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ILLINOIS TOOL WORKS INC Director's Dealing 2016

Nov 23, 2016

29921_dirs_2016-11-23_597ec4a3-1214-4db0-8bfe-e71a18d054e2.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: 2016-11-22

Reporting Person: Zimmerman Michael R. (Executive Vice President)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2016-11-22 Common Stock M 9238 $55.81 Acquired 11016 Direct
2016-11-22 Common Stock S 9238 $123.63 Disposed 1778 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2016-11-22 Employee Stock Option $55.81 M 9238 Disposed 2021-02-11 Common Stock (9238.0) Direct

Holdings (Derivative)

Security Exercise Price Expiration Underlying Shares Ownership
Employee Stock Option $78.59 2024-02-14 Common Stock (6600.0) 6600 Direct
Employee Stock Option $55.71 2022-02-10 Common Stock (10017.0) 10017 Direct
Employee Stock Option $63.25 2023-02-14 Common Stock (9325.0) 9325 Direct
Employee Stock Option $98.26 2025-02-13 Common Stock (13362.0) 13362 Direct
Performance Restricted Stock Unit (granted 2/13/15) $0.0 Common Stock (2798.0) 2798 Direct
Restricted Stock Unit (granted 02/14/2014) $0.0 Common Stock (1272.0) 1272 Direct
Employee Stock Option $91.88 2026-02-12 Common Stock (15817.0) 15817 Direct
Performance Restricted Stock Unit (granted 2/12/2016) $0.0 Common Stock (3446.0) 3446 Direct

Footnotes

F1: This transaction was executed in multiple trades at prices ranging from $123.62 to $123.64. 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 installments beginning one year from date of grant.

F3: Each restricted stock unit (RSU) and 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.

F5: Each RSU vests 100% three years from the date of grant.