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FULLER H B CO Director's Dealing 2017

Jan 25, 2017

31338_dirs_2017-01-25_38e64897-8a28-41d0-84e2-f55b12dac3bc.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: 2017-01-23

Reporting Person: JENSEN TRACI L (Sr.VP, Global Const Products)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2017-01-23 Common Stock M 1726.0000 $47.4800 Acquired 25078.0000 Direct
2017-01-23 Common Stock F 559.0000 $47.4800 Disposed 24519.0000 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2017-01-23 Restricted Stock Units $0.0000 M 1726.0000 Disposed 2017-01-23 Common Stock (1726.0000) 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) $23.6800 2020-04-14 Common Stock (6223.0000) 6223.0000 Direct
Employee Stock Option (Right-to-Buy) $33.3800 2026-01-19 Common Stock (29832.0000) 29832.0000 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) $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
Performance Stock Units $0.0000 2019-01-19 Common Stock (2315.5100) 2315.5100 Direct
Restricted Stock Units $0.0000 2019-01-19 Common Stock (2316.5100) 2316.5100 Direct
Restricted Stock Units $0.0000 2018-01-22 Common Stock (2030.0400) 2030.0400 Direct

Footnotes

F1: Shares withheld for taxes due on 1,726 shares issued pursuant to the H.B. Fuller Company 2013 Master Stock Incentive Plan.

F2: Amended and Restated Year 2000 Stock Incentive Plan: Amount includes 24,398 restricted shares awarded pursuant to H.B. Fuller Company's Amended and Restated Year 2000 Stock Incentive Plan and are 100% vested. Total amount also includes restricted shares acquired pursuant to a dividend accrual feature of the Amended and Restated Year 2000 Stock Incentive Plan.

F3: H.B. Fuller Company 2013 Master Incentive Plan: These restricted stock units convert into shares of common stock on a 1-for-1 basis.

F4: H.B. Fuller Company 2013 Master Incentive Plan: These restricted stock units are 100% vested.

F5: Amended and Restated Year 2000 Stock Incentive Plan: This option is 100% vested.

F6: H.B. Fuller Company 2013 Master Incentive Plan: This option vests in three equal installments beginning on January 19, 2017. This option makes up part of the reporting person's fiscal year 2016 long-term incentive plan grant.

F7: H.B. Fuller Company 2013 Master Incentive Plan: This option vests in three equal annual installments beginning on January 22, 2016.

F8: H.B. Fuller Company 2013 Master Incentive Plan: This option is 100% vested.

F9: H.B. Fuller Company 2013 Master Incentive Plan: These performance stock units convert into shares of common stock on a 1-for-1 basis.

F10: H.B. Fuller Company 2013 Master Incentive Plan: These performance stock units vest in three annual installments beginning on the date shown upon H.B. Fuller achieving return on invested capital at least at the threshold level of performance in each year of the three years of vesting. These performance stock units make up part of the reporting person's fiscal year 2016 long-term incentive plan grant.

F11: H.B. Fuller Company 2013 Master Incentive Plan: This amount has been adjusted to reflect the increase in number of performance stock units of the original grant based on performance criteria. Amount also includes performance stock units acquired pursuant to a dividend equivalent reinvestment feature of the H.B. Fuller Company 2013 Master Incentive Plan.

F12: H.B. Fuller Company 2013 Master Incentive Plan: These restricted stock units vest in three equal annual installments beginning on January 19, 2017. These restricted stock units make up part of the reporting person's fiscal year 2016 long-term incentive plan grant.

F13: H.B. Fuller Company 2013 Master Incentive Plan: These restricted stock units vest in three equal annual installments beginning on January 22, 2016.

F14: 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.