FULLER H B CO — Director's Dealing 2013

Nov 12, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: FULLER H B CO (FUL)
CIK: 0000039368
Period of Report: 2013-10-23

Reporting Person: Parriott Ann B (VP, Human Resources)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-10-23	Common Stock	M	509.0000	$0.0000	Acquired	32145.4760	Direct
2013-10-31	Common Stock	F	160.0000	$47.8700	Disposed	31999.1460	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-10-31	Phantom Units	$0.0000	M	509.0000	Disposed		Common Stock (509.0000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	1067.2900	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Employee Stock Option (Right-to-Buy)	$22.2700	2021-01-20	Common Stock (15822.0000)	15822.0000	Direct
Employee Stock Option (Right-to-Buy)	$39.6400	2023-01-24	Common Stock (11788.0000)	11788.0000	Direct
Employee Stock Option (Right-to-Buy)	$28.4000	2022-01-26	Common Stock (15576.0000)	15576.0000	Direct
Employee Stock Option (Right-to-Buy)	$18.7350	2016-01-27	Common Stock (19858.0000)	19858.0000	Direct
Employee Stock Option (Right-to-Buy)	$20.5700	2019-12-03	Common Stock (17505.0000)	17505.0000	Direct
Employee Stock Option (Right-to-Buy)	$26.7900	2016-12-04	Common Stock (16077.0000)	16077.0000	Direct
Employee Stock Option (Right-to-Buy)	$14.1500	2018-12-04	Common Stock (33644.0000)	33644.0000	Direct
Employee Stock Option (Right-to-Buy)	$26.6500	2017-12-06	Common Stock (14200.0000)	14200.0000	Direct
Restricted Stock Units	$0.0000	2016-01-24	Common Stock (4539.8900)	4539.8900	Direct

Footnotes

F1: The reporting person elected October 23, 2013 as the distribution date under the Key Employee Deferred Compensation Plan.

F2: On October 23, 2013, the reporting person was entitled to receive 509 shares of H.B. Fuller common stock in settlement of an equal number of units held pursuant to the Key Employee Deferred Compensation Plan, less withholding.

F3: Shares withheld for taxes due on 509 shares issued pursuant to the Key Employee Deferred Compensation Plan.

F4: Amended and Restated Year 2000 Stock Incentive Plan: 35,558 restricted shares were awarded pursuant to H.B. Fuller Company's Amended and Restated Year 2000 Stock Incentive Plan. This amount includes 4,165 restricted shares that vested effective December 4, 2009; 3,557 restricted shares that vested effective December 6, 2010; 7,746 restricted shares that vested effective December 4, 2011; 7,261 restricted shares that vested in three equal annual installments beginning on December 3, 2010; 6,535 restricted shares that will vest in three equal annual installments beginning on January 20, 2012; and 6,294 restricted shares that will vest in three equal annual installments beginning on January 26, 2013. Total amount also includes restricted shares acquired pursuant to a dividend accrual feature of the Amended and Restated 2000 Year Stock Incentive Plan.

F5: 401(k) Plan: This amount includes shares and dividends acquired pursuant to the H.B.Fuller Company 401(k) & Retirement Plan.

F6: Deferred Compensation Plan: These units (acquired after 12-31-04) convert into shares of common stock on a 1-for-1 basis.

F7: Deferred Compensation Plan: These 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 Deferred Compensation Plan or such earlier date as selected by the participant, subject to holding periods required by law.

F8: Amended and Restated Year 2000 Stock Incentive Plan: This option vests in three equal annual installments beginning on January 20, 2012.

F9: Amended and Restated Year 2000 Stock Incentive Plan: This option vests in three equal annual installments beginning on January 24, 2014.

F10: Amended and Restated Year 2000 Stock Incentive Plan: This option vests in three equal annual installments beginning on January 26, 2013.

F11: 2000 Stock Incentive Plan: This option is 100% vested.

F12: Amended and Restated Year 2000 Stock Incentive Plan: This option is 100% vested.

F13: Amended and Restated Year 2000 Stock Incentive Plan: These restricted stock units convert into shares of common stock on a 1-for-1 basis.

F14: Amended and Restated Year 2000 Stock Incentive Plan: These restricted stock units vest in three equal annual installments beginning on January 24, 2014.