Sec Form 5 Filing - NUSSBAUMER WALTER @ FULLER H B CO - 2005-12-03

Insider filing report for Changes in Beneficial Ownership
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FORM 5
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
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
NUSSBAUMER WALTER
2. Issuer Name and Ticker or Trading Symbol
FULLER H B CO [ FUL]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Grp Pres, Genl Mgr, Europe
(Last) (First) (Middle)
1200 WILLOW LAKE BOULEVARD, P.O. BOX 64683
3. Date of Earliest Transaction (MM/DD/YY)
12/03/2005
(Street)
ST. PAUL55164-0683
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 1.32 D
Common Stock 2,746.4 ( 4 ) D
Common Stock 2,726.31 ( 1 ) I By 401(k) Plan
Common Stock 12,198 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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
Common Stock Units $ 0 ( 3 ) 08/08/1988( 14 ) 08/08/1988( 14 ) Common Stock 4,890.92 4,890.92 ( 14 ) D
Employee Stock Option (Right-to-Buy) $ 21.5 08/08/1988( 5 ) 12/02/2008 Common Stock 9,920 9,920 D
Employee Stock Option (Right-to-Buy) $ 27.375 08/08/1988( 6 ) 12/01/2009 Common Stock 9,448 9,448 D
Employee Stock Option (Right-to-Buy) $ 18.625 08/08/1988( 7 ) 12/07/2010 Common Stock 19,480 19,480 D
Employee Stock Option (Right-to-Buy) $ 25.95 08/08/1988( 8 ) 01/17/2012 Common Stock 11,527 11,527 D
Employee Stock Option (Right-to-Buy) $ 27.9 08/08/1988( 9 ) 12/09/2012 Common Stock 10,534 10,534 D
Phantom Stock $ 0 ( 10 ) 08/08/1988( 11 ) 08/08/1988( 11 ) Common Stock 1,386.94 1,386.94 ( 11 ) D
Employee Stock Option (Right-to-Buy) $ 27.3 08/08/1988( 2 ) 12/03/2013 Common Stock 11,433 11,433 D
Common Stock Units $ 0 ( 12 ) 08/08/1988( 13 ) 08/08/1988( 13 ) Common Stock 1,034.52 1,034.52 ( 13 ) D
Common Stock Units $ 0 ( 15 ) 08/08/1988( 16 ) 08/08/1988( 16 ) Common Stock 3,788.39 3,788.39 D
Employee Stock Option (Right-to-Buy) $ 28.98 08/08/1988( 17 ) 12/02/2014 Common Stock 12,742 12,742 D
Phantom Stock $ 0 ( 18 ) 08/08/1988( 19 ) 08/08/1988( 19 ) Common Stock 222.84 222.84 ( 20 ) D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
NUSSBAUMER WALTER
1200 WILLOW LAKE BOULEVARD
P.O. BOX 64683
ST. PAUL55164-0683
Grp Pres, Genl Mgr, Europe
Signatures
Timothy J. Keenan, Attorney-in-Fact 01/11/2006
Signature of Reporting Person Date
Explanation of Responses:
( 1 )401(k) Plan: This amount includes shares and dividends acquired during the fiscal year pursuant to the H.B. Fuller Company Thrift Plan.
( 2 )2000 Stock Incentive Plan: This option vests in four equal installment beginning on December 3, 2004.
( 3 )1992 Stock Incentive Plan: These units convert into shares of common stock on a 1-for-1 basis.
( 4 )1992 Stock Incentive Plan: This amount includes shares acquired pursuant to a dividend reinvestment feature of the H.B. Fuller Company 1992 Stock Incentive Plan.
( 5 )1992 Stock Incentive Plan: This option vests in four equal installments beginning on December 2, 1999.
( 6 )1992 Stock Incentive Plan: This option vests in four equal installments beginning on December 1, 2000.
( 7 )2000 Stock Incentive Plan: This option vests in four equal installments beginning on December 7, 2001.
( 8 )2000 Stock Incentive Plan: This option vests in four equal installments beginning on January 17, 2003.
( 9 )2000 Stock Incentive Plan: This option vests in four equal installments beginning on December 9, 2003.
( 10 )Deferred Compensation Plan: These units convert into shares of common stock on a 1-for-1 basis.
( 11 )Deferred Compensation Plan: Units 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.
( 12 )2000 Stock Incentive Plan: These restricted units convert into shares of common stock on a 1-for-1 basis.
( 13 )2000 Stock Incentive Plan: These restricted units were awarded pursuant to H.B. Fuller Company's 2000 Stock Incentive Plan. The units vest in four equal annual installments beginning on April 15, 2005.
( 14 )1992 Stock Incentive Plan: This amount includes stock units acquired pursuant to a dividend equivalent reinvestment feature on the H.B. Fuller Company 1992 Stock Incentive Plan.
( 15 )2000 Stock Incentive Plan: These restricted units convert into shares of common stock on a 1-for-1 basis.
( 16 )2000 Stock Incentive Plan: These restricted units were awarded pursuant to H.B. Fuller Company's 2000 Stock Incentive Plan. The units will vest effective December 2, 2007.
( 17 )2000 Stock Incentive Plan: This option vests in four equal installments beginning on December 2, 2005.
( 18 )Deferred Compensation Plan: These units (acquired after 12-31-04) convert into shares of common stock on a 1-for-1 basis.
( 19 )Deferred Compensation Plan: 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.
( 20 )Key Employee Deferred Compensation Plan Dividend Reinvestment: This amount (acquired after 12-31-04) includes stock units acquired pursuant to a dividend equivalent feature of the Key Employees' Deferred Compensation Plan.

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