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ILLINOIS TOOL WORKS INC Director's Dealing 2017

Jun 7, 2017

29921_dirs_2017-06-07_fb4a2228-17a2-4fe5-a5f5-746c763bcbda.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: 2017-06-05

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

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2017-06-05 Common Stock M 36467 $55.81 Acquired 55878 Direct
2017-06-05 Common Stock S 36467 $144 Disposed 19411 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2017-06-05 Employee Stock Option $55.81 M 36467 Disposed 2021-02-11 Common Stock (36467.0) Direct

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock 1608 Indirect

Holdings (Derivative)

Security Exercise Price Expiration Underlying Shares Ownership
Employee Stock Option $98.26 2025-02-13 Common Stock (22675.0) 22675 Direct
Employee Stock Option $55.71 2022-02-10 Common Stock (43554.0) 43554 Direct
Employee Stock Option $91.88 2026-02-12 Common Stock (37462.0) 37462 Direct
Employee Stock Option $63.25 2023-02-15 Common Stock (37301.0) 37301 Direct
Employee Stock Option $78.59 2024-02-14 Common Stock (29702.0) 29702 Direct
Performance Restricted Stock Unit (granted 2/12/2016) $0.0 Common Stock (8162.0) 8162 Direct
Performance Restricted Stock Unit (granted 2/13/15) $0.0 Common Stock (4749.0) 4749 Direct
Employee Stock Option $128.0 2027-02-10 Common Stock (48453.0) 48453 Direct
Performance Share Units (granted 2/10/17) $0.0 Common Stock (5078.0) 5078 Direct

Footnotes

F1: This transaction was executed in multiple trades at prices ranging from $144.00 to $144.05. 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: Shares of common stock allocated to my account in the Illinois Tool Works Inc. Savings & Investment Plan--Information reported as of June 5, 2017.

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

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

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