ILLINOIS TOOL WORKS INC — Director's Dealing 2019

Feb 6, 2019

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ILLINOIS TOOL WORKS INC (ITW)
CIK: 0000049826
Period of Report: 2019-02-04

Reporting Person: NAGARAJAN SUNDARAM (Executive Vice President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2019-02-04	Common Stock	M	18651	$63.25	Acquired	44954	Direct
2019-02-04	Common Stock	S	18651	$137.75	Disposed	26303	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2019-02-05	Employee Stock Option	$63.25	M	18651	Disposed	2023-02-15	Common Stock (18651.0)	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Employee Stock Option	$98.26	2025-02-13	Common Stock (21056.0)	21056	Direct
Employee Stock Option	$78.59	2024-02-14	Common Stock (27502.0)	27502	Direct
Employee Stock Option	$91.88	2026-02-12	Common Stock (22893.0)	22893	Direct
Employee Stock Option	$128.0	2027-02-10	Common Stock (26556.0)	26556	Direct
Employee Stock Option	$163.36	2028-02-15	Common Stock (19561.0)	19561	Direct
Performance Restricted Stock Unit (granted 2/12/2016)	$0.0		Common Stock (4988.0)	4988	Direct
Performance Share Units (granted 2/10/17)	$0.0		Common Stock (2909.0)	2909	Direct
Performance Share Units (granted 2/15/18)	$0.0		Common Stock (2354.0)	2354	Direct

Footnotes

F1: Options vest in four (4) equal annual installments beginning one year from date of grant.

F2: 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.

F3: Each PRSU and PSU vests 100% three years from the date of grant if performance goals are met.

F4: 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.