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ILLINOIS TOOL WORKS INC Director's Dealing 2011

Apr 28, 2011

29921_dirs_2011-04-28_7714c56a-4c66-4ae6-b531-13311c3a4113.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ILLINOIS TOOL WORKS INC (ITW)
CIK: 0000049826
Period of Report: 2011-04-27

Reporting Person: Brunner Robert E (Executive Vice President)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2011-04-27 Common Stock M 6000 $31.125 Acquired 11890 Direct
2011-04-27 Common Stock S 6000 $57.129 Disposed 5890 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2011-04-27 Employee Stock Option $31.125 M 6000 Disposed 2011-12-14 Common Stock (6000) Direct

Holdings (Derivative)

Security Exercise Price Expiration Underlying Shares Ownership
Employee Stock Option $47.13 2014-12-10 Common Stock (15000) 15000 Direct
Employee Stock Option $42.08 2016-02-01 Common Stock (18700) 18700 Direct
Employee Stock Option $51.60 2017-02-09 Common Stock (60000) 60000 Direct
Employee Stock Option $48.51 2018-02-08 Common Stock (70000) 70000 Direct
Employee Stock Option $35.12 2019-02-13 Common Stock (60703) 60703 Direct
Qualifying Restricted Stock Unit $0.00 Common Stock (15256) 15256 Direct
Employee Stock Option $43.64 2020-02-12 Common Stock (64818) 64818 Direct
Performance Restricted Stock Unit $0.00 Common Stock (7122) 7122 Direct
Employee Stock Option $55.81 2021-02-11 Common Stock (47170) 47170 Direct
Performance Restricted Stock Unit $0.00 Common Stock (6258) 6258 Direct

Footnotes

F1: This transaction was executed in multiple trades at prices ranging from $57.121 to $57.151. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, Illinois Tool Works Inc. or a shareholder of Illinois Tool Works Inc. full information regarding the number of shares and prices at which the transaction was effected.

F2: Options vest in four (4) equal annual installments beginning one year from date of grant.

F3: Each qualifying restricted stock unit (QRSU) and performance restricted stock unit (PRSU) represents a contingent right to receive one share of the Company's common stock.

F4: Each QRSU and PRSU vests 100% three years from the date of grant if performance goals are met.