SEC Form 4 · accession 0001225208-16-030457
FULLER H B CO · FUL
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Steven Kenny
Officer — Senior VP, Emerging Markets
Period of report
Mar 29, 2016
Accepted (ET)
Mar 30, 2016 · 2:39 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 Stock | Mar 29, 2016 | M | 41,708 | $19.85 | A | 74,269 | D | |
| Common Stock | Mar 29, 2016 | M | 30,557 | $20.20 | A | 104,826 | D | |
| Common StockF1,F2 | Mar 29, 2016 | S | 72,265 | $42.235 | D | 32,561 | D |
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)F3 | $19.85 | Mar 29, 2016 | M | 41,708 | D | — | Oct 1, 2019 | Common Stock | 41,708 | 0 | D |
| Employee Stock Option (Right-to-Buy)F3 | $20.20 | Mar 29, 2016 | M | 30,557 | D | — | Oct 1, 2020 | Common Stock | 30,557 | 0 | D |
| Employee Stock Option (Right-to-Buy)F4 | $33.38 | holding | — | — | — | — | Jan 19, 2026 | Common Stock | 29,832 | 29,832 | D |
| Employee Stock Option (Right-to-Buy)F3 | $22.27 | holding | — | — | — | — | Jan 20, 2021 | Common Stock | 28,768 | 28,768 | D |
| Employee Stock Option (Right-to-Buy)F5 | $41.00 | holding | — | — | — | — | Jan 22, 2025 | Common Stock | 22,789 | 22,789 | D |
| Employee Stock Option (Right-to-Buy)F6 | $48.92 | holding | — | — | — | — | Jan 23, 2024 | Common Stock | 16,644 | 16,644 | D |
| Employee Stock Option (Right-to-Buy)F3 | $39.64 | holding | — | — | — | — | Jan 24, 2023 | Common Stock | 18,712 | 18,712 | D |
| Employee Stock Option (Right-to-Buy)F3 | $28.40 | holding | — | — | — | — | Jan 26, 2022 | Common Stock | 25,960 | 25,960 | D |
| Employee Stock Option (Right-to-Buy)F3 | $20.57 | holding | — | — | — | — | Dec 3, 2019 | Common Stock | 28,935 | 28,935 | D |
| Restricted Stock UnitsF7,F8,F9 | $0.00 | holding | — | — | — | — | — | Common Stock | 3,424 | 3,424 | D |
| Restricted Stock UnitsF7,F10 | $0.00 | holding | — | — | — | — | Jan 19, 2019 | Common Stock | 3,425 | 3,425 | D |
| Restricted Stock UnitsF12,F7,F11 | $0.00 | holding | — | — | — | — | Jan 22, 2018 | Common Stock | 3,964 | 3,964 | D |
| Restricted Stock UnitsF14,F7,F13 | $0.00 | holding | — | — | — | — | Jan 23, 2017 | Common Stock | 1,711 | 1,711 | D |
Explanation of responses
- F1The price reported is the weighted average sale price for the transaction reported. The prices received ranged from $41.90 to $42.61. The reporting person will provide to the issuer, a security holder of the issuer, or the SEC staff, upon request, full information regarding the number of shares sold at each price within the range.
- F10H.B. Fuller Company 2013 Master Incentive Plan: These restricted stock units vest in three equal annual installments beginning on January 19, 2017. These restricted stock units make up part of the reporting person's fiscal year 2016 long-term incentive plan grant.
- F11H.B. Fuller Company 2013 Master Incentive Plan: These restricted stock units vest in three equal annual installments beginning on January 22, 2016.
- F12H.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.
- F13H.B. Fuller Company 2013 Master Incentive Plan: These restricted stock units vest in three equal annual installments beginning on January 23, 2015.
- F14H.B. Fuller Company 2013 Master Incentive Plan: These restricted units include stock units acquired pursuant to a dividend equivalent reinvestment feature of H.B. Fuller Company's Amended and Restated Year 2000 Stock Incentive Plan.
- F2Amended and Restated Year 2000 Stock Incentive Plan: Total amount includes shares acquired pursuant to a dividend accrual feature of the Amended and Restated Year 2000 Stock Incentive Plan.
- F3Amended and Restated Year 2000 Stock Incentive Plan: This option is 100% vested.
- F4H.B. Fuller Company 2013 Master Incentive Plan: This option vests in three equal installments beginning on January 19, 2017. This option makes up part of the reporting person's fiscal year 2016 long-term incentive plan grant.
- F5H.B. Fuller Company 2013 Master Incentive Plan: This option vests in three equal annual installments beginning on January 22, 2016.
- F6H.B. Fuller Company 2013 Master Incentive Plan: This option vests in three equal annual installments beginning on January 23, 2015.
- F7H.B. Fuller Company 2013 Master Incentive Plan: These restricted stock units convert into shares of common stock on a 1-for-1 basis.
- F8H.B. Fuller Company 2013 Master Incentive Plan: These restricted stock units vest in three annual installments beginning on January 19, 2017 upon H.B. Fuller achieving return on invested capital at least at the threshold level of performance in each year of the three years of vesting. These restricted stock units make up part of the reporting person's fiscal year 2016 long-term incentive plan grant.
- F9These restricted stock units expire on January 19, 2019.