SEC Form 4 · accession 0001225208-15-004421

FULLER H B CO · FUL

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

James Owens

Officer — President and CEO

Period of report

Feb 17, 2015

Accepted (ET)

Feb 18, 2015 · 2:58 pm EST

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0000039368

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock^F1,F2	Feb 17, 2015	S	1,800	$44.2218	D	158,893	D
Common Stock^F3	holding	—	—		—	334	I	By 401(k) Plan
Common Stock^F4	holding	—	—		—	280	I	By Son

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Employee Stock Option (Right-to-Buy)^F5	$22.27	holding	—	—	—	—	Jan 20, 2021	Common Stock	48,331	48,331	D
Employee Stock Option (Right-to-Buy)^F6,F7	$41.00	holding	—	—	—	—	Jan 22, 2025	Common Stock	112,727	112,727	D
Employee Stock Option (Right-to-Buy)^F8	$48.92	holding	—	—	—	—	Jan 23, 2024	Common Stock	79,061	79,061	D
Employee Stock Option (Right-to-Buy)^F9	$39.64	holding	—	—	—	—	Jan 24, 2023	Common Stock	80,697	80,697	D
Employee Stock Option (Right-to-Buy)^F5	$28.40	holding	—	—	—	—	Jan 26, 2022	Common Stock	77,881	77,881	D
Employee Stock Option (Right-to-Buy)^F5	$25.19	holding	—	—	—	—	Jul 7, 2021	Common Stock	15,748	15,748	D
Employee Stock Option (Right-to-Buy)^F5	$19.03	holding	—	—	—	—	Oct 2, 2018	Common Stock	7,385	7,385	D
Employee Stock Option (Right-to-Buy)^F5	$20.57	holding	—	—	—	—	Dec 3, 2019	Common Stock	33,275	33,275	D
Employee Stock Option (Right-to-Buy)^F5	$14.15	holding	—	—	—	—	Dec 4, 2018	Common Stock	47,663	47,663	D
Restricted Stock Units^F6,F7	$0.00	holding	—	—	—	—	Jan 22, 2018	Common Stock	28,792	28,792	D
Restricted Stock Units^F11,F6,F10	$0.00	holding	—	—	—	—	Jan 23, 2017	Common Stock	15,752	15,752	D

Explanation of responses

F1The sale reported in this Form 4 was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on August 6, 2014.
F10H.B. Fuller Company 2013 Master Incentive Plan: These restricted stock units vest in three equal annual installments beginning on January 23, 2015, subject to one or more performance measures being achieved.
F11H.B. Fuller Company 2013 Master Incentive Plan: These restricted units include stock units acquired pursuant to a dividend equivalent reinvestment feature of the H.B. Fuller Company 2013 Master Incentive Plan.
F2Amended and Restated Year 2000 Stock Incentive Plan: 189,261 restricted shares were awarded. Amount includes (i) 84,560 restricted shares that are 100% vested; (ii) 30,794 restricted shares that will vest in three equal annual installments beginning on Jan. 24, 2014, subject to one or more performance measures being achieved; and (iii) 73,907 restricted shares (50% of these shares will vest on January 24, 2016 and 50% will vest on Jan. 24, 2017). Total amount also includes restricted shares acquired pursuant to a dividend accrual feature of the Amended and Restated Year 2000 Stock Incentive Plan.
F3401(k) Plan: This amount includes shares and dividends acquired pursuant to the H.B.Fuller Company 401(k) & Retirement Plan.
F4Held jointly by spouse and son.
F5Amended and Restated Year 2000 Stock Incentive Plan: This option is 100% vested.
F6H.B. Fuller Company 2013 Master Incentive Plan: These restricted stock units convert into shares of common stock on a 1-for-1 basis.
F7H.B. Fuller Company 2013 Master Incentive Plan: These restricted stock units vest in three equal annual installments beginning on January 22, 2016.
F8Amended and Restated Year 2000 Stock Incentive Plan: This option vests in three equal annual installments beginning on January 23, 2015.
F9Amended and Restated Year 2000 Stock Incentive Plan: This option vests in three equal annual installments beginning on January 24, 2014.