ILLINOIS TOOL WORKS INC·4

May 12, 4:31 PM ET

SANTI ERNEST SCOTT 4

4 · ILLINOIS TOOL WORKS INC · Filed May 12, 2026

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ITW Director S. Ernest Scott Receives 1,883-Share Award

What Happened Santi Ernest Scott, a director of Illinois Tool Works (ITW), received an award of 1,883 shares on May 8, 2026. The shares were reported at $254.76 each, for a total value of approximately $479,713. This transaction is an award/grant (code A) under ITW’s compensation plans — not an open-market purchase or sale.

Key Details

  • Transaction date: May 8, 2026. Form 4 filed May 12, 2026 (within required reporting window).
  • Price per share reported: $254.76; total value ≈ $479,713.
  • Transaction type: A = Grant/award under the Issuer’s plan.
  • Footnote F1: Shares acquired pursuant to ITW’s 2024 Long Term Incentive Plan, including the annual stock grant and shares issued in lieu of cash retainer.
  • Footnote F2: Filing notes 6,778 shares of deferred stock under the ITW Directors’ Deferred Fee Plan as of May 8, 2026.
  • Filing does not explicitly state total post-transaction beneficial ownership beyond the deferred-share note.

Context This was a standard director compensation grant (routine award under the LTIP), which is common for non-employee directors and does not by itself indicate buying or selling sentiment. For retail investors, grants to directors are mostly a compensation matter rather than a direct bullish signal; they increase the director’s stake but are typically issued as part of regular pay.

Insider Transaction Report

Form 4
Period: 2026-05-08
Transactions
  • Award

    Common Stock

    [F1][F2]
    2026-05-08$254.76/sh+1,883$479,713266,128 total
Footnotes (2)
  • [F1]Represents shares of common stock acquired pursuant to the Issuer's 2024 Long Term Incentive Plan, including an annual stock grant and shares acquired in lieu of cash retainer.
  • [F2]Includes 6,778 shares of deferred stock under the ITW Directors' Deferred Fee Plan as of May 8, 2026.
Signature
/s/ Anna Oliveira, Attorney-in-Fact for E. Scott Santi|2026-05-12

Documents

1 file
  • 4
    wk-form4_1778617885.xmlPrimary

    FORM 4