SEC Form 4 · accession 0000049826-18-000118
ILLINOIS TOOL WORKS INC · ITW
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Michael M Larsen
Officer — SVP & CFO
Period of report
Dec 11, 2018
Accepted (ET)
Dec 13, 2018 · 5:05 pm EST
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 StockF1 | Dec 11, 2018 | M | 17,483 | $75.10 | A | 36,931 | D | |
| Common StockF2,F1 | Dec 11, 2018 | S | 17,483 | $132.73 | D | 19,448 | D | |
| Common StockF1 | Dec 11, 2018 | M | 41,253 | $78.59 | A | 60,701 | D | |
| Common StockF3,F1 | Dec 11, 2018 | S | 41,253 | $132.98 | D | 19,448 | D | |
| Common StockF1 | Dec 12, 2018 | G | 1,000 | $0.00 | D | 18,448 | 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 | $78.59 | Dec 11, 2018 | M | 41,253 | D | Feb 14, 2015 | Feb 14, 2024 | Common Stock | 41,253 | 13,752 | D |
| Employee Stock Option | $75.10 | Dec 11, 2018 | M | 17,483 | D | Sep 16, 2014 | Sep 16, 2023 | Common Stock | 17,483 | 0 | D |
| Employee Stock OptionF4 | $98.26 | holding | — | — | — | Feb 13, 2016 | Feb 13, 2025 | Common Stock | 43,731 | 43,731 | D |
| Employee Stock OptionF4 | $91.88 | holding | — | — | — | Feb 12, 2017 | Feb 12, 2026 | Common Stock | 44,955 | 44,955 | D |
| Performance Restricted Stock Unit (granted 2/12/2016)F5,F6 | $0.00 | holding | — | — | — | — | — | Common Stock | 9,795 | 9,795 | D |
| Employee Stock OptionF4 | $128.00 | holding | — | — | — | Feb 10, 2018 | Feb 10, 2027 | Common Stock | 51,248 | 51,248 | D |
| Performance Share Units (granted 2/10/17)F5,F7,F6 | $0.00 | holding | — | — | — | — | — | Common Stock | 5,474 | 5,474 | D |
| Employee Stock OptionF4 | $163.36 | holding | — | — | — | Feb 15, 2019 | Feb 15, 2028 | Common Stock | 37,167 | 37,167 | D |
| Performance Share Units (granted 2/15/18)F5,F7,F6 | $0.00 | holding | — | — | — | — | — | Common Stock | 4,361 | 4,361 | D |
Explanation of responses
- F1Held jointly with spouse.
- F2This transaction was executed at multiple trades at prices ranging from $132.64 to $133.01. 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.
- F3This transaction was executed at multiple trades at prices ranging from $132.97 to $133.00. 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.
- F4Options vest in four (4) equal annual installments beginning one year from date of grant.
- F5Each performance restricted stock unit (PRSU) and performance share unit (PSU) represents a contingent right to receive one share of the Company's common stock.
- F6Each PRSU and PSU vests 100% three years from the date of grant if performance goals are met.
- F7PSUs accrue dividends in shares of common stock, subject to fulfillment of vesting period and performance goals; the PSUs shown include dividend equivalents, if any, accrued to date.