 110.066 phantom stock units.
• The acquisition occurred on July 8, 2025, as a result of deferring her 2025 director retainer fees.
• These phantom stock units were acquired at a price of $249.85 per unit, representing the share price used to convert the deferred fees into units.
• Following this transaction, Ms. Petryszyn beneficially owns a total of 1,078.47 phantom stock units.
• The phantom stock units are part of the Woodward Executive Benefit Plan and are to be settled in 100% common stock on a one-for-one basis upon distribution or separation from the Issuer.

Sentiment

Score: 7

Explanation: The transaction indicates a director's continued commitment and alignment with shareholder interests through equity-based compensation, which is generally viewed positively.

Positives

• Director Mary D. Petryszyn's decision to defer her retainer fees into phantom stock units demonstrates alignment of her financial interests with those of Woodward, Inc. shareholders.
• The investment in phantom stock units under the Woodward Executive Benefit Plan is a standard practice that encourages long-term commitment from directors.

Future Outlook

No forward-looking statements or guidance are provided in this Form 4 filing.

Industry Context

The deferral of director fees into equity-based compensation, such as phantom stock, is a common practice across various industries for aligning the interests of board members with long-term shareholder value. This transaction reflects a standard corporate governance mechanism.

Comparison to Industry Standards

• The practice of deferring director fees into phantom stock units is a common and accepted method of non-cash compensation for board members in publicly traded companies, aligning director interests with shareholder value.
• While specific comparable companies or projects are not detailed, this mechanism is widely used by companies of similar size and industry to Woodward, Inc. to retain and incentivize directors.

Corporate Governance

Related Party Transactions

• This filing details a transaction between a director (Mary D. Petryszyn) and the company (Woodward, Inc.) involving the deferral of director fees into phantom stock units under an established company plan. This is a standard related-party transaction for compensation purposes.

Stakeholder Impact

• Shareholders: The transaction indicates a director's commitment to the company's long-term performance, potentially fostering confidence.

Next Steps

• Phantom stock units are to be settled in 100% common stock on a one-for-one basis at a specified distribution date or upon separation from the Issuer.

Key Dates

Keywords

Woodward Inc., WWD, SEC Form 4, Insider Transaction, Director Compensation, Phantom Stock, Executive Benefit Plan, Equity Compensation, Corporate Governance