Item 5. Other Information
Item 5. Other Information
During the three months ended June 30, 2026, two officers of the Company entered into trading plans intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) of the Exchange Act (each such trading plan, a "Plan"), as discussed below.
On June 1, 2026 , Thomas Cromwell , Executive Vice President and Chief Operating Officer , entered into a Plan that provides for the sale of up to 2,915 shares of common stock of the Company. Mr. Cromwell’s Plan terminates on March 1, 2027 , for a duration of 274 days .
On June 1, 2026, William Lacey , Executive Vice President and Chief Financial Officer , entered into a Plan that provides for the sale of up to 3,509 shares of common stock of the Company. Mr. Lacey’s Plan terminates on March 1, 2027 , for a duration of 274 days .
During the three months ended June 30, 2026 , no other directors or officers, as defined in Rule 16a-1(f), adopted or terminated a “Rule 10b5-1 trading arrangement” or a “non-Rule 10b5-1 trading arrangement,” each as defined in Item 408 of Regulation S-K.
Item 6. E xhibits
45
Exhibits filed as part of this Report are listed in the Exhibit Index.
WOODWARD, INC.
EXHIBIT INDEX
Exhibit
Number
Description
*
10.1
Third Amended and Restated Credit Agreement, dated as of May 28, 2026, among Woodward, Inc., certain wholly-owned subsidiaries of Woodward, Inc. as borrowers from time to time, the lenders party thereto, Wells Fargo Bank, National Association, as administrative agent, Wells Fargo Securities, LLC, JPMorgan Chase Bank, N.A., Citibank, N.A. and BOFA Securities, Inc., as joint lead arrangers and book runners, HSBC Bank USA, N.A., PNC Bank, National Association, and U.S. Bank National Association, as co-documentation agents, and Bank of America, N.A., Citibank, N.A. and JPMorgan Chase Bank, N.A., as co-syndication agents, filed as Exhibit 10.1 to Current Report on Form 8-K filed May 28, 2026
*
10.2
Term Loan Credit Agreement, dated as of May 28, 2026, among Woodward, Inc., the lenders party thereto, Wells Fargo Bank, National Association, as administrative agent, Wells Fargo Securities, LLC, JPMorgan Chase Bank, N.A. and BOFA Securities, Inc., as joint lead arrangers and book runners, HSBC Bank USA, N.A., PNC Bank, National Association, and U.S. Bank National Association, as co-documentation agents, and Bank of America, N.A. and JPMorgan Chase Bank, N.A., as co-syndication agents, filed as Exhibit 10.2 to Current Report on Form 8-K filed May 28, 2026
*
31.1
Rule 13a-14(a)/15d-14(a) certification of Charles Blankenship, Jr.
*
31.2
Rule 13a-14(a)/15d-14(a) certification of William Lacey
**
32.1
Section 1350 certifications
*
101
The following financial statements from the Company’s Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2026, formatted in Inline XBRL: (i) Condensed Consolidated Balance Sheets, (ii) Condensed Consolidated Statements of Earnings, (iii) Condensed Consolidated Statements of Comprehensive Earnings, (iv) Condensed Consolidated Statements of Cash Flows, (v) Condensed Consolidated Statements of Stockholders’ Equity, and (vi) Notes to Condensed Consolidated Financial Statements.
*
104
Cover page Interactive Data File (embedded within the Inline XBRL document and are contained in Exhibit 101)
* Filed as an exhibit to this Report
** Furnished as an exhibit to this Report
SIGNA TURES
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, thereunto duly authorized.
WOODWARD, INC.
Date: July 30, 2026
/s/ Charles Blankenship, Jr.
Charles Blankenship, Jr.
Chairman of the Board and Chief Executive Officer
(on behalf of the registrant and as the registrant’s Principal Executive Officer)
Date: July 30, 2026
/s/ William Lacey
William Lacey
Chief Financial Officer
(on behalf of the registrant and as the registrant’s Principal Financial and Accounting Officer)
46
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.