H.B. Fuller (FUL) CFO updates holdings with phantom units, options and RSUs

Rhea-AI Filing Summary

H.B. Fuller Company’s Executive Vice President and Chief Financial Officer reported updated equity holdings in a Form 4 insider filing. On 12/05/2025, the officer acquired 162.09 phantom units, which are derivative securities that convert into an equal number of H.B. Fuller common shares on a 1-for-1 basis under the company’s deferred compensation plan. The filing shows these units are tied to the company’s stock price, here referenced at $58.15 per share, and are generally settled upon certain termination events or an earlier date elected by the participant, subject to legal holding periods.

Following the reported transactions, the officer beneficially owns 54,646 shares of common stock directly, along with a portfolio of employee stock options and restricted stock units. The options have exercise prices ranging from $45.05 to $77.72 per share with expiration dates extending through 2035, and several grants are already fully vested. The filing also lists restricted stock units that vest in three annual installments and convert into common stock on a 1-for-1 basis, some of which include additional units earned through dividend reinvestment features.

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^*

Corkrean John 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)
	Executive VP and CFO

3. Date of Earliest Transaction (Month/Day/Year)
12/05/2025

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								54,646	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
Phantom Units	$0.0000(1)	12/05/2025		A		162.09		(2)	(2)	Common Stock	162.09	$58.15	27,689.65(3)	D
Employee Stock Option (Right-to-Buy)	$45.05							01/24/2020(4)	01/24/2029	Common Stock	41,208		41,208	D
Employee Stock Option (Right-to-Buy)	$48.35							01/24/2021(4)	01/24/2030	Common Stock	48,309		48,309	D
Employee Stock Option (Right-to-Buy)	$50.1							01/26/2018(4)	01/26/2027	Common Stock	23,696		23,696	D
Employee Stock Option (Right-to-Buy)	$51.89							01/27/2022(4)	01/27/2031	Common Stock	38,376		38,376	D
Employee Stock Option (Right-to-Buy)	$53.57							01/25/2019(4)	01/25/2028	Common Stock	21,834		21,834	D
Employee Stock Option (Right-to-Buy)	$64.28							01/27/2026(5)	01/27/2035	Common Stock	24,570		24,570	D
Employee Stock Option (Right-to-Buy)	$68.17							01/24/2024(5)	01/24/2033	Common Stock	22,312		22,312	D
Employee Stock Option (Right-to-Buy)	$72.94							01/24/2023(4)	01/24/2032	Common Stock	21,997		21,997	D
Employee Stock Option (Right-to-Buy)	$77.72							01/26/2025(5)	01/26/2034	Common Stock	24,774		24,774	D
Restricted Stock Units	$0.0000(6)							01/24/2024(7)	01/24/2026	Common Stock	1,302.35		1,302.35(8)	D
Restricted Stock Units	$0.0000(6)							01/26/2025(7)	01/26/2027	Common Stock	2,852.64		2,852.64(8)	D
Restricted Stock Units	$0.0000(6)							01/27/2026(7)	01/27/2028	Common Stock	4,370.58		4,370.58(8)	D

Explanation of Responses:

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

2. 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.

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

4. This option is 100% vested.

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

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

	/s/ Patrick J. Seul, Attorney-in-Fact	12/08/2025
	** 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).
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FAQ

What insider transaction did H.B. Fuller (FUL) report in this Form 4?

The Form 4 reports that H.B. Fuller’s Executive Vice President and Chief Financial Officer acquired 162.09 phantom units on 12/05/2025. These units are derivative securities that convert into 162.09 shares of common stock on a 1-for-1 basis under the company’s deferred compensation plan.

How many H.B. Fuller (FUL) common shares does the reporting officer now own directly?

After the reported transactions, the officer directly beneficially owns 54,646 shares of H.B. Fuller common stock, as shown in the non-derivative securities table.

What are phantom units in the H.B. Fuller (FUL) executive plan?

Phantom units are derivative securities that track the value of H.B. Fuller common stock and convert into shares on a 1-for-1 basis. According to the filing, units acquired after 12/31/2004 convert into common stock upon certain termination events specified in the Key Employee Deferred Compensation Plan or an earlier date selected by the participant, subject to required holding periods.

What stock options does the H.B. Fuller (FUL) CFO hold according to this Form 4?

The CFO holds multiple employee stock options (right-to-buy) with exercise prices including $45.05, $48.35, $50.10, $51.89, $53.57, $64.28, $68.17, $72.94, and $77.72 per share. Some options are 100% vested, while others vest in three annual installments and have expiration dates running from 2027 through 2035.

How do H.B. Fuller (FUL) restricted stock units for the CFO vest and convert?

The filing states that certain restricted stock units convert into common stock on a 1-for-1 basis. These RSUs vest in three annual installments of 33%, 33%, and 34% beginning on grant dates such as 01/24/2024, 01/26/2025, and 01/27/2026. Amounts reported, like 1,302.35, 2,852.64, and 4,370.58 units, include additional RSUs acquired through a dividend equivalent reinvestment feature.

What is the reported number of derivative securities held by the H.B. Fuller (FUL) CFO after the phantom unit transaction?

After acquiring 162.09 phantom units on 12/05/2025, the filing shows the officer beneficially owns 27,689.65 derivative securities associated with phantom units, including units credited through a dividend equivalent feature.

What is the role of the reporting person in H.B. Fuller (FUL)?

The reporting person is identified as an Executive Vice President and Chief Financial Officer of H.B. Fuller Company and files this Form 4 as a single reporting person.