Was the Woodward (WWD) CEO’s share sale part of a Rule 10b5-1 plan?

Yes. A footnote explains the reported sale was executed under a Rule 10b5-1 trading plan adopted on December 2, 2025. Such plans pre-schedule trades, allowing insiders to sell shares according to preset instructions, helping address concerns about trading on material nonpublic information.

Woodward (WWD) CEO sells 10,000 shares after option exercises

Filing Impact

(Very High)

Filing Sentiment

(Negative)

Form Type

Rhea-AI Filing Summary

Woodward, Inc. Chairman and CEO Charles P. Blankenship reported exercising stock options and selling shares in open-market trades. On March 5–6, 2026, he exercised options covering a total of 10,000 shares of Woodward common stock at exercise prices including $83.24 and $98.34 per share.

Over the same two days, he sold 10,000 shares of Woodward common stock in multiple open-market transactions, under a Rule 10b5-1 trading plan adopted on December 2, 2025, at prices ranging approximately from $369.00 to $386.90 per share. After these transactions, he directly owned 65,854 shares and held an additional 407 shares indirectly through the Woodward Retirement Savings Plan.

Insider Trade Summary

Net Seller: 10,000 shares ($3,797,940)

Net Sell 21 txns

Insider Blankenship Charles P

Role Chairman of the Board and CEO

Sold 10,000 shs ($3.80M)

Type	Security	Shares	Price	Value
Exercise	Non-Qualified Stock Option (Right to Buy)	5,000	$0.00	--
Exercise	Woodward, Inc. Common Stock	5,000	$83.24	$416K
Sale	Woodward, Inc. Common Stock	282	$369.27	$104K
Sale	Woodward, Inc. Common Stock	527	$370.49	$195K
Sale	Woodward, Inc. Common Stock	425	$371.87	$158K
Sale	Woodward, Inc. Common Stock	406	$372.95	$151K
Sale	Woodward, Inc. Common Stock	543	$373.46	$203K
Sale	Woodward, Inc. Common Stock	51	$374.74	$19K
Sale	Woodward, Inc. Common Stock	900	$376.14	$339K
Sale	Woodward, Inc. Common Stock	1,366	$377.16	$515K
Sale	Woodward, Inc. Common Stock	500	$379.46	$190K
Exercise	Non-Qualified Stock Option (Right to Buy)	2,625	$0.00	--
Exercise	Non-Qualified Stock Option (Right to Buy)	2,375	$0.00	--
Exercise	Woodward, Inc. Common Stock	2,625	$98.34	$258K
Exercise	Woodward, Inc. Common Stock	2,375	$83.24	$198K
Sale	Woodward, Inc. Common Stock	457	$382.05	$175K
Sale	Woodward, Inc. Common Stock	969	$383.45	$372K
Sale	Woodward, Inc. Common Stock	1,384	$384.76	$533K
Sale	Woodward, Inc. Common Stock	1,043	$385.28	$402K
Sale	Woodward, Inc. Common Stock	1,147	$386.42	$443K
holding	Woodward, Inc. Common Stock	--	--	--

Holdings After Transaction: Non-Qualified Stock Option (Right to Buy) — 64,091 shares (Direct); Woodward, Inc. Common Stock — 70,854 shares (Direct); Woodward, Inc. Common Stock — 407 shares (Indirect, By Woodward Retirement Savings Plan)

Footnotes (1)

The sale reported by the reporting person was effected pursuant to a Rule 10b5-1 trading plan that was adopted on December 2, 2025. The reporting person executed a trade order through a broker-dealer which resulted in multiple same day, same way open market sales, with prices ranging from $381.66 to $382.65 per share. The reporting person has reported these sales on an aggregate basis using the weighted average price for the transactions. The reporting person undertakes to provide, upon request by the Securities and Exchange Commission staff, the Company or a security holder of the Company, full information regarding the number of shares sold at each separate price. The reporting person executed a trade order through a broker-dealer which resulted in multiple same day, same way open market sales, with prices ranging from $382.91 to $383.80 per share. The reporting person has reported these sales on an aggregate basis using the weighted average price for the transactions. The reporting person undertakes to provide, upon request by the Securities and Exchange Commission staff, the Company or a security holder of the Company, full information regarding the number of shares sold at each separate price. The reporting person executed a trade order through a broker-dealer which resulted in multiple same day, same way open market sales, with prices ranging from $383.91 to $384.83 per share. The reporting person has reported these sales on an aggregate basis using the weighted average price for the transactions. The reporting person undertakes to provide, upon request by the Securities and Exchange Commission staff, the Company or a security holder of the Company, full information regarding the number of shares sold at each separate price. The reporting person executed a trade order through a broker-dealer which resulted in multiple same day, same way open market sales, with prices ranging from $384.94 to $385.75 per share. The reporting person has reported these sales on an aggregate basis using the weighted average price for the transactions. The reporting person undertakes to provide, upon request by the Securities and Exchange Commission staff, the Company or a security holder of the Company, full information regarding the number of shares sold at each separate price. The reporting person executed a trade order through a broker-dealer which resulted in multiple same day, same way open market sales, with prices ranging from $385.96 to $386.90 per share. The reporting person has reported these sales on an aggregate basis using the weighted average price for the transactions. The reporting person undertakes to provide, upon request by the Securities and Exchange Commission staff, the Company or a security holder of the Company, full information regarding the number of shares sold at each separate price. Total includes 25 additional shares and units issued in connection with the dividend reinvestment provisions of the Issuer's RSU awards. The reporting person executed a trade order through a broker-dealer which resulted in multiple same day, same way open market sales, with prices ranging from $369.00 to $369.59 per share. The reporting person has reported these sales on an aggregate basis using the weighted average price for the transactions. The reporting person undertakes to provide, upon request by the Securities and Exchange Commission staff, the Company or a security holder of the Company, full information regarding the number of shares sold at each separate price. The reporting person executed a trade order through a broker-dealer which resulted in multiple same day, same way open market sales, with prices ranging from $370.17 to $371.09 per share. The reporting person has reported these sales on an aggregate basis using the weighted average price for the transactions. The reporting person undertakes to provide, upon request by the Securities and Exchange Commission staff, the Company or a security holder of the Company, full information regarding the number of shares sold at each separate price. The reporting person executed a trade order through a broker-dealer which resulted in multiple same day, same way open market sales, with prices ranging from $371.22 to $372.01 per share. The reporting person has reported these sales on an aggregate basis using the weighted average price for the transactions. The reporting person undertakes to provide, upon request by the Securities and Exchange Commission staff, the Company or a security holder of the Company, full information regarding the number of shares sold at each separate price. The reporting person executed a trade order through a broker-dealer which resulted in multiple same day, same way open market sales, with prices ranging from $372.25 to $373.24 per share. The reporting person has reported these sales on an aggregate basis using the weighted average price for the transactions. The reporting person undertakes to provide, upon request by the Securities and Exchange Commission staff, the Company or a security holder of the Company, full information regarding the number of shares sold at each separate price. The reporting person executed a trade order through a broker-dealer which resulted in multiple same day, same way open market sales, with prices ranging from $373.27 to $373.83 per share. The reporting person has reported these sales on an aggregate basis using the weighted average price for the transactions. The reporting person undertakes to provide, upon request by the Securities and Exchange Commission staff, the Company or a security holder of the Company, full information regarding the number of shares sold at each separate price. The reporting person executed a trade order through a broker-dealer which resulted in multiple same day, same way open market sales, with prices ranging from $374.54 to $375.11 per share. The reporting person has reported these sales on an aggregate basis using the weighted average price for the transactions. The reporting person undertakes to provide, upon request by the Securities and Exchange Commission staff, the Company or a security holder of the Company, full information regarding the number of shares sold at each separate price. The reporting person executed a trade order through a broker-dealer which resulted in multiple same day, same way open market sales, with prices ranging from $375.68 to $376.39 per share. The reporting person has reported these sales on an aggregate basis using the weighted average price for the transactions. The reporting person undertakes to provide, upon request by the Securities and Exchange Commission staff, the Company or a security holder of the Company, full information regarding the number of shares sold at each separate price. The reporting person executed a trade order through a broker-dealer which resulted in multiple same day, same way open market sales, with prices ranging from $376.87 to $377.57 per share. The reporting person has reported these sales on an aggregate basis using the weighted average price for the transactions. The reporting person undertakes to provide, upon request by the Securities and Exchange Commission staff, the Company or a security holder of the Company, full information regarding the number of shares sold at each separate price. The reporting person executed a trade order through a broker-dealer which resulted in multiple same day, same way open market sales, with prices ranging from $378.99 to $379.60 per share. The reporting person has reported these sales on an aggregate basis using the weighted average price for the transactions. The reporting person undertakes to provide, upon request by the Securities and Exchange Commission staff, the Company or a security holder of the Company, full information regarding the number of shares sold at each separate price. 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 March 3, 2026. Options, which expire May 9, 2032, became exercisable as to 25% of the shares on May 9, 2023 and 25% each one-year anniversary thereafter. Options, which expire October 3, 2032, become exercisable as to 25% of the shares on October 3, 2023 and 25% each one-year anniversary thereafter.

Form 4 Insider Transactions: What Each Field Means →

03/09/2026 - 05:06 PM

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^*

Blankenship Charles P

(Last)

(First)

(Middle)

1081 WOODWARD WAY

(Street)

FORT COLLINS

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
X	Officer (give title below)	Other (specify below)
	Chairman of the Board and CEO

3. Date of Earliest Transaction (Month/Day/Year)
03/05/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Woodward, Inc. Common Stock	03/05/2026		M		2,625	A	$98.34	68,454	D
Woodward, Inc. Common Stock	03/05/2026		M		2,375	A	$83.24	70,829	D
Woodward, Inc. Common Stock	03/05/2026		S⁽¹⁾		457	D	$382.05⁽²⁾	70,372	D
Woodward, Inc. Common Stock	03/05/2026		S⁽¹⁾		969	D	$383.45⁽³⁾	69,403	D
Woodward, Inc. Common Stock	03/05/2026		S⁽¹⁾		1,384	D	$384.76⁽⁴⁾	68,019	D
Woodward, Inc. Common Stock	03/05/2026		S⁽¹⁾		1,043	D	$385.28⁽⁵⁾	66,976	D
Woodward, Inc. Common Stock	03/05/2026		S⁽¹⁾		1,147	D	$386.42⁽⁶⁾	65,829	D
Woodward, Inc. Common Stock	03/06/2026		M		5,000	A	$83.24	70,854⁽⁷⁾	D
Woodward, Inc. Common Stock	03/06/2026		S⁽¹⁾		282	D	$369.27⁽⁸⁾	70,572	D
Woodward, Inc. Common Stock	03/06/2026		S⁽¹⁾		527	D	$370.49⁽⁹⁾	70,045	D
Woodward, Inc. Common Stock	03/06/2026		S⁽¹⁾		425	D	$371.87⁽¹⁰⁾	69,620	D
Woodward, Inc. Common Stock	03/06/2026		S⁽¹⁾		406	D	$372.95⁽¹¹⁾	69,214	D
Woodward, Inc. Common Stock	03/06/2026		S⁽¹⁾		543	D	$373.46⁽¹²⁾	68,671	D
Woodward, Inc. Common Stock	03/06/2026		S⁽¹⁾		51	D	$374.74⁽¹³⁾	68,620	D
Woodward, Inc. Common Stock	03/06/2026		S⁽¹⁾		900	D	$376.14⁽¹⁴⁾	67,720	D
Woodward, Inc. Common Stock	03/06/2026		S⁽¹⁾		1,366	D	$377.16⁽¹⁵⁾	66,354	D
Woodward, Inc. Common Stock	03/06/2026		S⁽¹⁾		500	D	$379.46⁽¹⁶⁾	65,854	D
Woodward, Inc. Common Stock								407	I	By Woodward Retirement Savings Plan⁽¹⁷⁾

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Non-Qualified Stock Option (Right to Buy)	$98.34	03/05/2026		M			2,625	05/09/2023⁽¹⁸⁾	05/09/2032⁽¹⁸⁾	Woodward, Inc. Common Stock	2,625	$0	12,625	D
Non-Qualified Stock Option (Right to Buy)	$83.24	03/05/2026		M			2,375	10/03/2023⁽¹⁹⁾	10/03/2032⁽¹⁹⁾	Woodward, Inc. Common Stock	2,375	$0	69,091	D
Non-Qualified Stock Option (Right to Buy)	$83.24	03/06/2026		M			5,000	10/03/2023⁽¹⁹⁾	10/03/2032⁽¹⁹⁾	Woodward, Inc. Common Stock	5,000	$0	64,091	D

Explanation of Responses:

1. The sale reported by the reporting person was effected pursuant to a Rule 10b5-1 trading plan that was adopted on December 2, 2025.

2. The reporting person executed a trade order through a broker-dealer which resulted in multiple same day, same way open market sales, with prices ranging from $381.66 to $382.65 per share. The reporting person has reported these sales on an aggregate basis using the weighted average price for the transactions. The reporting person undertakes to provide, upon request by the Securities and Exchange Commission staff, the Company or a security holder of the Company, full information regarding the number of shares sold at each separate price.

3. The reporting person executed a trade order through a broker-dealer which resulted in multiple same day, same way open market sales, with prices ranging from $382.91 to $383.80 per share. The reporting person has reported these sales on an aggregate basis using the weighted average price for the transactions. The reporting person undertakes to provide, upon request by the Securities and Exchange Commission staff, the Company or a security holder of the Company, full information regarding the number of shares sold at each separate price.

4. The reporting person executed a trade order through a broker-dealer which resulted in multiple same day, same way open market sales, with prices ranging from $383.91 to $384.83 per share. The reporting person has reported these sales on an aggregate basis using the weighted average price for the transactions. The reporting person undertakes to provide, upon request by the Securities and Exchange Commission staff, the Company or a security holder of the Company, full information regarding the number of shares sold at each separate price.

5. The reporting person executed a trade order through a broker-dealer which resulted in multiple same day, same way open market sales, with prices ranging from $384.94 to $385.75 per share. The reporting person has reported these sales on an aggregate basis using the weighted average price for the transactions. The reporting person undertakes to provide, upon request by the Securities and Exchange Commission staff, the Company or a security holder of the Company, full information regarding the number of shares sold at each separate price.

6. The reporting person executed a trade order through a broker-dealer which resulted in multiple same day, same way open market sales, with prices ranging from $385.96 to $386.90 per share. The reporting person has reported these sales on an aggregate basis using the weighted average price for the transactions. The reporting person undertakes to provide, upon request by the Securities and Exchange Commission staff, the Company or a security holder of the Company, full information regarding the number of shares sold at each separate price.

7. Total includes 25 additional shares and units issued in connection with the dividend reinvestment provisions of the Issuer's RSU awards.

8. The reporting person executed a trade order through a broker-dealer which resulted in multiple same day, same way open market sales, with prices ranging from $369.00 to $369.59 per share. The reporting person has reported these sales on an aggregate basis using the weighted average price for the transactions. The reporting person undertakes to provide, upon request by the Securities and Exchange Commission staff, the Company or a security holder of the Company, full information regarding the number of shares sold at each separate price.

9. The reporting person executed a trade order through a broker-dealer which resulted in multiple same day, same way open market sales, with prices ranging from $370.17 to $371.09 per share. The reporting person has reported these sales on an aggregate basis using the weighted average price for the transactions. The reporting person undertakes to provide, upon request by the Securities and Exchange Commission staff, the Company or a security holder of the Company, full information regarding the number of shares sold at each separate price.

10. The reporting person executed a trade order through a broker-dealer which resulted in multiple same day, same way open market sales, with prices ranging from $371.22 to $372.01 per share. The reporting person has reported these sales on an aggregate basis using the weighted average price for the transactions. The reporting person undertakes to provide, upon request by the Securities and Exchange Commission staff, the Company or a security holder of the Company, full information regarding the number of shares sold at each separate price.

11. The reporting person executed a trade order through a broker-dealer which resulted in multiple same day, same way open market sales, with prices ranging from $372.25 to $373.24 per share. The reporting person has reported these sales on an aggregate basis using the weighted average price for the transactions. The reporting person undertakes to provide, upon request by the Securities and Exchange Commission staff, the Company or a security holder of the Company, full information regarding the number of shares sold at each separate price.

12. The reporting person executed a trade order through a broker-dealer which resulted in multiple same day, same way open market sales, with prices ranging from $373.27 to $373.83 per share. The reporting person has reported these sales on an aggregate basis using the weighted average price for the transactions. The reporting person undertakes to provide, upon request by the Securities and Exchange Commission staff, the Company or a security holder of the Company, full information regarding the number of shares sold at each separate price.

13. The reporting person executed a trade order through a broker-dealer which resulted in multiple same day, same way open market sales, with prices ranging from $374.54 to $375.11 per share. The reporting person has reported these sales on an aggregate basis using the weighted average price for the transactions. The reporting person undertakes to provide, upon request by the Securities and Exchange Commission staff, the Company or a security holder of the Company, full information regarding the number of shares sold at each separate price.

14. The reporting person executed a trade order through a broker-dealer which resulted in multiple same day, same way open market sales, with prices ranging from $375.68 to $376.39 per share. The reporting person has reported these sales on an aggregate basis using the weighted average price for the transactions. The reporting person undertakes to provide, upon request by the Securities and Exchange Commission staff, the Company or a security holder of the Company, full information regarding the number of shares sold at each separate price.

15. The reporting person executed a trade order through a broker-dealer which resulted in multiple same day, same way open market sales, with prices ranging from $376.87 to $377.57 per share. The reporting person has reported these sales on an aggregate basis using the weighted average price for the transactions. The reporting person undertakes to provide, upon request by the Securities and Exchange Commission staff, the Company or a security holder of the Company, full information regarding the number of shares sold at each separate price.

16. The reporting person executed a trade order through a broker-dealer which resulted in multiple same day, same way open market sales, with prices ranging from $378.99 to $379.60 per share. The reporting person has reported these sales on an aggregate basis using the weighted average price for the transactions. The reporting person undertakes to provide, upon request by the Securities and Exchange Commission staff, the Company or a security holder of the Company, full information regarding the number of shares sold at each separate price.

17. 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 March 3, 2026.

18. Options, which expire May 9, 2032, became exercisable as to 25% of the shares on May 9, 2023 and 25% each one-year anniversary thereafter.

19. Options, which expire October 3, 2032, become exercisable as to 25% of the shares on October 3, 2023 and 25% each one-year anniversary thereafter.

	Rebecca L. Dees, by Power of Attorney	03/09/2026
	** 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.

Source: View Original Filing on SEC EDGAR

FAQ

What did Woodward (WWD) CEO Charles Blankenship report in this Form 4?

Charles P. Blankenship reported a combination of option exercises and share sales. He exercised options for 10,000 Woodward shares, then sold 10,000 shares in multiple open-market trades over March 5–6, 2026 under a pre-established Rule 10b5-1 trading plan.

How many Woodward (WWD) shares did the CEO sell, and at what prices?

Blankenship sold 10,000 Woodward common shares in several same-day, same-way open-market transactions. Reported weighted-average sale prices ranged roughly from $369.00 to $386.90 per share, based on broker-executed trades aggregated for reporting, with full price breakdowns available upon regulatory or shareholder request.

How many Woodward (WWD) shares did the CEO acquire through option exercises?

He exercised non-qualified stock options covering 10,000 Woodward shares. These exercises converted derivative securities into common stock at specified exercise prices, including $83.24 and $98.34 per share, as portions of option grants vesting over time and expiring in 2032 per the disclosed vesting schedules.

How many Woodward (WWD) shares does the CEO own after these transactions?

Following the reported trades, Blankenship held 65,854 Woodward common shares directly. In addition, Form 4 data shows he held 407 shares indirectly through the Woodward Retirement Savings Plan, based on plan calculations as of March 3, 2026, reflecting both direct and retirement-plan interests.

What do the multiple price ranges in the Woodward (WWD) Form 4 footnotes mean?

The footnotes state Blankenship placed trade orders that brokers filled in numerous same-day open-market sales within specified price ranges. The Form 4 reports weighted-average prices, and he undertakes to provide exact share counts at each individual price to regulators, the company, or shareholders upon request.