-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, OkVHu1Fv4TJ/4tI93P1HuLYfMtXaYB4qCF7YNOlehwArf+YCHjlSb5/DD7VfkSmd 9tyXZTFZzDMbSj2wlsF7RQ== 0001209191-09-045239.txt : 20090921 0001209191-09-045239.hdr.sgml : 20090921 20090921190152 ACCESSION NUMBER: 0001209191-09-045239 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20090917 FILED AS OF DATE: 20090921 DATE AS OF CHANGE: 20090921 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GENDRON THOMAS A CENTRAL INDEX KEY: 0001113706 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-08408 FILM NUMBER: 091079719 MAIL ADDRESS: STREET 1: 5001 NORTH SECOND STREET CITY: ROCKFORD STATE: IL ZIP: 61111 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: WOODWARD GOVERNOR CO CENTRAL INDEX KEY: 0000108312 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRICAL INDUSTRIAL APPARATUS [3620] IRS NUMBER: 361984010 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 BUSINESS ADDRESS: STREET 1: 5001 N SECOND ST STREET 2: P O BOX 7001 CITY: ROCKFORD STATE: IL ZIP: 61125-7001 BUSINESS PHONE: 8158777441 MAIL ADDRESS: STREET 1: 5001 N SECOND ST STREET 2: PO BOX 7001 CITY: ROCKFORD STATE: IL ZIP: 61125-7001 4 1 doc4.xml FORM 4 SUBMISSION X0303 4 2009-09-17 0 0000108312 WOODWARD GOVERNOR CO WGOV 0001113706 GENDRON THOMAS A 1000 E. DRAKE ROAD FORT COLLINS CO 80525 1 1 0 0 President and CEO Woodward Governor Company Common Stock 2009-09-17 4 M 0 30000 4.125 A 118071 D Woodward Governor Company Common Stock 2009-09-17 4 S 0 900 25.35 D 117171 D Woodward Governor Company Common Stock 2009-09-17 4 S 0 4000 25.355 D 113171 D Woodward Governor Company Common Stock 2009-09-17 4 S 0 1600 25.36 D 111571 D Woodward Governor Company Common Stock 2009-09-17 4 S 0 1500 25.365 D 110071 D Woodward Governor Company Common Stock 2009-09-17 4 S 0 600 25.3675 D 109471 D Woodward Governor Company Common Stock 2009-09-17 4 S 0 1900 25.37 D 107571 D Woodward Governor Company Common Stock 2009-09-17 4 S 0 1100 25.375 D 106471 D Woodward Governor Company Common Stock 2009-09-17 4 S 0 2659 25.3775 D 103812 D Woodward Governor Company Common Stock 2009-09-17 4 S 0 500 25.38 D 103312 D Woodward Governor Company Common Stock 2009-09-17 4 S 0 100 25.385 D 103212 D Woodward Governor Company Common Stock 2009-09-17 4 S 0 100 25.3875 D 103112 D Woodward Governor Company Common Stock 2009-09-17 4 S 0 2600 25.39 D 100512 D Woodward Governor Company Common Stock 2009-09-17 4 S 0 700 25.395 D 99812 D Woodward Governor Company Common Stock 2009-09-17 4 S 0 500 25.3975 D 99312 D Woodward Governor Company Common Stock 2009-09-17 4 S 0 275 25.40 D 99037 D Woodward Governor Company Common Stock 2009-09-17 4 S 0 5500 25.41 D 93537 D Woodward Governor Company Common Stock 2009-09-17 4 S 0 1000 25.415 D 92537 D Woodward Governor Company Common Stock 2009-09-17 4 S 0 600 25.4175 D 91937 D Woodward Governor Company Common Stock 2009-09-17 4 S 0 500 25.42 D 91437 D Woodward Governor Company Common Stock 2009-09-17 4 S 0 500 25.4275 D 90937 D Woodward Governor Company Common Stock 2009-09-17 4 S 0 700 25.43 D 90237 D Woodward Governor Company Common Stock 2009-09-17 4 S 0 300 25.4675 D 89937 D Woodward Governor Company Common Stock 2009-09-17 4 S 0 1666 25.49 D 88271 D Woodward Governor Company Common Stock 2009-09-17 4 S 0 200 25.4925 D 88071 D Nonqualified Employee Stock Option (Right to Buy) 4.125 2009-09-17 4 M 0 30000 0.00 D 2000-11-15 2009-11-15 Woodward Governor Company Common Stock 30000 0 D If unexercised, these options granted to Mr. Gendron in accordance with Rule 16b-3 would expire and terminate on November 15, 2009. The stock options exercised and shares sold were done so pursuant to a 10b5-1 Plan entered into on June 3, 2009 and disclosed by the Company on Form 8-K on June 8, 2009. Options become exercisable at the rate of 25% per year beginning 11/15/2009. Kathleen A. Waelti by Power of Attorney 2009-09-21 EX-24.4_300643 2 poa.txt POA DOCUMENT POWER OF ATTORNEY Know all by these presents, that the undersigned hereby constitutes and appoints each of Vicki T. Ekern and Kathleen A. Waelti signing singly, the undersigned's true and lawful attorney-in-fact to: (1) execute for and on behalf of the undersigned, in the undersigned's capacity as an officer and/or director of Woodward Governor Company (the "Company") Forms 3, 4, and 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934 and the rules thereunder; (2) do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form 3, 4, or 5, complete and execute any amendment or amendments thereto, and timely file such form with the United States Securities and Exchange Commission and any stock exchange or similar authority; and (3) take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact's discretion. The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorney-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned's responsibilities to comply with Section 16 of the Securities Exchange Act of 1934. This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4, and 5 with respect to the undersigned's holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorney-in-fact. IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 14th day of November, 2006. Thomas A. Gendron Signature -----END PRIVACY-ENHANCED MESSAGE-----