SEC Form 4 · accession 0001225208-18-009554
FULLER H B CO · FUL
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
A later amendment supersedes this filing — read the amendment. The figures below are kept as originally reported (version chain, not an overwrite).
Reporting owner
John J Corkrean
Officer — Executive VP and CFO
Period of report
May 17, 2018
Accepted (ET)
May 18, 2018 · 4:05 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 | May 17, 2018 | M | 3,818 | $52.14 | A | 18,465 | D | |
| Common Stock | May 17, 2018 | M | 756 | $52.14 | A | 19,221 | D | |
| Common Stock | May 17, 2018 | M | 644 | $52.14 | A | 19,865 | D | |
| Common StockF1 | May 17, 2018 | F | 198 | $52.14 | D | 19,667 | D | |
| Common StockF2 | May 17, 2018 | F | 233 | $52.14 | D | 19,434 | D | |
| Common StockF3 | May 17, 2018 | F | 1,169 | $52.14 | D | 18,265 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Performance Stock UnitsF6,F4,F5 | $0.00 | May 17, 2018 | M | 756 | D | May 17, 2017 | May 17, 2019 | Common Stock | 756 | 553 | D |
| Restricted Stock UnitsF9,F7,F8 | $0.00 | May 17, 2018 | M | 3,818 | D | — | May 17, 2019 | Common Stock | 3,818 | 3,940 | D |
| Restricted Stock UnitsF9,F7,F10 | $0.00 | May 17, 2018 | M | 644 | D | May 17, 2017 | May 17, 2019 | Common Stock | 644 | 659 | D |
| Employee Stock Option (Right-to-Buy)F11 | $43.48 | holding | — | — | — | May 17, 2017 | May 17, 2026 | Common Stock | 16,672 | 16,672 | D |
| Employee Stock Option (Right-to-Buy)F11 | $50.10 | holding | — | — | — | Jan 26, 2018 | Jan 26, 2027 | Common Stock | 23,696 | 23,696 | D |
| Employee Stock Option (Right-to-Buy)F11 | $53.57 | holding | — | — | — | Jan 25, 2019 | Jan 25, 2028 | Common Stock | 21,834 | 21,834 | D |
| Performance Stock Option (Right-to-Buy)F12 | $57.70 | holding | — | — | — | Jan 31, 2021 | Oct 20, 2027 | Common Stock | 75,062 | 75,062 | D |
| Performance Stock UnitsF4,F5 | $0.00 | holding | — | — | — | Jan 25, 2019 | Jan 25, 2021 | Common Stock | 2,314 | 2,314 | D |
| Performance Stock UnitsF6,F4,F5 | $0.00 | holding | — | — | — | Jan 26, 2018 | Jan 26, 2020 | Common Stock | 1,733 | 1,733 | D |
| Phantom UnitsF13,F14 | $0.00 | holding | — | — | — | — | — | Common Stock | 437 | 437 | D |
| Restricted Stock UnitsF7,F10 | $0.00 | holding | — | — | — | Jan 25, 2019 | Jan 25, 2021 | Common Stock | 2,314 | 2,314 | D |
| Restricted Stock UnitsF9,F7,F10 | $0.00 | holding | — | — | — | Jan 26, 2018 | Jan 26, 2020 | Common Stock | 2,804 | 2,804 | D |
Explanation of responses
- F1Shares withheld for taxes due on 644 shares issued.
- F10These restricted stock units vest in three equal annual installments beginning on the date shown.
- F11This option vests in three equal annual installments beginning on the date shown.
- F12These 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.
- F13These units (acquired after 12-31-04) convert into shares of common stock on a 1-for-1 basis.
- F14These 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.
- F2Shares withheld for taxes due on 756 shares issued.
- F3Shares withheld for taxes due on 3,818 shares issued.
- F4These performance stock units convert into shares of common stock on a 1-for-1 basis.
- F5These 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.
- F6This 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.
- F7These restricted stock units convert into shares of common stock on a 1-for-1 basis.
- F8These restricted stock units vest in three equal annual installments beginning on May 17, 2017.
- F9Amount includes restricted stock units acquired pursuant to a dividend equivalent reinvestment feature.