H.B. Fuller (FUL) CEO receives 202,009 options and new RSUs in equity grant

Rhea-AI Filing Summary

H.B. Fuller President and CEO Mastin Celeste Beeks reported multiple equity compensation transactions in H.B. Fuller (FUL) on January 26, 2026. Beeks received an employee stock option grant for 202,009 shares of common stock at an exercise price of $59.81 per share, vesting in three annual installments beginning on the grant date.

On the same date, 5,851 restricted stock units (RSUs) were converted into an equal number of common shares, and 2,303 shares of common stock were withheld at $60.07 per share to cover taxes on those issued shares. Beeks also received a new award of 29,798 RSUs, which vest in three annual installments starting January 26, 2027.

After these transactions, Beeks directly owned 28,062 shares of common stock, with an additional 3,500 shares held indirectly through a revocable trust, alongside multiple outstanding option and RSU positions disclosed in the filing.

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^*

Mastin Celeste Beeks

(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)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President and CEO

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		5,851	A	$60.07	30,365	D
Common Stock	01/26/2026		F		2,303(1)	D	$60.07	28,062	D
Common Stock								3,500	I	By Revocable Trust

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		202,009		01/26/2027(2)	01/26/2036	Common Stock	202,009	$59.81	202,009	D
Restricted Stock Units	$0.0000(3)	01/26/2026		M			5,851	01/26/2025(4)	01/26/2027	Common Stock	5,851	$60.07	6,029.79(5)	D
Restricted Stock Units	$0.0000(3)	01/26/2026		A		29,798		01/26/2027(4)	01/26/2029	Common Stock	29,798	$0.0000(3)	29,798	D
Employee Stock Option (Right-to-Buy)	$64.28							01/27/2026(2)	01/27/2035	Common Stock	135,135		135,135	D
Employee Stock Option (Right-to-Buy)	$67.55							04/07/2023(6)	04/07/2032	Common Stock	25,667		25,667	D
Employee Stock Option (Right-to-Buy)	$68.17							01/24/2024(6)	01/24/2033	Common Stock	72,261		72,261	D
Employee Stock Option (Right-to-Buy)	$77.72							01/26/2025(2)	01/26/2034	Common Stock	103,228		103,228	D
Restricted Stock Units	$0.0000(3)							01/27/2026(4)	01/27/2028	Common Stock	24,043.24		24,043.24(5)	D

Explanation of Responses:

1. Shares withheld for taxes due on 5,851 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.
* 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).
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FAQ

What equity awards did H.B. Fuller (FUL) CEO Mastin Celeste Beeks receive?

Beeks received an employee stock option grant for 202,009 shares at $59.81 per share and a new award of 29,798 restricted stock units (RSUs). The RSUs convert into common stock on a 1-for-1 basis and vest over three annual installments.

Did the H.B. Fuller (FUL) CEO acquire common stock on January 26, 2026?

Yes. 5,851 RSUs vested and were converted into 5,851 shares of common stock on January 26, 2026. These shares came from previously granted RSUs, reflecting equity compensation rather than an open-market purchase of shares.

Why were 2,303 H.B. Fuller (FUL) shares withheld from the CEO on January 26, 2026?

2,303 common shares at $60.07 per share were withheld to cover taxes due on the 5,851 shares issued from vested RSUs. This is a common tax-settlement method for equity compensation awards to executives.

How many H.B. Fuller (FUL) common shares does the CEO hold after the reported transactions?

Following the transactions, Beeks directly owned 28,062 shares of common stock. An additional 3,500 shares are held indirectly through a revocable trust, as disclosed, giving a combined reported beneficial interest in those common shares.

What stock options does the H.B. Fuller (FUL) CEO have outstanding after this Form 4?

The filing lists several employee stock options, including 202,009 shares at $59.81 expiring in 2036 and additional options for 135,135, 25,667, 72,261, and 103,228 shares at various exercise prices and expiration dates.

How do the new H.B. Fuller (FUL) RSU awards to the CEO vest over time?

The newly granted 29,798 RSUs vest in three annual installments of 33%, 33%, and 34%, beginning on January 26, 2027. Upon vesting, each RSU converts into one share of common stock at no additional cost.