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FULLER H B CO Director's Dealing 2005

Apr 19, 2005

31338_dirs_2005-04-19_1e219728-95ba-4588-9ce1-e5602aad0af3.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: FULLER H B CO (FUL)
CIK: 0000039368
Period of Report: 2005-04-15

Reporting Person: LARGE STEPHEN J (Grp Pres, Gen'l Mgr, FV/S)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2005-04-15 Common Stock M 339.949 $27.17 Disposed 8981.021 Direct
2005-04-15 Common Stock A 339.949 $27.17 Acquired 339.949 Direct
2005-04-15 Common Stock F 112 $27.17 Disposed 227.949 Direct
2005-04-15 Common Stock D .949 $27.17 Disposed 227 Direct

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock 1347.73 Indirect

Holdings (Derivative)

Security Exercise Price Expiration Underlying Shares Ownership
Common Stock Units $0.0 1988-08-08 Common Stock (909.65) 909.65 Direct
Employee Stock Option (Right-to-Buy) $21.50 2008-12-02 Common Stock (3306) 3306 Direct
Employee Stock Option (Right-to-Buy) $27.375 2009-12-01 Common Stock (9448) 9448 Direct
Employee Stock Option (Right-to-Buy) $18.625 2010-12-07 Common Stock (19480) 19480 Direct
Employee Stock Option (Right-to-Buy) $25.95 2012-01-17 Common Stock (11527) 11527 Direct
Phantom Stock $0.0 1988-08-08 Common Stock (4516.00) 4516.00 Direct
Employee Stock Option (Right-to-Buy) $27.30 2013-12-03 Common Stock (17785) 17785 Direct
Employee Stock Option (Right-to-Buy) $27.90 2012-12-09 Common Stock (10534) 10534 Direct
Employee Stock Option (Right-to-Buy) $28.98 2014-12-02 Common Stock (21662) 21662 Direct

Footnotes

F1: 401(k) Plan: This amount includes shares and dividends acquired during the fiscal year pursuant to the H.B. Fuller Company Thrift Plan.

F2: Deferred Compensation Plan: Units convert into shares of common stock upon the earlier of certain termination events as specified in the Key Employee Deferred Compensation Plan or such earlier date as selected by the participant.

F3: 1992 Stock Incentive Plan: This option vests in four equal installments beginning on December 2, 1999.

F4: 1992 Stock Incentive Plan: This option vests in four equal installments beginning on December 1, 2000.

F5: 2000 Stock Incentive Plan: This option vests in four equal installments beginning on December 7, 2001.

F6: 2000 Stock Incentive Plan: This option vests in four equal installments beginning on January 17, 2003.

F7: Deferred Compensation Plan: These units convert into shares of common stock on a 1-for-1 basis.

F8: 1992 Stock Incentive Plan: This amount includes stock units acquired pursuant to a dividend equivalent reinvestment feature on the H.B. Fuller Company 1992 Stock Incentive Plan.

F9: 2000 Stock Incentive Plan: This option vests in four equal installment beginning on December 3, 2004.

F10: 1992 Stock Incentive Plan: These units convert into shares of common stock on a 1-for-1 basis.

F11: 2000 Stock Incentive Plan: This option vests in four equal installments beginning on December 9, 2003.

F12: 2000 Stock Incentive Plan: These restricted shares were awarded pursuant to H.B. Fuller Company's 2000 Stock Incentive Plan. Amounts include 1339 restricted shares which will vest in four equal installments beginning on 4-15-05 and 7922 restricted shares which will vest effective 12-2-07.

F13: 2000 Stock Incentive Plan: This option vests in four equal installments beginning on December 2, 2005.

F14: 2000 Stock Incentive Plan: Shares withheld for taxes on 339.949 shares issued pursuant to the 2000 Stock Incentive Plan.

F15: Cash settlement of fractional share in connection with the vesting of restricted stock held by reporting person.