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: 2016-02-12

Reporting Person: SCHEUNEMAN RANDALL J (VP & Chief Accounting Officer)

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-02-15	Common Stock	M	1502	—	Acquired	4656	Direct
2016-02-15	Common Stock	F	506	$91.88	Disposed	4150	Direct

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-02-15	Restricted Stock Unit (granted 2/15/2013)	$0.0	M	1502	Disposed		Common Stock (1502.0)	Direct
2016-02-12	Employee Stock Option	$91.88	A	5827	Acquired	2026-02-12	Common Stock (5827.0)	Direct
2016-02-12	Restricted Stock Unit (granted 2/12/2016)	$0.0	A	1269	Acquired		Common Stock (1269.0)	Direct

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Employee Stock Option	$98.26	2025-02-13	Common Stock (5425.0)	5425	Direct
Restricted Stock Unit (granted 02/13/15)	$0.0		Common Stock (1136.0)	1136	Direct
Employee Stock Option	$55.71	2022-02-10	Common Stock (11977.0)	11977	Direct
Employee Stock Option	$43.64	2020-02-12	Common Stock (15641.0)	15641	Direct
Employee Stock Option	$78.59	2024-02-14	Common Stock (6820.0)	6820	Direct
Restricted Stock Unit (granted 02/14/2014)	$0.0		Common Stock (1314.0)	1314	Direct
Employee Stock Option	$63.25	2023-02-15	Common Stock (9664.0)	9664	Direct
Employee Stock Option	$55.81	2021-02-11	Common Stock (14931.0)	14931	Direct

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

F2: Options vest in four (4) equal annual installments beginning one year from date of grant.

F3: Each RSU vests 100% three years from the date of grant.

F4: The RSU award became vested and payable on February 15, 2016.