SEC Form 4 · accession 0001225208-18-001817

FULLER H B CO · FUL

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

Reporting owner

Patrick M. Kivits

Officer — Senior VP, EIMEA

Period of report

Jan 25, 2018

Accepted (ET)

Jan 29, 2018 · 6:20 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	holding	—	—		—	1,244	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)^F1	$53.57	Jan 25, 2018	A	16,375	A	Jan 25, 2019	Jan 25, 2028	Common Stock	16,375	16,375	D
Performance Stock Units^F3,F2,F4	$0.00	Jan 25, 2018	A	1,730	A	Jan 25, 2019	Jan 25, 2021	Common Stock	1,730	1,730	D
Restricted Stock Units^F5,F6	$0.00	Jan 25, 2018	A	1,730	A	Jan 25, 2019	Jan 25, 2021	Common Stock	1,730	1,730	D
Employee Stock Option (Right-to-Buy)^F1	$33.38	holding	—	—	—	Jan 19, 2017	Jan 19, 2026	Common Stock	22,374	22,374	D
Employee Stock Option (Right-to-Buy)^F1	$34.43	holding	—	—	—	Oct 1, 2016	Oct 1, 2025	Common Stock	7,207	7,207	D
Employee Stock Option (Right-to-Buy)^F1	$50.10	holding	—	—	—	Jan 26, 2018	Jan 26, 2027	Common Stock	17,772	17,772	D
Performance Stock Option (Right-to-Buy)^F7	$57.70	holding	—	—	—	Jan 31, 2021	Oct 20, 2027	Common Stock	62,552	62,552	D
Performance Stock Units^F8,F2,F4	$0.00	holding	—	—	—	Jan 19, 2017	Jan 19, 2019	Common Stock	888	888	D
Performance Stock Units^F9,F2,F4	$0.00	holding	—	—	—	Jan 26, 2018	Jan 26, 2020	Common Stock	1,927	1,927	D
Restricted Stock Units^F10,F5,F6	$0.00	holding	—	—	—	Jan 19, 2017	Jan 19, 2019	Common Stock	892	892	D
Restricted Stock Units^F10,F5,F6	$0.00	holding	—	—	—	Jan 26, 2018	Jan 26, 2020	Common Stock	4,351	4,351	D
Restricted Stock Units^F10,F5,F6	$0.00	holding	—	—	—	Oct 1, 2016	Oct 1, 2018	Common Stock	645	645	D

Explanation of responses

F1This option vests in three equal annual installments beginning on the date shown.
F10Amount includes restricted stock units acquired pursuant to a dividend equivalent reinvestment feature.
F2These performance stock units convert into shares of common stock on a 1-for-1 basis.
F3Each performance stock unit represents a contingent right to receive one share of H.B. Fuller common stock. Prior to vesting, the number of units subject to the award will be adjusted based on the company's return on invested capital performance for the applicable year. The number of units may increase to as much as 200% or decrease as low as 0% of the initial number of units depending on the level of ROIC performance. The grant amount is shown at a target level of performance.
F4These performance stock units vest in three equal annual installments beginning on the date shown 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.
F5These restricted stock units convert into shares of common stock on a 1-for-1 basis.
F6These restricted stock units vest in three equal annual installments beginning on the date shown.
F7These performance-based non-qualified stock options vest on the date shown contingent upon H.B. Fuller achieving adjusted EBITDA at least at the threshold level of performance.
F8This amount has been adjusted to reflect the increase in number of performance stock units of the original grant based on performance criteria. Amount also includes performance stock units acquired pursuant to a dividend equivalent reinvestment feature.
F9Amount includes performance stock units acquired pursuant to a dividend equivalent reinvestment feature.