Sec Form 4 Filing - Owens James @ FULLER H B CO - 2021-08-31

Insider filing report for Changes in Beneficial Ownership
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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
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
Owens James
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)
President and CEO
(Last) (First) (Middle)
1200 WILLOW LAKE BOULEVARD, P.O. BOX 64683
3. Date of Earliest Transaction (MM/DD/YY)
08/31/2021
(Street)
ST. PAUL, MN55164-0683
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 08/31/2021 S 5,000 ( 1 ) D $ 67.83 188,702.776 D
Common Stock 362.89 ( 2 ) I By 401(k) Plan
Common Stock 280 I By Son ( 3 )
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
Employee Stock Option (Right-to-Buy) $ 33.38 01/19/2017( 4 ) 01/19/2026 Common Stock 182,039 182,039 D
Employee Stock Option (Right-to-Buy) $ 39.64 01/24/2014( 4 ) 01/24/2023 Common Stock 80,697 80,697 D
Employee Stock Option (Right-to-Buy) $ 41 01/22/2016( 4 ) 01/22/2025 Common Stock 112,727 112,727 D
Employee Stock Option (Right-to-Buy) $ 45.04 01/24/2020( 5 ) 01/24/2029 Common Stock 226,403 226,403 D
Employee Stock Option (Right-to-Buy) $ 48.35 01/24/2021( 5 ) 01/24/2030 Common Stock 238,872 238,872 D
Employee Stock Option (Right-to-Buy) $ 48.92 01/23/2015( 4 ) 01/23/2024 Common Stock 79,061 79,061 D
Employee Stock Option (Right-to-Buy) $ 50.1 01/26/2018( 4 ) 01/26/2027 Common Stock 151,826 151,826 D
Employee Stock Option (Right-to-Buy) $ 51.89 01/27/2022( 5 ) 01/27/2031 Common Stock 187,889 187,889 D
Employee Stock Option (Right-to-Buy) $ 53.57 01/25/2019( 4 ) 01/25/2028 Common Stock 146,887 146,887 D
Performance Stock Units $ 0 ( 6 ) 01/24/2020( 7 ) 01/24/2022 Common Stock 8,434.62 8,434.62 ( 8 ) D
Performance Stock Units (CEO) $ 0 ( 6 ) 01/24/2020( 9 ) 01/24/2022 Common Stock 8,559.65 8,559.65 ( 10 ) D
Performance Stock Units (CEO) $ 0 ( 6 ) 01/24/2021( 11 ) 01/24/2023 Common Stock 16,773.44 16,773.44 ( 10 ) D
Restricted Stock Units $ 0 ( 12 ) 01/27/2022( 13 ) 01/27/2024 Common Stock 24,055.49 24,055.49 ( 14 ) D
Restricted Stock Units $ 0 ( 12 ) 01/27/2024 01/27/2024 Common Stock 28,345.47 28,345.47 ( 14 ) D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Owens James
1200 WILLOW LAKE BOULEVARD
P.O. BOX 64683
ST. PAUL, MN55164-0683
President and CEO
Signatures
/s/ Timothy J. Keenan, Attorney-in-Fact 09/01/2021
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The sale reported in this Form 4 was effected pursuant to a Rule 10b5-1 trading plan previously adopted by the Reporting Person.
( 2 )This amount includes shares and dividends acquired pursuant to the H.B.Fuller Company 401(k) & Retirement Plan.
( 3 )Held jointly by spouse and son.
( 4 )This option is 100% vested.
( 5 )This option vests in three equal annual installments beginning on the date shown.
( 6 )These performance stock units convert into shares of common stock on a 1-for-1 basis.
( 7 )These performance stock units vest in three equal annual installments beginning on the date shown upon H.B. Fuller achieving return on invested capital at least at the threshold level of performance in each year of the three years of vesting.
( 8 )This amount has been adjusted to reflect a decrease in number of performance stock units from the original grant based on performance criteria. Amount also includes performance stock units acquired pursuant to a dividend equivalent reinvestment feature.
( 9 )These performance stock units vest in three equal annual installments beginning on the date shown, subject to one or more performance measures being achieved.
( 10 )Amount includes performance stock units acquired pursuant to a dividend equivalent reinvestment feature.
( 11 )These performance stock units vest in three equal annual installments beginning on the date shown only if one or more of the performance measures in the CEO's short-term incentive program measures are met at the threshold level for fiscal 2020 as determined by the Compensation Committee.
( 12 )These restricted stock units convert into shares of common stock on a 1-for-1 basis.
( 13 )These restricted stock units vest in three equal annual installments beginning on the date shown.
( 14 )Amount includes restricted stock units acquired pursuant to a dividend equivalent reinvestment feature.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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