SEC Form 4 · accession 0001225208-18-007959
FULLER H B CO · FUL
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
John J Corkrean
Officer — Executive VP and CFO
Period of report
Apr 19, 2018
Accepted (ET)
Apr 23, 2018 · 3:39 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 StockF1 | Apr 19, 2018 | P | 3,200 | $52.1484 | A | 8,247 | D | |
| Common StockF2 | Apr 20, 2018 | P | 3,200 | $52.0269 | A | 11,447 | D | |
| Common Stock | Apr 23, 2018 | P | 3,200 | $51.994 | A | 14,647 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Phantom UnitsF3,F4 | $0.00 | Apr 20, 2018 | A | 48 | A | — | — | Common Stock | 48 | 387 | D |
| Employee Stock Option (Right-to-Buy)F5 | $43.48 | holding | — | — | — | May 17, 2017 | May 17, 2026 | Common Stock | 16,672 | 16,672 | D |
| Employee Stock Option (Right-to-Buy)F5 | $50.10 | holding | — | — | — | Jan 26, 2018 | Jan 26, 2027 | Common Stock | 23,696 | 23,696 | D |
| Employee Stock Option (Right-to-Buy)F5 | $53.57 | holding | — | — | — | Jan 25, 2019 | Jan 25, 2028 | Common Stock | 21,834 | 21,834 | D |
| Performance Stock Option (Right-to-Buy)F6 | $57.70 | holding | — | — | — | Jan 31, 2021 | Oct 20, 2027 | Common Stock | 75,062 | 75,062 | D |
| Performance Stock UnitsF7,F8 | $0.00 | holding | — | — | — | Jan 25, 2019 | Jan 25, 2021 | Common Stock | 2,307 | 2,307 | D |
| Performance Stock UnitsF9,F7,F8 | $0.00 | holding | — | — | — | Jan 26, 2018 | Jan 26, 2020 | Common Stock | 1,728 | 1,728 | D |
| Performance Stock UnitsF9,F7,F8 | $0.00 | holding | — | — | — | May 17, 2017 | May 17, 2019 | Common Stock | 1,305 | 1,305 | D |
| Restricted Stock UnitsF12,F10,F11 | $0.00 | holding | — | — | — | — | May 17, 2019 | Common Stock | 7,735 | 7,735 | D |
| Restricted Stock UnitsF10,F13 | $0.00 | holding | — | — | — | Jan 25, 2019 | Jan 25, 2021 | Common Stock | 2,307 | 2,307 | D |
| Restricted Stock UnitsF12,F10,F13 | $0.00 | holding | — | — | — | Jan 26, 2018 | Jan 26, 2020 | Common Stock | 2,796 | 2,796 | D |
| Restricted Stock UnitsF12,F10,F13 | $0.00 | holding | — | — | — | May 17, 2017 | May 17, 2019 | Common Stock | 1,299 | 1,299 | D |
Explanation of responses
- F1The price reported is the weighted average purchase price for the transaction reported. The prices received ranged from $52.12 to $52.15. 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.
- F10These restricted stock units convert into shares of common stock on a 1-for-1 basis.
- F11These restricted stock units vest in three equal annual installments beginning on May 17, 2017.
- F12Amount includes restricted stock units acquired pursuant to a dividend equivalent reinvestment feature.
- F13These restricted stock units vest in three equal annual installments beginning on the date shown.
- F2The price reported is the weighted average purchase price for the transaction reported. The prices received ranged from $52.02 to $52.03. 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.
- F3These units (acquired after 12-31-04) convert into shares of common stock on a 1-for-1 basis.
- F4These units (acquired after 12-31-04) convert into shares of common stock upon the earlier of certain termination events as specified in the Key Employee DeferredCompensation Plan or such earlier date as selected by the participant, subject to holding periods required by law.
- F5This option vests in three equal annual installments beginning on the date shown.
- F6These 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.
- F7These performance stock units convert into shares of common stock on a 1-for-1 basis.
- F8These 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.
- F9This 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.