SEC Form 4 · accession 0001307581-26-000016
ILLINOIS TOOL WORKS INC · ITW
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Ernest Scott Santi
Director
Period of report
Aug 19, 2026
Accepted (ET)
Aug 21, 2026 · 4:10 pm EDT
Rule 10b5-1 plan
box not checked
Issuer CIK
0000049826
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Aug 19, 2026 | M | 41,431 | $187.86 | A | 307,719 | D | |
| Common StockF1 | Aug 19, 2026 | S | 22,471 | $286.37 | D | 285,248 | D | |
| Common StockF2 | Aug 19, 2026 | S | 8,142 | $287.35 | D | 277,106 | D | |
| Common StockF3 | Aug 19, 2026 | S | 8,928 | $288.22 | D | 268,178 | D | |
| Common StockF4,F5 | Aug 19, 2026 | S | 1,890 | $289.19 | D | 266,288 | 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 OptionF6 | $187.86 | Aug 19, 2026 | M | 41,431 | D | Feb 14, 2021 | Feb 14, 2030 | Common Stock | 41,431 | 124,295 | D |
Explanation of responses
- F1This transaction was executed at multiple prices ranging from $285.80 to $286.80. 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.
- F2This transaction was executed at multiple prices ranging from $286.81 to $287.81. 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 prices ranging from $287.82 to $288.79. 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.
- F4This transaction was executed at multiple prices ranging from $288.92 to $289.45. 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.
- F5Includes 6,937 shares of deferred stock granted under the ITW Directors' Deferred Fee Plan as of August 19, 2026.
- F6Stock options vest in four (4) equal annual installments beginning on February 14, 2020 (grant date), and became fully exercisable on February 14, 2024.