H.B. Fuller (FUL) VP logs stock, option and RSU transactions

Rhea-AI Filing Summary

H.B. Fuller VP, Corporate Controller Robert J. Martsching reported multiple equity award transactions dated 01/24/2026. He converted 440 performance stock units and 195 restricted stock units into common stock at $60.07 per share, and also acquired 17 common shares from dividend accruals during vesting. Footnotes state these units and restricted stock units convert into common stock on a 1-for-1 basis.

To cover taxes on the issuances, 56 shares and 163 shares of common stock were withheld, also at $60.07 per share. After the transactions, he directly owns 15,716.307 common shares. He also holds several fully vested employee stock options with exercise prices ranging from $45.05 to $77.72, as well as phantom units and additional restricted stock units that convert into common stock on a 1-for-1 basis under company plans.

SEC Form 4

FORM 4

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
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Martsching Robert J

(Last) (First) (Middle)

1200 WILLOW LAKE BOULEVARD

P.O. BOX 64683

(Street)

ST. PAUL MN 55164-0683

(City) (State) (Zip)

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)
	VP, Corporate Controller

3. Date of Earliest Transaction (Month/Day/Year)
01/24/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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	01/24/2026		M		440	A	$60.07	15,723.307	D
Common Stock	01/24/2026		M		195	A	$60.07	15,918.307	D
Common Stock	01/24/2026		A		17(1)	A	$60.07	15,935.307	D
Common Stock	01/24/2026		F		56(2)	D	$60.07	15,879.307	D
Common Stock	01/24/2026		F		163(3)	D	$60.07	15,716.307(4)	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 (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	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 (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (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: 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
Performance Stock Units	$0.0000(5)	01/24/2026		M			440	01/24/2026	01/24/2026	Common Stock	440	$60.07	0.0000	D
Restricted Stock Units	$0.0000(6)	01/24/2026		M			195	01/24/2024(7)	01/24/2026	Common Stock	195	$60.07	0.0000	D
Employee Stock Option (Right-to-Buy)	$45.05							01/24/2020(8)	01/24/2029	Common Stock	8,791		8,791	D
Employee Stock Option (Right-to-Buy)	$48.35							01/24/2021(8)	01/24/2030	Common Stock	8,173		8,173	D
Employee Stock Option (Right-to-Buy)	$50.1							01/26/2018(8)	01/26/2027	Common Stock	7,582		7,582	D
Employee Stock Option (Right-to-Buy)	$51.89							01/27/2022(8)	01/27/2031	Common Stock	6,088		6,088	D
Employee Stock Option (Right-to-Buy)	$53.57							01/25/2019(8)	01/25/2028	Common Stock	7,336		7,336	D
Employee Stock Option (Right-to-Buy)	$64.28							01/27/2026(9)	01/27/2035	Common Stock	4,606		4,606	D
Employee Stock Option (Right-to-Buy)	$68.17							01/24/2024(8)	01/24/2033	Common Stock	3,346		3,346	D
Employee Stock Option (Right-to-Buy)	$72.94							01/24/2023(8)	01/24/2032	Common Stock	3,629		3,629	D
Employee Stock Option (Right-to-Buy)	$77.72							01/26/2025(9)	01/26/2034	Common Stock	3,096		3,096	D
Phantom Units	$0.0000(10)							(11)	(11)	Common Stock	2,824.63		2,824.63(12)	D
Restricted Stock Units	$0.0000(6)							01/26/2025(7)	01/26/2027	Common Stock	358.48		358.48(13)	D
Restricted Stock Units	$0.0000(6)							01/27/2026(7)	01/27/2028	Common Stock	818.85		818.85(13)	D

Explanation of Responses:

1. This amount reflects the number of shares acquired pursuant to dividend accruals during the vesting period.

2. Shares withheld for taxes due on 195 shares issued.

3. Shares withheld for taxes due on 457 shares issued.

4. Amount includes shares acquired pursuant to a dividend reinvestment plan.

5. These performance stock units convert into shares of common stock on a 1-for-1 basis.

6. These restricted stock units convert into shares of common stock on a 1-for-1 basis.

7. These restricted stock units vest in three annual installments (33%, 33%, and 34%) beginning on the date shown.

8. This option is 100% vested.

9. This option vests in three annual installments (33%, 33%, and 34%) beginning on the date shown.

10. These units (acquired after 12-31-04) convert into shares of common stock on a 1-for-1 basis.

11. 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.

12. Amount includes stock units acquired pursuant to a dividend equivalent feature.

13. Amount includes restricted stock units acquired pursuant to a dividend equivalent reinvestment feature.

	/s/ Patrick J. Seul, Attorney-in-Fact	01/27/2026
	** Signature of Reporting Person	Date
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).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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FAQ

What insider activity did H.B. Fuller (FUL) report for Robert J. Martsching?

H.B. Fuller reported that VP, Corporate Controller Robert J. Martsching converted performance stock units and restricted stock units into common stock and had shares withheld for taxes on 01/24/2026.

How many H.B. Fuller shares did Robert J. Martsching receive from vested awards?

On 01/24/2026, Robert J. Martsching received 440 common shares from performance stock units, 195 common shares from restricted stock units, and 17 common shares from dividend accruals.

Were any of Robert J. Martsching’s H.B. Fuller shares sold on the open market?

The Form 4 shows 56 shares and 163 shares of common stock with transaction code F, which the footnotes identify as shares withheld for taxes on shares issued, not open-market sales.

How many H.B. Fuller common shares does Robert J. Martsching own after these transactions?

Following the reported transactions, Robert J. Martsching directly owns 15,716.307 shares of H.B. Fuller common stock.

What stock options and units does Robert J. Martsching hold at H.B. Fuller (FUL)?

He holds multiple employee stock options to buy common stock with exercise prices from $45.05 to $77.72, as well as phantom units and additional restricted stock units that convert into common stock on a 1-for-1 basis as described in the plan footnotes.

How do Robert J. Martsching’s H.B. Fuller performance and restricted stock units convert?

Footnotes state that his performance stock units, restricted stock units, and certain phantom units each convert into H.B. Fuller common stock on a 1-for-1 basis, subject to the terms of the applicable plans.