ILLINOIS TOOL WORKS INC — Director's Dealing 2015

Feb 18, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ILLINOIS TOOL WORKS INC (ITW)
CIK: 0000049826
Period of Report: 2015-02-13

Reporting Person: Lawler Mary Katherine (SVP & Chief HR Officer)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2015-02-13	Employee Stock Option	$98.26	A	19436	Acquired	2026-02-13	Common Stock (19436.0)	Direct
2015-02-13	Performance Restricted Stock Unit (granted 2/13/15)	$0.0	A	4070	Acquired		Common Stock (4070.0)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	96	Indirect

Footnotes

F1: Shares of common stock allocated to my account in the Illinois Tool Works Inc. Savings & Investment Plan--Information reported as of February 13, 2015.

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.