ILLINOIS TOOL WORKS INC — Director's Dealing 2019

Sep 16, 2019

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ILLINOIS TOOL WORKS INC (ITW)
CIK: 0000049826
Period of Report: 2019-09-12

Reporting Person: VALLS JUAN (Executive Vice President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2019-09-12	Common Stock	M	40692	$63.25	Acquired	67047	Direct
2019-09-12	Common Stock	S	40692	$160.49	Disposed	26355	Direct
2019-09-12	Common Stock	M	22802	$78.59	Acquired	49157	Direct
2019-09-12	Common Stock	S	22802	$160.53	Disposed	26355	Direct
2019-09-12	Common Stock	M	1400	$78.59	Acquired	27755	Direct
2019-09-12	Common Stock	S	1400	$160.83	Disposed	26355	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2019-09-12	Employee Stock Option	$63.25	M	40692	Disposed	2023-02-15	Common Stock (40692.0)	Direct
2019-09-12	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	$91.88	2026-02-12	Common Stock (16650.0)	16650	Direct
Employee Stock Option	$98.26	2025-02-13	Common Stock (17816.0)	17816	Direct
Employee Stock Option	$128.0	2027-02-10	Common Stock (18635.0)	18635	Direct
Employee Stock Option	$163.36	2028-02-15	Common Stock (13693.0)	13693	Direct
Employee Stock Option	$144.21	2029-02-15	Common Stock (15279.0)	15279	Direct
Performance Share Units (granted 2/10/17)	$0.0		Common Stock (2069.0)	2069	Direct
Performance Share Units (granted 2/15/18)	$0.0		Common Stock (1670.0)	1670	Direct
Performance Share Units (granted 2/15/19)	$0.0		Common Stock (1845.0)	1845	Direct

Footnotes

F1: This transaction was executed at multiple prices ranging from $159.76 to $160.71. 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 $159.80 to $160.78. 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: This transaction was executed at multiple prices ranging from $160.79 to $160.88. 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.

F4: Options vest in four (4) equal annual installments beginning one year from date of grant.

F5: Each performance share unit (PSU) represents a contingent right to receive one share of the Company's common stock.

F6: 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.

F7: Each PSU vests 100% three years from the date of grant if performance goals are met.