STOCK TITAN

H.B. Fuller (FUL) GC granted 453 performance stock units

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

H.B. Fuller senior vice president, general counsel and corporate secretary Gregory O. Ogunsanya reported an award of 453 performance stock units on January 20, 2026 at a price of $0.0000 per unit. Each performance stock unit converts into one share of common stock and is scheduled to vest on October 4, 2026, based on return on invested capital performance at 80% of the target level.

Following this grant, Ogunsanya directly holds 5,564 shares of H.B. Fuller common stock, as well as multiple employee stock options and restricted stock units covering additional shares of common stock, all on a direct ownership basis.

Positive

  • None.

Negative

  • None.
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
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
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*
Ogunsanya Gregory O.

(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)
Sr. VP, GC and Corp Secretary
3. Date of Earliest Transaction (Month/Day/Year)
01/20/2026
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 5,564 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(1) 01/20/2026 A 453(2) 10/04/2026 10/04/2026 Common Stock 453 $0.0000(1) 453 D
Employee Stock Option (Right-to-Buy) $64.28 01/27/2026(3) 01/27/2035 Common Stock 10,237 10,237 D
Employee Stock Option (Right-to-Buy) $70.28 10/04/2024(3) 10/04/2033 Common Stock 3,442 3,442 D
Employee Stock Option (Right-to-Buy) $77.72 01/26/2025(3) 01/26/2034 Common Stock 8,915 8,915 D
Restricted Stock Units $0.0000(4) 01/26/2025(5) 01/26/2027 Common Stock 1,026.99 1,026.99(6) D
Restricted Stock Units $0.0000(4) 01/27/2026(5) 01/27/2028 Common Stock 1,820.56 1,820.56(6) D
Restricted Stock Units $0.0000(4) 10/04/2024(5) 10/04/2026 Common Stock 199.98 199.98(6) D
Explanation of Responses:
1. These performance stock units convert into shares of common stock on a 1-for-1 basis.
2. Each performance stock unit represents a contingent right to receive one share of H.B. Fuller common stock on the vesting date of October 4, 2026. This amount represents H.B. Fuller achieving return on invested capital payout at 80% of the target level.
3. This option vests in three annual installments (33%, 33%, and 34%) beginning on the date shown.
4. These restricted stock units convert into shares of common stock on a 1-for-1 basis.
5. These restricted stock units vest in three annual installments (33%, 33%, and 34%) beginning on the date shown.
6. Amount includes restricted stock units acquired pursuant to a dividend equivalent reinvestment feature.
/s/ Patrick J. Seul, Attorney-in-Fact 01/22/2026
** 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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transaction did H.B. Fuller (FUL) report for Gregory O. Ogunsanya?

The filing shows that Sr. VP, general counsel and corporate secretary Gregory O. Ogunsanya was awarded 453 performance stock units on January 20, 2026 at a price of $0.0000 per unit.

How do the new performance stock units for H.B. Fullerc's Ogunsanya vest?

Each performance stock unit converts into one share of H.B. Fuller common stock and represents a contingent right to receive a share on the vesting date of October 4, 2026, based on return on invested capital reaching 80% of the target level.

Did the H.B. Fuller (FUL) Form 4 show any stock sales by Gregory O. Ogunsanya?

No stock dispositions are listed. The Form 4 reports an acquisition of 453 performance stock units and updates his holdings of options, restricted stock units and common shares.

What direct common stock holdings does Gregory O. Ogunsanya report in H.B. Fuller?

After the reported transaction, Ogunsanya directly holds 5,564 shares of H.B. Fuller common stock, in addition to equity awards such as performance stock units, restricted stock units and employee stock options.

What other equity awards does Ogunsanya hold at H.B. Fuller (FUL)?

The filing lists several employee stock options with exercise prices of $64.28, $70.28, and $77.72, each vesting in three annual installments, and multiple restricted stock unit positions that convert to common stock on a 1-for-1 basis and vest in three annual installments beginning on the specified dates.

Are dividend equivalents included in Ogunsanya5c's H.B. Fuller restricted stock units?

Yes. A footnote explains that the amount includes restricted stock units acquired through a dividend equivalent reinvestment feature, increasing the units tied to dividend payments.

Fuller H B Co

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ST PAUL