ILLINOIS TOOL WORKS INC — Director's Dealing 2019

Oct 30, 2019

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ILLINOIS TOOL WORKS INC (ITW)
CIK: 0000049826
Period of Report: 2019-10-28

Reporting Person: Hartnett John R. (Executive Vice President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2019-10-28	Common Stock	M	24002	$78.59	Acquired	41374	Direct
2019-10-28	Common Stock	S	24002	$167.39	Disposed	17372	Direct
2019-10-28	Common Stock	M	200	$78.59	Acquired	17572	Direct
2019-10-28	Common Stock	S	200	$168.01	Disposed	17372	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2019-10-28	Employee Stock Option	$78.59	M	24202	Disposed	2024-02-14	Common Stock (24202.0)	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Employee Stock Option	$98.26	2025-02-13	Common Stock (19436.0)	19436	Direct
Employee Stock Option	$91.88	2026-02-12	Common Stock (19980.0)	19980	Direct
Employee Stock Option	$128.0	2027-02-10	Common Stock (23294.0)	23294	Direct
Employee Stock Option	$163.36	2028-02-15	Common Stock (16953.0)	16953	Direct
Employee Stock Option	$144.21	2029-02-15	Common Stock (19644.0)	19644	Direct
Performance Share Units (granted 2/10/17)	$0.0		Common Stock (2605.0)	2605	Direct
Performance Share Units (granted 2/15/18)	$0.0		Common Stock (2082.0)	2082	Direct
Performance Share Units (granted 2/15/19)	$0.0		Common Stock (2388.0)	2388	Direct

Footnotes

F1: This transaction was executed at multiple prices ranging from $167.01 to $167.98. 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: This transaction was executed at multiple prices ranging from $167.99 to $168.02. 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.

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

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

F5: PSUs accrue dividends in shares of common stock, subject to fulfillment of vesting period and performance goals; the PSUs shown include dividend equivalents, if any, accrued to date.

F6: Each PSU vests 100% three years from the date of grant if performance goals are met.