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ILLINOIS TOOL WORKS INC Director's Dealing 2016

Nov 14, 2016

29921_dirs_2016-11-14_705f2922-ddfb-4671-b94e-7ed0cb31a81e.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: 2016-11-10

Reporting Person: NAGARAJAN SUNDARAM (Executive Vice President)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2016-11-10 Common Stock M 34299 $55.71 Acquired 54516 Direct
2016-11-10 Common Stock S 6247 $122.171 Disposed 48269 Direct
2016-11-10 Common Stock S 28052 $122.726 Disposed 20217 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2016-11-10 Employee Stock Option $55.71 M 34299 Disposed 2022-02-10 Common Stock (34299.0) Direct

Holdings (Derivative)

Security Exercise Price Expiration Underlying Shares Ownership
Employee Stock Option $55.81 2021-02-11 Common Stock (9114.0) 9114 Direct
Employee Stock Option $98.26 2025-02-13 Common Stock (21056.0) 21056 Direct
Employee Stock Option $78.59 2024-02-14 Common Stock (27502.0) 27502 Direct
Employee Stock Option $63.25 2023-02-15 Common Stock (37301.0) 37301 Direct
Employee Stock Option $91.88 2026-02-12 Common Stock (22893.0) 22893 Direct
Performance Restricted Stock Unit (granted 2/12/2016) $0.0 Common Stock (4988.0) 4988 Direct
Performance Restricted Stock Unit (granted 2/13/15) $0.0 Common Stock (4410.0) 4410 Direct
Performance Restricted Stock Unit (granted 2/14/2014) $0.0 Common Stock (5301.0) 5301 Direct

Footnotes

F1: This transaction was executed in multiple trades at prices ranging from $121.58 to $122.57. 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 transactions described in footnotes (1) and (2) of this Form 4 were effected.

F2: The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $122.58 to $122.91, inclusive.

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

F4: Each performance restricted stock unit (PRSU) represents a contingent right to receive one share of the Company's common stock.

F5: Each PRSU vests 100% three years from the date of grant if performance goals are met.