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ILLINOIS TOOL WORKS INC Director's Dealing 2014

Feb 19, 2014

29921_dirs_2014-02-19_2ce80c97-59ed-42f9-a677-6555a68a07a7.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: 2014-02-14

Reporting Person: NAGARAJAN SUNDARAM (Executive Vice President)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2014-02-14 Common Stock M 4838 Acquired 13961 Direct
2014-02-14 Common Stock F 1592 $78.77 Disposed 12369 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2014-02-14 Performance Restricted Stock Unit (granted 02/11/11) $0.0 M 4838 Disposed Common Stock (4838.0) Direct
2014-02-14 Employee Stock Option $78.59 A 27502 Acquired 2024-02-14 Common Stock (27502.0) Direct
2014-02-14 Performance Restricted Stock Unit (granted 2/14/2014) $0.0 A 5301 Acquired Commom Stock (5301.0) Direct

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock 2550 Indirect

Holdings (Derivative)

Security Exercise Price Expiration Underlying Shares Ownership
Performance Restricted Stock Unit (granted 02/10/12) $0.0 Common Stock (5654.0) 5654 Direct
Performance Restricted Stock Unit (granted 2/15/13) $0.0 Common Stock (5797.0) 5797 Direct
Employee Stock Option $43.64 2020-02-12 Common Stock (5736.0) 5736 Direct
Employee Stock Option $55.71 2022-02-10 Common Stock (34299.0) 34299 Direct
Employee Stock Option $63.25 2023-02-15 Common Stock (37301.0) 37301 Direct
Employee Stock Option $55.81 2021-02-11 Common Stock (18234.0) 18234 Direct
Employee Stock Option $57.55 2016-02-01 Common Stock (5276.0) 5276 Direct

Footnotes

F1: Shares of common stock allocated to my account in the Illinois Tool Works Inc. Savings & Investment Plan-Information reported as of February 14, 2014.

F2: Each performance restricted stock unit (PRSU) represents a contingent right to receive one share of the Company's common stock.

F3: The PRSU award became vested and payable on February 14, 2014.

F4: Options vest in four (4) equal annual installments beginning one year from date of grant.

F5: Each PRSU vests 100% three years from the date of grant if performance goals are met.