Statement of Changes in Beneficial Ownership (4)
April 20 2020 - 4:24PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
Weaver Nathan D. |
2. Issuer Name and Ticker or Trading Symbol
FULLER H B CO
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FUL
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
VP, Human Resources |
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(Last)
(First)
(Middle)
1200 WILLOW LAKE BOULEVARD, P.O. BOX 64683 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
4/17/2020 |
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(Street)
ST. PAUL, MN 55164-0683
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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| Common Stock | | | | | | | | 5562.0000 | D | |
| Common Stock | | | | | | | | 1407.4900 | I | By 401(k) Plan |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code
(Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4) | 8. Price of Derivative Security
(Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
| Phantom Units | $0.0000 (1) | 4/17/2020 | | A | | 43.5200 | | (2) | (2) | Common Stock | 43.5200 | $32.0800 | 6300.0800 (3) | D | |
| Employee Stock Option (Right-to-Buy) | $22.2700 | | | | | | | 1/20/2012 (4) | 1/20/2021 | Common Stock | 6041.0000 | | 6041.0000 | D | |
| Employee Stock Option (Right-to-Buy) | $26.6600 | | | | | | | 4/2/2021 | 4/2/2030 | Common Stock | 9732.0000 | | 9732.0000 | D | |
| Employee Stock Option (Right-to-Buy) | $28.4000 | | | | | | | 1/26/2013 (4) | 1/26/2022 | Common Stock | 5451.0000 | | 5451.0000 | D | |
| Employee Stock Option (Right-to-Buy) | $32.3200 | | | | | | | 4/12/2013 (4) | 4/12/2022 | Common Stock | 1797.0000 | | 1797.0000 | D | |
| Employee Stock Option (Right-to-Buy) | $33.3800 | | | | | | | 1/19/2017 (4) | 1/19/2026 | Common Stock | 9546.0000 | | 9546.0000 | D | |
| Employee Stock Option (Right-to-Buy) | $39.6400 | | | | | | | 1/24/2014 (4) | 1/24/2023 | Common Stock | 5988.0000 | | 5988.0000 | D | |
| Employee Stock Option (Right-to-Buy) | $41.0000 | | | | | | | 1/22/2016 (4) | 1/22/2025 | Common Stock | 7292.0000 | | 7292.0000 | D | |
| Employee Stock Option (Right-to-Buy) | $45.0500 | | | | | | | 1/24/2020 (4) | 1/24/2019 | Common Stock | 6115.0000 | | 6115.0000 | D | |
| Employee Stock Option (Right-to-Buy) | $48.3500 | | | | | | | 1/24/2021 (4) | 1/24/2030 | Common Stock | 5362.0000 | | 5362.0000 | D | |
| Employee Stock Option (Right-to-Buy) | $48.9200 | | | | | | | 1/23/2015 (4) | 1/23/2024 | Common Stock | 5326.0000 | | 5326.0000 | D | |
| Employee Stock Option (Right-to-Buy) | $50.1000 | | | | | | | 1/26/2018 (4) | 1/26/2027 | Common Stock | 4976.0000 | | 4976.0000 | D | |
| Employee Stock Option (Right-to-Buy) | $53.5700 | | | | | | | 1/25/2019 (4) | 1/25/2028 | Common Stock | 4585.0000 | | 4585.0000 | D | |
| Performance Stock Option (Right-to-Buy) | $51.3500 | | | | | | | 1/31/2021 (5) | 5/15/2028 | Common Stock | 1000.0000 | | 1000.0000 | D | |
| Restricted Stock Units | $0.0000 (6) | | | | | | | 1/24/2020 (7) | 1/24/2022 | Common Stock | 447.3400 | | 447.3400 (8) | D | |
| Restricted Stock Units | $0.0000 (6) | | | | | | | 1/24/2021 (7) | 1/24/2023 | Common Stock | 551.8100 | | 551.8100 (8) | D | |
| Restricted Stock Units | $0.0000 (6) | | | | | | | 1/25/2019 (7) | 1/25/2021 | Common Stock | 169.2800 | | 169.2800 (8) | D | |
| Restricted Stock Units | $0.0000 | | | | | | | 4/2/2021 | 4/2/2023 | Common Stock | 997.0000 | | 997.0000 | D | |
| Explanation of Responses: |
| (1) | These units (acquired after 12-31-04) convert into shares of common stock on a 1-for-1 basis. |
| (2) | These units (acquired after 12-31-04) convert into shares of common stock upon the earlier of certain termination events as specified in the Key Employee Deferred Compensation Plan or such earlier date as selected by the participant, subject to holding periods required by law. |
| (3) | Amount includes stock units acquired pursuant to a dividend equivalent feature. |
| (4) | This option vests in three equal annual installments beginning on the date shown. |
| (5) | These performance-based non-qualified stock options vest on the date shown contingent upon H.B. Fuller achieving adjusted EBITDA at least at the threshold level of performance. |
| (6) | These restricted stock units convert into shares of common stock on a 1-for-1 basis. |
| (7) | These restricted stock units vest in three equal annual installments beginning on the date shown. |
| (8) | Amount includes restricted stock units acquired pursuant to a dividend equivalent reinvestment feature. |
Reporting Owners
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| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
Weaver Nathan D.
1200 WILLOW LAKE BOULEVARD
P.O. BOX 64683
ST. PAUL, MN 55164-0683 |
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| VP, Human Resources |
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Signatures
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| /s/ Debra L. Hovland, Attorney-in-Fact | | 4/20/2020 |
| **Signature of Reporting Person | Date |
H B Fuller (NYSE:FUL)
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