Mary Katherine Lawler - 12 Feb 2024 Form 4 Insider Report for ILLINOIS TOOL WORKS INC (ITW)

Role: SVP & Chief HR Officer
Signature: /s/ Irene Song, Attorney-in-Fact for Mary K. Lawler
Issuer symbol: ITW
Transactions as of: 12 Feb 2024
Net transactions value: -$628,485
Form type: 4
Filing time: 14 Feb 2024, 16:37:19 UTC
Previous filing: 13 Feb 2024
Next filing: 01 Mar 2024
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	ITW	Common Stock	Options Exercise		+5,600	+25%		28,013	12 Feb 2024	Direct	F1, F2
transaction	ITW	Common Stock	Tax liability	$628,485	-2,451	-8.7%	$256.42	25,562	12 Feb 2024	Direct
holding	ITW	Common Stock						427	12 Feb 2024	See Footnote	F3

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	ITW	Performance Share Units (granted 2/12/21)	Options Exercise	$0	-5,600	-100%	$0.000000^*	0	12 Feb 2024	Common Stock	5,600		Direct	F2, F4

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Common stock acquired upon vesting of Performance Share Units (PSUs) and accrued dividends thereon, following certification of performance metrics.
F2	Each performance share unit (PSU) represents a contingent right to receive one share of the Company's common stock.
F3	Shares of common stock allocated to the reporting person's account in the Illinois Tool Works Inc. Savings & Investment Plan. Information reported as of February 12, 2024.
F4	PSUs vested and became payable on February 12, 2024.