H.B. Fuller (FUL) Sr. VP awarded new stock options and RSUs

Rhea-AI Filing Summary

H.B. Fuller executive Joao Magalhaes reported multiple equity compensation transactions dated January 26, 2026. He received an employee stock option grant for 12,647 shares of common stock at an exercise price of $59.81 per share, which begins vesting in three annual installments starting on that date.

Magalhaes also exercised 149 restricted stock units into common stock, with 71 shares withheld to cover taxes at $60.07 per share, leaving 3,591 common shares held directly. He additionally received 1,865 new restricted stock units that vest in three annual installments beginning January 26, 2027, and continues to hold several fully vested option awards and other option grants with future vesting and expiration dates.

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^*

Magalhaes Joao

(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, Engineering Adhesives

3. Date of Earliest Transaction (Month/Day/Year)
01/26/2026

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	01/26/2026		M		149	A	$60.07	3,662	D
Common Stock	01/26/2026		F		71(1)	D	$60.07	3,591	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
Employee Stock Option (Right-to-Buy)	$59.81	01/26/2026		A		12,647		01/26/2027(2)	01/26/2036	Common Stock	12,647	$59.81	12,647	D
Restricted Stock Units	$0.0000(3)	01/26/2026		M			149	01/26/2025(4)	01/26/2027	Common Stock	149	$60.07	154.74(5)	D
Restricted Stock Units	$0.0000(3)	01/26/2026		A		1,865		01/26/2027(4)	01/26/2029	Common Stock	1,865	$0.0000(3)	1,865	D
Employee Stock Option (Right-to-Buy)	$45.05							01/24/2020(6)	01/24/2029	Common Stock	3,021		3,021	D
Employee Stock Option (Right-to-Buy)	$48.35							01/24/2021(6)	01/24/2030	Common Stock	2,850		2,850	D
Employee Stock Option (Right-to-Buy)	$50.1							01/26/2018(6)	01/26/2027	Common Stock	1,658		1,658	D
Employee Stock Option (Right-to-Buy)	$51.89							01/27/2022(6)	01/27/2031	Common Stock	2,952		2,952	D
Employee Stock Option (Right-to-Buy)	$53.57							01/25/2019(6)	01/25/2028	Common Stock	1,681		1,681	D
Employee Stock Option (Right-to-Buy)	$61.3							02/04/2026(2)	02/04/2035	Common Stock	8,853		8,853	D
Employee Stock Option (Right-to-Buy)	$68.17							01/24/2024(6)	01/24/2033	Common Stock	2,231		2,231	D
Employee Stock Option (Right-to-Buy)	$72.94							01/24/2023(6)	01/24/2032	Common Stock	1,882		1,882	D
Employee Stock Option (Right-to-Buy)	$77.72							01/26/2025(2)	01/26/2034	Common Stock	2,627		2,627	D
Restricted Stock Units	$0.0000(3)							02/04/2026(4)	02/04/2028	Common Stock	1,574.78		1,574.78(5)	D

Explanation of Responses:

1. Shares withheld for taxes due on 149 shares issued.

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

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

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

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

6. This option is 100% vested.

	/s/ Patrick J. Seul, Attorney-in-Fact	01/28/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What did H.B. Fuller (FUL) executive Joao Magalhaes report in this Form 4?

Joao Magalhaes reported new stock option and restricted stock unit awards plus related share activity. The filing details grants, vesting schedules, RSU conversion into common stock, and tax share withholding, showing how his equity-based compensation in H.B. Fuller changed on January 26, 2026.

How many stock options did Joao Magalhaes receive from H.B. Fuller (FUL)?

He received 12,647 employee stock options with a $59.81 exercise price. These options vest in three annual installments of 33%, 33%, and 34%, beginning January 26, 2027, and are exercisable through January 26, 2036, subject to continued service and plan terms.

What restricted stock unit activity did H.B. Fuller (FUL) disclose for Joao Magalhaes?

Magalhaes converted 149 restricted stock units into common shares and received 1,865 new units. The RSUs convert into common stock on a 1‑for‑1 basis and generally vest in three annual installments, aligning his compensation with long-term H.B. Fuller share performance.

How many H.B. Fuller (FUL) common shares does Joao Magalhaes hold after these transactions?

After the reported activity, he directly beneficially owns 3,591 common shares. This reflects RSU conversion into stock and 71 shares withheld to cover taxes, as noted in the footnote explaining the shares retained by the company for tax obligations.

Were any H.B. Fuller (FUL) shares sold for cash by Joao Magalhaes in this Form 4?

The filing shows 71 shares withheld to cover taxes on 149 issued shares, coded as an "F" transaction. This is a tax withholding, not an open-market sale, and is a common mechanism when equity awards are settled in shares.

What other equity awards does Joao Magalhaes hold in H.B. Fuller (FUL)?

He holds multiple employee stock option grants and an additional block of 1,574.78 restricted stock units. Several option grants are already 100% vested, while others have specified future vesting and expiration dates, providing ongoing potential exposure to H.B. Fuller’s share price.