SEC Form 4 · accession 0001225208-15-016587
FULLER H B CO · FUL
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
James R Giertz
Officer — Executive VP and CFO
Period of report
Aug 5, 2015
Accepted (ET)
Aug 7, 2015 · 2:59 pm EDT
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 StockF1 | May 6, 2015 | G | 150 | $0.00 | D | 62,587 | D | |
| Common StockF2 | Aug 5, 2015 | M | 31,828 | $20.57 | A | 94,424 | D | |
| Common StockF2 | Aug 5, 2015 | M | 23,971 | $20.93 | A | 118,395 | D | |
| Common StockF3,F2 | Aug 5, 2015 | F | 39,883 | $40.16 | D | 78,512 | D | |
| Common StockF4 | holding | — | — | — | 1,153 | I | By 401(k) Plan |
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 | $20.93 | Aug 5, 2015 | M | 23,971 | D | — | Apr 2, 2018 | Common Stock | 23,971 | 0 | D |
| Employee Stock Option (Right-to-Buy)F5 | $20.57 | Aug 5, 2015 | M | 31,828 | D | — | Dec 3, 2019 | Common Stock | 31,828 | 0 | D |
| Employee Stock Option (Right-to-Buy)F5 | $22.27 | holding | — | — | — | — | Jan 20, 2021 | Common Stock | 28,768 | 28,768 | D |
| Employee Stock Option (Right-to-Buy)F6 | $41.00 | holding | — | — | — | — | Jan 22, 2025 | Common Stock | 28,486 | 28,486 | D |
| Employee Stock Option (Right-to-Buy)F7 | $48.92 | holding | — | — | — | — | Jan 23, 2024 | Common Stock | 22,886 | 22,886 | D |
| Employee Stock Option (Right-to-Buy)F8 | $39.64 | holding | — | — | — | — | Jan 24, 2023 | Common Stock | 22,455 | 22,455 | D |
| Employee Stock Option (Right-to-Buy)F5 | $28.40 | holding | — | — | — | — | Jan 26, 2022 | Common Stock | 28,556 | 28,556 | D |
| Employee Stock Option (Right-to-Buy)F5 | $14.15 | holding | — | — | — | — | Dec 4, 2018 | Common Stock | 47,663 | 47,663 | D |
| Restricted Stock UnitsF9,F10 | $0.00 | holding | — | — | — | — | Jan 22, 2018 | Common Stock | 7,317 | 7,317 | D |
| Restricted Stock UnitsF9,F11 | $0.00 | holding | — | — | — | — | Jan 23, 2017 | Common Stock | 4,588 | 4,588 | D |
Explanation of responses
- F1Shares gifted by reportable person to Concordia University on May 6, 2015.
- F10H.B. Fuller Company 2013 Master Incentive Plan: These restricted stock units vest in three equal annual installments beginning on January 22, 2016.
- F11H.B. Fuller Company 2013 Master Incentive Plan: These restricted stock units vest in three equal annual installments beginning on January 23, 2015.
- F2Amended and Restated Year 2000 Stock Incentive Plan: 62,168 restricted shares were awarded pursuant to H.B. Fuller Company's Amended and Restated Year 2000 Stock Incentive Plan. This amount includes 6,002 restricted shares that vested effective April 2, 2011; 10,974 restricted shares that vested effective December 4, 2011; 13,202 restricted shares that vested in three equal annual installments beginning on December 3, 2010; 11,882 restricted shares that vested in three equal annual installments beginning on January 20, 2012; 11,540 restricted shares that vested in three equal annual installments beginning on January 26, 2013; and 8,568 shares that will vest in three equal annual installments beginning on January 24, 2014. Total amount also includes restricted shares acquired pursuant to a dividend accrual feature of the Amended and Restated Year 2000 Stock Incentive Plan.
- F3Shares delivered by shareholder to pay for tax withholding obligation and exercise price.
- F4401(k) Plan: This amount includes shares and dividends acquired pursuant to the H.B.Fuller Company 401(k) & Retirement Plan.
- F5Amended and Restated Year 2000 Stock Incentive Plan: This option is 100% vested.
- F6H.B. Fuller Company 2013 Master Incentive Plan: This option vests in three equal annual installments beginning on January 22, 2016.
- F7H.B. Fuller Company 2013 Master Incentive Plan: This option vests in three equal annual installments beginning on January 23, 2015.
- F8Amended and Restated Year 2000 Stock Incentive Plan: This option vests in three equal annual installments beginning on January 24, 2014.
- F9H.B. Fuller Company 2013 Master Incentive Plan: These restricted stock units convert into shares of common stock on a 1-for-1 basis.