FULLER H B CO — Director's Dealing 2014

Jan 28, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: FULLER H B CO (FUL)
CIK: 0000039368
Period of Report: 2014-01-24

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-01-24	Common Stock	M	1497.0000	$47.6600	Acquired	32636.1460	Direct
2014-01-24	Common Stock	F	596.0000	$47.6600	Disposed	32040.1460	Direct
2014-01-26	Common Stock	F	711.0000	$47.6600	Disposed	31329.1460	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-01-24	Restricted Stock Units	$0.0000	M	1497.0000	Disposed	2016-01-24	Common Stock (1497.0000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	1069.5200	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)	$48.9200	2024-01-23	Common Stock (10527.0000)	10527.0000	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	2017-01-23	Common Stock (3098.0000)	3098.0000	Direct

Footnotes

F1: Shares withheld for taxes due on 1,497 shares issues pursuant to the Amended and Restated Year 2000 Stock Incentive Plan.

F2: Shares withheld for taxes due on 2,114 shares issues pursuant to the Amended and Restated Year 2000 Stock Incentive Plan.

F3: 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 vested 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 Year 2000 Stock Incentive Plan.

F4: 401(k) Plan: This amount includes shares and dividends acquired pursuant to the H.B.Fuller Company 401(k) & Retirement Plan.

F5: Amended and Restated Year 2000 Stock Incentive Plan: These restricted stock units convert into shares of common stock on a 1-for-1 basis.

F6: Amended and Restated Year 2000 Stock Incentive Plan: These restricted stock units vest in three equal annual installments beginning on January 24, 2014.

F7: 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.

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

F9: H.B. Fuller Company 2013 Master Incentive Plan: This option vests in three equal annual installments beginning on January 23, 2015.

F10: Amended and Restated Year 2000 Stock Incentive Plan: This option vests in three equal annual installments beginning on January 24, 2014.

F11: Amended and Restated Year 2000 Stock Incentive Plan: This option vests in three equal annual installments beginning on January 26, 2013.

F12: 2000 Stock Incentive Plan: This option is 100% vested.

F13: H.B. Fuller Company 2013 Master Incentive Plan: These restricted stock units convert into shares of common stock on a 1-for-1 basis.

F14: H.B. Fuller Company 2013 Master Incentive Plan: These restricted stock units vest in three equal annual installments beginning on January 23, 2015.