FULLER H B CO — Director's Dealing 2013

Jan 25, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: FULLER H B CO (FUL)
CIK: 0000039368
Period of Report: 2013-01-23

Reporting Person: MCCREARY JAMES C (VP and Corp. Controller)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-01-23	Common Stock	M	18348.0000	$14.4900	Acquired	45491.0010	Direct
2013-01-23	Common Stock	M	16822.0000	$14.1500	Acquired	62313.0010	Direct
2013-01-23	Common Stock	M	16776.0000	$16.0150	Acquired	79089.0010	Direct
2013-01-23	Common Stock	S	51946.0000	$39.1317	Disposed	27143.0010	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-01-23	Employee Stock Option (Right-to-Buy)	$16.0150	M	16776.0000	Disposed	2015-12-01	Common Stock (16776.0000)	Direct
2013-01-23	Employee Stock Option (Right-to-Buy)	$14.4900	M	18348.0000	Disposed	2014-12-02	Common Stock (18348.0000)	Direct
2013-01-23	Employee Stock Option (Right-to-Buy)	$14.1500	M	16822.0000	Disposed	2018-12-04	Common Stock (16822.0000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	7032.6100	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Employee Stock Option (Right-to-Buy)	$22.2700	2021-01-20	Common Stock (9205.0000)	9205.0000	Direct
Employee Stock Option (Right-to-Buy)	$28.4000	2022-01-26	Common Stock (8307.0000)	8307.0000	Direct
Employee Stock Option (Right-to-Buy)	$20.5700	2019-12-03	Common Stock (9259.0000)	9259.0000	Direct
Employee Stock Option (Right-to-Buy)	$26.7900	2016-12-04	Common Stock (9646.0000)	9646.0000	Direct
Employee Stock Option (Right-to-Buy)	$26.6500	2017-12-06	Common Stock (8520.0000)	8520.0000	Direct
Phantom Units	$0.0000		Common Stock (2923.1271)	2923.1271	Direct
Phantom Units	$0.0000	1988-08-08	Common Stock (3449.4500)	3449.4500	Direct
Restricted Stock Units	$0.0000	2014-01-20	Common Stock (1326.2550)	1326.2550	Direct
Restricted Stock Units	$0.0000	2015-01-26	Common Stock (3393.6900)	3393.6900	Direct

Footnotes

F1: Amended and Restated Year 2000 Stock Incentive Plan: 8,506 restricted shares were awarded pursuant to H.B. Fuller Company's Amended and Restated Year 2000 Stock Incentive Plan. This amount includes 2,499 restricted shares that vested effective December 4, 2009; 2,134 restricted shares that vested effective December 6, 2010; and 3,873 restricted shares that vested effective December 4, 2011. Total amount also includes restricted shares acquired pursuant to a dividend accrual feature of the Amended and Restated Year 2000 Stock Incentive Plan.

F2: The price reported is the weighted average sale price for the transaction reported. The prices received ranged from $39.01 to $39.41. The reporting person will provide to the issuer, a security holder of the issuer, or the SEC staff, upon request, full information regarding the number of shares sold at each price within the range.

F3: 401(k) Plan: This amount includes shares and dividends acquired pursuant to the H.B.Fuller Company 401(k) & Retirement Plan.

F4: 2000 Stock Incentive Plan: This option is 100% vested.

F5: Amended and Restated Year 2000 Stock Incentive Plan: This option vests in four equal annual installments beginning on December 4, 2009.

F6: Amended and Restated Year 2000 Stock Incentive Plan: This option vests in three equal annual installments beginning on January 20, 2012.

F7: Amended and Restated Year 2000 Stock Incentive Plan: This option vests in three equal annual installments beginning on January 26, 2013.

F8: Amended and Restated Year 2000 Stock Incentive Plan: This option is 100% vested.

F9: Deferred Compensation Plan: These units (acquired after 12-31-04) convert into shares of common stock on a 1-for-1 basis.

F10: 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.

F11: Key Employee Deferred Compensation Plan Dividend Reinvestment: This amount (acquired after 12-31-04) includes stock units acquired pursuant to a dividend equivalent feature of the Key Employees' Deferred Compensation Plan.

F12: Deferred Compensation Plan: These units convert into shares of common stock on a 1-for-1 basis.

F13: Deferred Compensation Plan: These 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.

F14: Key Employee Deferred Compensation Plan Dividend Reinvestment: This amount includes stock units acquired pursuant to a dividend equivalent feature of the Key Employees' Deferred Compensation Plan.

F15: Amended and Restated Year 2000 Stock Incentive Plan: These restricted stock units convert into shares of common stock on a 1-for-1 basis.

F16: Amended and Restated Year 2000 Stock Incentive Plan: These restricted stock units vest in three equal annual installments beginning on January 20, 2012.

F17: Amended and Restated Year 2000 Stock Incentive Plan: These restricted units include stock units acquired pursuant to a dividend equivalent reinvestment feature of H.B. Fuller Company's Amended and Restated Year 2000 Stock Incentive Plan.

F18: Amended and Restated Year 2000 Stock Incentive Plan: These restricted stock units vest in three equal annual installments beginning on January 26, 2013.