SEC Form 4 · accession 0000049826-17-000140
ILLINOIS TOOL WORKS INC · ITW
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Steven L Martindale
Officer — Executive Vice President
Period of report
Oct 25, 2017
Accepted (ET)
Oct 26, 2017 · 5:24 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000049826
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Oct 25, 2017 | M | 64,818 | $43.64 | A | 95,328 | D | |
| Common StockF1 | Oct 25, 2017 | S | 60,000 | $157.11 | D | 35,328 | D | |
| Common Stock | Oct 25, 2017 | S | 4,818 | $158.17 | D | 30,510 | 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 | $43.64 | Oct 25, 2017 | M | 64,818 | D | Feb 12, 2011 | Feb 12, 2020 | Common Stock | 64,818 | 0 | D |
| Employee Stock OptionF2 | $98.26 | holding | — | — | — | Feb 13, 2016 | Feb 13, 2025 | Common Stock | 17,816 | 17,816 | D |
| Employee Stock Option | $55.71 | holding | — | — | — | Feb 10, 2013 | Feb 10, 2022 | Common Stock | 52,265 | 52,265 | D |
| Employee Stock Option | $55.81 | holding | — | — | — | Feb 11, 2012 | Feb 11, 2021 | Common Stock | 48,622 | 48,622 | D |
| Employee Stock OptionF2 | $78.59 | holding | — | — | — | Feb 14, 2015 | Feb 14, 2024 | Common Stock | 24,202 | 24,202 | D |
| Employee Stock Option | $63.25 | holding | — | — | — | Feb 14, 2014 | Feb 15, 2023 | Common Stock | 42,387 | 42,387 | D |
| Performance Restricted Stock Unit (granted 2/13/15)F3,F4 | $0.00 | holding | — | — | — | — | — | Common Stock | 3,731 | 3,731 | D |
| Employee Stock OptionF2 | $91.88 | holding | — | — | — | Feb 12, 2017 | Feb 12, 2026 | Common Stock | 18,315 | 18,315 | D |
| Performance Restricted Stock Unit (granted 2/12/2016)F3,F4 | $0.00 | holding | — | — | — | — | — | Common Stock | 3,990 | 3,990 | D |
| Employee Stock OptionF2 | $128.00 | holding | — | — | — | Feb 10, 2018 | Feb 10, 2027 | Common Stock | 22,363 | 22,363 | D |
| Performance Share Units (granted 2/10/17)F3,F5,F4 | $0.00 | holding | — | — | — | — | — | Common Stock | 2,377 | 2,377 | D |
Explanation of responses
- F1This transaction was executed in multiple trades at prices ranging from $157.00 to $158.00. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, Illinois Tool Works Inc. or a shareholder of Illinois Tool Works Inc. full information regarding the number of shares and prices at which the transaction was effected.
- F2Options vest in four (4) equal annual installments beginning one year from date of grant.
- F3Each performance restricted stock unit (PRSU) and performance share unit (PSU) represents a contingent right to receive one share of the Company's common stock.
- F4Each PRSU and PSU vests 100% three years from the date of grant if performance goals are met.
- F5PSUs accrue dividends in shares of common stock, subject to fulfillment of vesting period and performance goals; the PSUs shown include dividend equivalents accrued to date.