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ILLINOIS TOOL WORKS INC Director's Dealing 2016

Feb 17, 2016

29921_dirs_2016-02-17_fd338e28-b7dc-4c5f-a891-0d1c91ed8d2b.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: 2016-02-12

Reporting Person: O'HERLIHY CHRISTOPHER A (Vice Chairman)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2016-02-15 Common Stock M 5797 Acquired 17305 Direct
2016-02-15 Common Stock F 1822 $91.88 Disposed 15483 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2016-02-15 Performance Restricted Stock Unit (granted 2/15/2013) $0.0 M 5797 Disposed Common Stock (5797.0) Direct
2016-02-12 Employee Stock Option $91.88 A 37462 Acquired 2026-02-12 Common Stock (37462.0) Direct
2016-02-12 Performance Restricted Stock Unit (granted 2/12/2016) $0.0 A 8162 Acquired Common Stock (8162.0) Direct

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock 1575 Indirect

Holdings (Derivative)

Security Exercise Price Expiration Underlying Shares Ownership
Employee Stock Option $98.26 2025-02-13 Common Stock (22675.0) 22675 Direct
Performance Restricted Stock Unit (granted 2/13/15) $0.0 Common Stock (4749.0) 4749 Direct
Employee Stock Option $63.25 2023-02-15 Common Stock (37301.0) 37301 Direct
Employee Stock Option $55.81 2021-02-11 Common Stock (36467.0) 36467 Direct
Employee Stock Option $78.59 2024-02-14 Common Stock (29702.0) 29702 Direct
Performance Restricted Stock Unit (granted 2/14/2014) $0.0 Common Stock (5725.0) 5725 Direct
Employee Stock Option $43.64 2020-02-12 Common Stock (22941.0) 22941 Direct
Employee Stock Option $55.71 2022-02-10 Common Stock (43554.0) 43554 Direct

Footnotes

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

F2: Shares of common stock allocated to my account in the Illinois Tool Works Inc. Savings & Investment Plan--Information reported as of February 15, 2016.

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.

F5: The PRSU award became vested and payable on February 15, 2016.