ILLINOIS TOOL WORKS INC - Director's Dealing 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ILLINOIS TOOL WORKS INC (ITW)
CIK: 0000049826
Period of Report: 2016-09-16

Reporting Person: Larsen Michael M (SVP & CFO)

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-09-16	Common Stock	M	13316	—	Acquired	13316	Direct
2016-09-16	Common Stock	F	5251	$116.19	Disposed	8065	Direct

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-09-16	Restricted Stock Unit (granted 9/16/2013)	$0.0	M	13316	Disposed		Common Stock (13316.0)	Direct

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Employee Stock Option	$98.26	2025-02-13	Common Stock (43731.0)	43731	Direct
Employee Stock Option	$91.88	2026-02-12	Common Stock (44955.0)	44955	Direct
Employee Stock Option	$78.59	2024-02-14	Common Stock (55005.0)	55005	Direct
Employee Stock Option	$75.1	2023-09-16	Common Stock (69930.0)	69930	Direct
Performance Restricted Stock Unit (granted 2/13/15)	$0.0		Common Stock (9159.0)	9159	Direct
Performance Restricted Stock Unit (granted 2/14/2014)	$0.0		Common Stock (10603.0)	10603	Direct
Performance Restricted Stock Unit (granted 2/12/2016)	$0.0		Common Stock (9795.0)	9795	Direct

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

F2: The RSU award became vested on September 16, 2016.

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.