STOCK TITAN

H.B. Fuller (NYSE: FUL) SVP Du Xinyu logs RSU vesting and tax share withholding

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

Rhea-AI Filing Summary

H.B. Fuller senior vice president of global R&D Du Xinyu reported routine equity compensation activity. On 01/27/2026, 448 restricted stock units converted into common shares at $59.81, increasing directly held common stock to 3,215 shares before tax withholding.

A separate transaction shows 134 shares of common stock withheld for taxes due on the 448 shares issued, leaving 3,081 common shares directly owned. The filing also lists multiple employee stock option grants and additional restricted stock units with specified vesting schedules and expiration dates.

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*
Du Xinyu

(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, Global R&D
3. Date of Earliest Transaction (Month/Day/Year)
01/27/2026
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 01/27/2026 M 448 A $59.81 3,215 D
Common Stock 01/27/2026 F 134(1) D $59.81 3,081 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
Restricted Stock Units $0.0000(2) 01/27/2026 M 448 01/27/2026(3) 01/27/2028 Common Stock 448 $59.81 912.32(4) D
Employee Stock Option (Right-to-Buy) $48.35 01/24/2021(5) 01/24/2030 Common Stock 1,824 1,824 D
Employee Stock Option (Right-to-Buy) $51.89 01/27/2022(5) 01/27/2031 Common Stock 2,744 2,744 D
Employee Stock Option (Right-to-Buy) $59.81 01/26/2027(6) 01/26/2036 Common Stock 10,961 10,961 D
Employee Stock Option (Right-to-Buy) $64.28 01/27/2026(6) 01/27/2035 Common Stock 7,678 7,678 D
Employee Stock Option (Right-to-Buy) $68.17 01/24/2024(5) 01/24/2033 Common Stock 2,839 2,839 D
Employee Stock Option (Right-to-Buy) $72.94 01/24/2023(5) 01/24/2032 Common Stock 2,563 2,563 D
Employee Stock Option (Right-to-Buy) $77.72 01/26/2025(6) 01/26/2034 Common Stock 3,566 3,566 D
Restricted Stock Units $0.0000(2) 01/26/2025(3) 01/26/2027 Common Stock 205.86 205.86(4) D
Restricted Stock Units $0.0000(2) 01/26/2027(3) 01/26/2029 Common Stock 1,616 1,616 D
Explanation of Responses:
1. Shares withheld for taxes due on 448 shares issued.
2. These restricted stock units convert into shares of common stock on a 1-for-1 basis.
3. These restricted stock units vest in three annual installments (33%, 33%, and 34%) beginning on the date shown.
4. Amount includes restricted stock units acquired pursuant to a dividend equivalent reinvestment feature.
5. This option is 100% vested.
6. This option vests in three annual installments (33%, 33%, and 34%) beginning on the date shown.
/s/ Patrick J. Seul, Attorney-in-Fact 01/29/2026
** 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 Du Xinyu?

H.B. Fuller reported that Sr. VP Global R&D Du Xinyu had 448 restricted stock units convert into common stock on 01/27/2026 at $59.81 per share, with related tax withholding of 134 shares, leaving 3,081 common shares directly owned afterward.

How many H.B. Fuller (FUL) shares does Du Xinyu own after this Form 4?

After the reported transactions, Du Xinyu directly owns 3,081 shares of H.B. Fuller common stock. This reflects issuance of 448 shares from restricted stock units and the withholding of 134 shares to cover taxes tied to those 448 shares issued on 01/27/2026.

What does the tax withholding transaction mean in the H.B. Fuller (FUL) Form 4?

The Form 4 notes that 134 common shares were withheld to cover taxes due on 448 shares issued from restricted stock units. This means part of the newly delivered equity was retained for tax obligations, reducing directly held common shares from 3,215 to 3,081.

What restricted stock unit details are disclosed for H.B. Fuller (FUL) executive Du Xinyu?

The filing states that restricted stock units convert into H.B. Fuller common stock on a one-for-one basis and vest in three annual installments of 33%, 33%, and 34% beginning on the date shown, with amounts including units from a dividend equivalent reinvestment feature.

What stock options does Du Xinyu hold in H.B. Fuller (FUL) according to this filing?

Du Xinyu holds several employee stock options with exercise prices from $48.35 to $77.72 and expiration dates between 2030 and 2036. Some options are 100% vested, while others vest in three annual installments of 33%, 33%, and 34% starting on the dates indicated.

How do the restricted stock units for H.B. Fuller (FUL) vest for Du Xinyu?

The restricted stock units vest in three annual installments of 33%, 33%, and 34% beginning on the specified grant date. Upon vesting, they convert into H.B. Fuller common stock on a one-for-one basis, and amounts reported include units added via dividend equivalent reinvestment.
Fuller H B Co

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3.35B
54.01M
Specialty Chemicals
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United States
ST PAUL