Beck Axel 4

What Happened

• Axel Beck, Executive Vice President of Illinois Tool Works (ITW), received shares through settlement and conversion of equity awards. The Form 4 reports conversions/exercises and an award tied to performance share units (PSUs).
• Key line items: 2,398 shares reported as acquired via exercise/conversion on Feb 12 at $0.00; 1,063 shares were withheld to satisfy tax withholding at $298.51/share (value $317,316); 2,398 shares were also reported as disposed in a derivative transaction on Feb 12; and on Feb 13 Beck was recorded as acquiring 10,120 shares via a grant/award (derivative, $0.00).

Key Details

• Transaction dates: Feb 12, 2026 (conversion/exercise and tax withholding) and Feb 13, 2026 (award/settlement).
• Prices/values: tax withholding of 1,063 shares at $298.51 each = $317,316; other reported acquisitions/conversions show $0.00 price (reflecting settlement/conversion of award instruments, not open‑market purchases).
• Shares owned after the reported transactions: not specified in the provided excerpt.
• Footnotes of note:
  • F1–F3: Common stock was acquired upon settlement of performance share units (each PSU = right to one share); PSUs were certified and settled on Feb 12, 2026.
  • F4: Related option awards vest in four equal annual installments beginning one year from grant.
• Filing timing: Form filed Feb 17, 2026 for transactions occurring Feb 12–13 (the filing date is 5 days after the primary transactions).

Context

• This activity appears to be internal compensation settlement (PSUs/derivative conversions) rather than open‑market buying or selling. The withholding of 1,063 shares was to satisfy tax obligations, a routine administrative step (transaction code F).
• For retail investors: receipts from award settlements indicate insiders receiving compensation in stock form; they are not the same signal as an open‑market purchase by an insider.