FUL Form 4: Executive Disposes 52,196 Shares While Holding Large Option/RSU Stakes

Rhea-AI Filing Summary

Insider transaction report for H.B. Fuller (FUL): The reporting person, Executive VP and CFO John J. Corkrean, disposed of 52,196 shares of common stock on 08/29/2025. The filing also lists a large portfolio of remaining direct holdings consisting of vested and unvested employee stock options (totaling multiple option grants for tens of thousands of shares), restricted stock units that convert 1-for-1 into common shares (aggregate amounts shown), and phantom units that convert into shares. Several options are fully vested while others vest over multi-year schedules. The filing shows continued significant equity exposure through options and RSUs despite the reported sale.

Positive

• Significant retained equity exposure via multiple employee stock options and restricted stock units that convert 1-for-1, maintaining alignment with shareholder value
• Presence of vested options indicates immediate potential economic interest tied to company performance

Negative

• Disposition of 52,196 shares on 08/29/2025 reduces the reporting person's direct common stock holdings
• Some option grants remain unvested, indicating future dilution potential when they vest and are exercised

Insights

Financial Analyst

TL;DR: A material open-market disposition occurred but the officer retains sizable incentive-linked holdings through options and RSUs.

The sale of 52,196 common shares is a clear liquidity event by the CFO, which may modestly increase available floating supply depending on company float size. However, the reporting person still holds substantial economic exposure via multiple employee stock options (with exercise prices ranging from $43.48 to $77.72) and restricted stock units that convert 1-for-1, preserving alignment with equity performance. No option exercises or derivative dispositions besides the sale are reported.

Corporate Governance Expert

TL;DR: Transaction is routine insider disposition; governance signal is mixed but not unusual given ongoing compensation structures.

The Form 4 documents a single disposition alongside standard equity compensation holdings: fully vested options, time‑vesting options, phantom units and RSUs with dividend-equivalent features. This pattern matches common executive compensation practices and does not indicate a governance event such as a resignation or equity repricing. The filing includes explicit vesting schedules and dividend reinvestment notes, showing customary plan mechanics.

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
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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)
08/29/2025

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								52,196	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)	08/29/2025		A		154.39		(2)	(2)	Common Stock	154.39	$61.05	26,456.72(3)	D
Employee Stock Option (Right-to-Buy)	$43.48							05/17/2017(4)	05/17/2026	Common Stock	16,672		16,672	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	1,297.11		1,297.11(8)	D
Restricted Stock Units	$0.0000(6)							01/26/2025(7)	01/26/2027	Common Stock	2,841.16		2,841.16(8)	D
Restricted Stock Units	$0.0000(6)							01/27/2026(7)	01/27/2028	Common Stock	4,352.99		4,352.99(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	09/02/2025
	** 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).
** 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.
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FAQ

What did the FUL Form 4 filed for John J. Corkrean report?

The Form 4 reports a disposition of 52,196 common shares on 08/29/2025 and enumerates existing employee stock options, restricted stock units, and phantom units held by the reporting person.

How many shares were sold by the FUL reporting person?

The filing shows a sale/disposition of 52,196 shares of H.B. Fuller common stock.

Does the Form 4 show remaining equity holdings for the FUL executive?

Yes. The report lists multiple employee stock options (aggregate tens of thousands of shares), restricted stock units (aggregate thousands of shares), and phantom units that convert 1-for-1 into common stock.

Are any options fully vested according to the Form 4 for FUL?

Yes. The filing indicates certain options are 100% vested, while other options vest over multi-year schedules (33%/33%/34% in applicable grants).

Do the restricted stock units convert to common shares for FUL?

Yes. The restricted stock units are stated to convert into shares of common stock on a 1-for-1 basis and include dividend equivalent reinvestment features.