ILLINOIS TOOL WORKS INC — Capital/Financing Update 2019

Feb 14, 2019

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

___________

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of Earliest Event Reported): February 14, 2019

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ILLINOIS TOOL WORKS INC.

(Exact name of registrant as specified in its charter)

Delaware	1-4797	36-1258310
(State or other jurisdiction of incorporation)	(Commission File No.)	(I.R.S. Employer Identification No.)
155 Harlem Avenue, Glenview, IL		60025
(Address of principal executive offices)		(Zip Code)

Registrant's telephone number, including area code: 847-724-7500

Not Applicable

(Former name or former address, if changed since last report.)

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company [ ]

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[ ]	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[ ]	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[ ]	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[ ]	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 8.01 Other Events

8.01(a) Amended Forms of Grant under 2015 Long-Term Incentive Plan

Amended forms of grant for stock options, performance share units, or PSUs, and Performance Cash grants, to be issued pursuant to the Illinois Tool Works Inc. 2015 Long-Term Incentive Plan, are included as exhibits to this report.

Item 9.01 Financial Statements and Exhibits

(d)
Exhibit Number	Exhibit Description
99.1	Form of stock option terms pursuant to the Illinois Tool Works Inc. 2015 Long-Term Incentive Plan
99.2	Form of performance share unit terms pursuant to the Illinois Tool Works Inc. 2015 Long-Term Incentive Plan
99.3	Form of performance cash grant pursuant to the Illinois Tool Works Inc. 2015 Long-Term Incentive Plan

SIGNATURES

Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

	ILLINOIS TOOL WORKS INC.
Dated: February 14, 2019	By: /s/ Norman D. Finch Jr.
	Norman D. Finch Jr.
	Senior Vice President, General Counsel and Secretary