8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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FORM 8-K

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CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): March 18, 2024

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A. O. Smith Corporation

(Exact name of registrant as specified in its charter)

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Delaware	1-475	39-0619790
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

11270 West Park Place, Milwaukee, Wisconsin 53224

(Address of principal executive offices, including zip code)

(414) 359-4000

(Registrant’s telephone number)

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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock (par value $1.00 per share)	AOS	New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.02.    Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On March 18, 2024, A. O. Smith Corporation (“A. O. Smith”) announced that Stephen M. Shafer has been named President and Chief Operating Officer of the Company effective March 18, 2024. Mr. Shafer joins A. O. Smith from 3M Company, where he spent over 14 years in various roles, most recently as President of its Automotive and Aerospace Solutions Division. Kevin J. Wheeler, who has been serving as Chairman, President and Chief Executive Officer of the Company, will continue to serve with the title of Chairman and Chief Executive Officer.

Item 9.01        Financial Statements and Exhibits

The following exhibit is being filed herewith:

(99.1)    News Release of A. O. Smith Corporation, dated March 18, 2024

104    Cover Page Interactive Data File (embedded with the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	A. O. SMITH CORPORATION
Date: March 18, 2024	By:	/s/James F. Stern
		James F. Stern
		Executive Vice President, General Counsel and Secretary

EX-99.1

Exhibit 99.1

Media Relations: Mark Petrarca 414-359-4100 mpetrarca@aosmith.com Investor Relations: Helen Gurholt 414-359-4157 hgurholt@aosmith.com

FOR IMMEDIATE RELEASE

March 18, 2024

A. O. Smith Appoints Stephen Shafer President and Chief Operating Officer

Experienced global executive to lead operations

Milwaukee, Wis.— Global water technology company A. O. Smith Corporation (“the Company”) (NYSE: AOS) announced today the appointment of Stephen Shafer as president and chief operating officer, effective March 18, 2024.

In this role, Shafer will lead the company’s global business units, including operations, engineering and IT. “Steve will work with me and our team to drive enhanced performance and continued growth in sales and profitability,” said Kevin Wheeler, chairman and CEO.

Shafer is an accomplished business leader with deep global experience in manufacturing and leading highly innovative businesses. He joined 3M Company in 2010 and has held several positions with increasing levels of responsibility in multiple 3M business units in both the U.S. and China. Most recently, he served as president of the Automotive and Aerospace Solutions Division for 3M Company. Prior to 3M, Steve worked for McKinsey & Company and Ford Motor Company holding various roles focusing on manufacturing, supply chain and operational improvement.

“We are excited to welcome Steve to A. O. Smith, where his strategic business acumen and extensive experience in global operations will prove invaluable as we continue to create value for our customers, employees and shareholders,” said Wheeler.

“Joining A. O. Smith is a great opportunity and I am looking forward to contributing to the continued growth and success of this iconic company. Working closely with the senior leaders in the organization to continue to improve operating performance, while maintaining a strong focus on innovation, safety and quality will be priorities for me,” said Shafer.

Shafer earned his MBA from Harvard Business School and his Bachelor of Science degree in Industrial Engineering from Northwestern University. He resides in Minneapolis, MN and will be relocating to the Milwaukee area.

About A. O. Smith

Celebrating its 150th year of business, A. O. Smith Corporation, headquartered in Milwaukee, Wis., is a global leader applying innovative technology and energy-efficient solutions to products manufactured and marketed worldwide. Listed on the New York Stock Exchange (NYSE: AOS), the Company is one of the world’s leading manufacturers of residential and commercial water heating equipment and boilers, as well as a manufacturer of water treatment products. For more information, visit www.aosmith.com.

SOURCE: A. O. Smith Corporation

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XML

Cover Page	Mar. 18, 2024
Cover [Abstract]
Document Type	8-K
Document Period End Date	Mar. 18, 2024
Entity Registrant Name	A. O. Smith Corporation
Entity Incorporation, State or Country Code	DE
Entity File Number	1-475
Entity Tax Identification Number	39-0619790
Entity Address, Address Line One	11270 West Park Place
Entity Address, City or Town	Milwaukee
Entity Address, State or Province	WI
Entity Address, Postal Zip Code	53224
City Area Code	414
Local Phone Number	359-4000
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock (par value $1.00 per share)
Trading Symbol	AOS
Security Exchange Name	NYSE
Entity Emerging Growth Company	false
Entity Central Index Key	0000091142
Amendment Flag	false