FULLER H B CO — Director's Dealing 2015

Jan 28, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: FULLER H B CO (FUL)
CIK: 0000039368
Period of Report: 2015-01-23

Reporting Person: JENSEN TRACI L (Senior VP, Americas Adhesives)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-01-23	Common Stock	M	1632.0000	$40.6600	Acquired	25693.8890	Direct
2015-01-23	Common Stock	F	636.0000	$40.6600	Disposed	25057.8890	Direct
2015-01-24	Common Stock	F	935.0000	$40.6600	Disposed	24122.8890	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2015-01-23	Restricted Stock Units	$0.0000	M	1632.0000	Disposed	2017-01-23	Common Stock (1632.0000)	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Employee Stock Option (Right-to-Buy)	$22.2700	2021-01-20	Common Stock (12658.0000)	12658.0000	Direct
Employee Stock Option (Right-to-Buy)	$41.0000	2025-01-22	Common Stock (22789.0000)	22789.0000	Direct
Employee Stock Option (Right-to-Buy)	$48.9200	2024-01-23	Common Stock (16644.0000)	16644.0000	Direct
Employee Stock Option (Right-to-Buy)	$39.6400	2023-01-24	Common Stock (18712.0000)	18712.0000	Direct
Employee Stock Option (Right-to-Buy)	$28.4000	2022-01-26	Common Stock (14278.0000)	14278.0000	Direct
Employee Stock Option (Right-to-Buy)	$23.6800	2020-04-14	Common Stock (6223.0000)	6223.0000	Direct
Restricted Stock Units	$0.0000	2018-01-22	Common Stock (5820.0000)	5820.0000	Direct

Footnotes

F1: Shares withheld for taxes due on 1,632 shares issues pursuant to the H.B. Fuller Company 2013 Master Stock Incentive Plan.

F2: Shares withheld for taxes due on 2,402 shares issues pursuant to the Amended and Restated Year 2000 Stock Incentive Plan.

F3: Amended and Restated Year 2000 Stock Incentive Plan: 24,398 restricted shares were awarded pursuant to H.B. Fuller Company's Amended and Restated Year 2000 Stock Incentive Plan. This amount includes 1,760 restricted shares that vested effective January 21, 2012; 1,920 restricted shares that vested in three equal annual installments beginning on December 3, 2010; 2,580 restricted shares that vested in three equal annual installments beginning on April 14, 2011; 5,228 restricted shares that vested in three equal annual installments beginning January 20, 2012; 5,770 restricted shares that will vest in three equal annual installments beginning January 26, 2013 and 7,140 shares that will vest in three equal annual installments beginning on January 24, 2014. Total amount also includes restricted shares acquired pursuant to a dividend accrual feature of the Amended and Restated Year 2000 Stock Incentive Plan.

F4: H.B. Fuller Company 2013 Master Incentive Plan: These restricted stock units convert into shares of common stock on a 1-for-1 basis.

F5: H.B. Fuller Company 2013 Master Incentive Plan: These restricted stock units vest in three equal annual installments beginning on January 23, 2015.

F6: H.B. Fuller Company 2013 Master Incentive Plan: These restricted units include stock units acquired pursuant to a dividend equivalent reinvestment feature of the H.B. Fuller Company 2013 Master Incentive Plan.

F7: Amended and Restated Year 2000 Stock Incentive Plan: This option is 100% vested.

F8: H.B. Fuller Company 2013 Master Incentive Plan: This option vests in three equal annual installments beginning on January 22, 2016.

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: H.B. Fuller Company 2013 Master Incentive Plan: These restricted stock units vest in three equal annual installments beginning on January 22, 2016.