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ILLINOIS TOOL WORKS INC Director's Dealing 2014

Nov 3, 2014

29921_dirs_2014-11-03_4bfa2ecf-9860-47cc-9a32-46dbec704c22.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: 2014-10-30

Reporting Person: VALLS JUAN (Executive Vice President)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2014-10-30 Common Stock M 30000 $43.64 Acquired 43826 Direct
2014-10-30 Common Stock S 30000 $89.46 Disposed 13826 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2014-10-30 Employee Stock Option $43.64 M 30000 Disposed 2020-02-12 Common Stock (30000.0) Direct

Holdings (Derivative)

Security Exercise Price Expiration Underlying Shares Ownership
Employee Stock Option $78.59 2024-02-14 Common Stock (24202.0) 24202 Direct
Performance Restricted Stock Unit (granted 2/14/2014) $0.0 Common Stock (4665.0) 4665 Direct
Employee Stock Option $55.71 2022-02-10 Common Stock (52265.0) 52265 Direct
Performance Restricted Stock Unit (granted 2/15/2013) $0.0 Common Stock (6324.0) 6324 Direct
Employee Stock Option $63.25 2023-02-15 Common Stock (40692.0) 40692 Direct
Performance Restricted Unit (granted 2/10/2012) $0.0 Common Stock (6462.0) 6462 Direct
Employee Stock Option $55.81 2021-02-11 Common Stock (48622.0) 48622 Direct

Footnotes

F1: This transaction was executed at multiple prices ranging from $89.45 to $89.55. 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 performance restricted stock unit (PRSU) represents a contingent right to receive one share of the Company's common stock.

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