ILLINOIS TOOL WORKS INC — Director's Dealing 2014

Mar 25, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ILLINOIS TOOL WORKS INC (ITW)
CIK: 0000049826
Period of Report: 2014-03-21

Reporting Person: HINDMAN CRAIG A (Executive Vice President)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-03-21	Employee Stock Option	$80.76	A	44910	Acquired	2024-03-21	Commom Stock (44910.0)	Direct
2014-03-21	Performance Restricted Stock Unit (granted 3/21/2014)	$0.0	A	8358	Acquired		Commom Stock (8358.0)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	31764	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Employee Stock Option	$55.81	2021-02-11	Common Stock (13675.0)	13675	Direct
Employee Stock Option	$55.71	2022-02-10	Common Stock (29399.0)	29399	Direct
Employee Stock Option	$63.25	2023-02-15	Common Stock (45778.0)	45778	Direct
Performance Restricted Stock Unit (granted 02/15/2013)	$0.0		Common Stock (7115.0)	7115	Direct
Performance Restricted Stock Unit (granted 2/10/2012)	$0.0		Common Stock (7270.0)	7270	Direct

Footnotes

F1: Options vest in four (4) equal annual installments beginning one year from date of grant.

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

F3: Each PRSU vests 100% three years from the date of grant if performance goals are met.