ILLINOIS TOOL WORKS INC - Director's Dealing 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: MARTINDALE STEVEN L (Executive Vice President)

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-02-13	Common Stock	M	6462	—	Acquired	25064	Direct
2015-02-13	Common Stock	F	2112	$97.05	Disposed	22952	Direct

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2015-02-13	Performance Restricted Stock Unit (granted 2/10/2012)	$0.0	M	6462	Disposed		Common Stock (6462.0)	Direct
2015-02-13	Employee Stock Option	$98.26	A	17816	Acquired	2026-02-13	Common Stock (17816.0)	Direct
2015-02-13	Performance Restricted Stock Unit (granted 2/13/15)	$0.0	A	3731	Acquired		Common Stock (3731.0)	Direct

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Employee Stock Option	$51.6	2017-02-09	Common Stock (10000.0)	10000	Direct
Employee Stock Option	$48.51	2018-02-08	Common Stock (15000.0)	15000	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 (6588.0)	6588	Direct
Employee Stock Option	$55.81	2021-02-11	Common Stock (48622.0)	48622	Direct
Employee Stock Option	$78.59	2024-02-14	Commom Stock (24202.0)	24202	Direct
Employee Stock Option	$63.25	2023-02-15	Common Stock (42387.0)	42387	Direct
Employee Stock Option	$43.64	2020-02-12	Common Stock (64818.0)	64818	Direct
Performance Restricted Stock Unit (granted 2/14/2014)	$0.0		Commom Stock (4665.0)	4665	Direct
Employee Stock Option	$35.12	2019-02-13	Common Stock (52031.0)	52031	Direct

F1: Each performance restricted stock unit (PRSU) represents a contingent right to receive one share of the Company's common stock.

F2: The PRSU award became vested and payable on February 13, 2015.

F3: Options vest in four (4) equal annual installments beginning one year from date of grant.

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