STOCK TITAN

H.B. Fuller (NYSE: FUL) SVP Magalhaes exercises options, sells 1,099 shares

(Moderate)
(Positive)
Form Type
4

Rhea-AI Filing Summary

H.B. Fuller senior vice president Joao Magalhaes exercised an employee stock option for 1,099 shares of common stock at $33.38 per share on August 8, 2025, then sold 1,099 shares at $56.315 per share. After these transactions he directly holds 3,285 common shares, 27,755 employee stock options, and 1,993.84 restricted stock units.

Positive

  • None.

Negative

  • None.

Insights

TL;DR: Routine option exercise and sale reduced direct holdings to 3,285 shares; several outstanding grants remain.

The Form 4 shows a paired exercise and sale on 08/08/2025: 1,099 vested options were exercised at $33.38 and 1,099 shares sold at $56.315, reducing direct holdings from 4,384 to 3,285 shares. The realized spread between sale price and exercise price is explicit in the filing. Table II documents multiple remaining option grants with various strikes and maturities and listed RSU awards. For investors this is a disclosure of insider liquidity activity and the reporting person’s remaining equity exposure; it does not, by itself, indicate a change in corporate outlook or governance.

TL;DR: Transactions align with compensation vesting and option exercise mechanics; several long-dated grants and RSUs remain outstanding.

The filing identifies one option grant that was 100% vested and exercised, plus many outstanding grants across multiple grant dates and strike prices. Notable listed instruments include an 8,853-share option at a $61.30 strike exercisable 02/04/2026 and multiple RSU grants that vest over time. The Form 4 therefore documents normal equity compensation activity and current beneficial ownership details rather than corporate governance changes.

Insider Magalhaes Joao
Role Sr. VP, Engineering Adhesives
Sold 1,099 shs ($62K)
Approx. gross sale proceeds $62K
Approx. exercise cost $37K
Approx. pre-tax spread $25K
Type Security Shares Price Value
Exercise Employee Stock Option (Right-to-Buy) 1,099 $33.38 $37K
Exercise Common Stock 1,099 $33.38 $37K
Sale Common Stock 1,099 $56.315 $62K
holding Employee Stock Option (Right-to-Buy) -- -- --
holding Employee Stock Option (Right-to-Buy) -- -- --
holding Employee Stock Option (Right-to-Buy) -- -- --
holding Employee Stock Option (Right-to-Buy) -- -- --
holding Employee Stock Option (Right-to-Buy) -- -- --
holding Employee Stock Option (Right-to-Buy) -- -- --
holding Employee Stock Option (Right-to-Buy) -- -- --
holding Employee Stock Option (Right-to-Buy) -- -- --
holding Employee Stock Option (Right-to-Buy) -- -- --
holding Restricted Stock Units -- -- --
holding Restricted Stock Units -- -- --
holding Restricted Stock Units -- -- --
Holdings After Transaction: Employee Stock Option (Right-to-Buy) — 27,755 shares (Direct); Common Stock — 3,285 shares (Direct); Restricted Stock Units — 1,993.84 shares (Direct)
Footnotes (5)
  1. F1. This option is 100% vested.
  2. F2. This option vests in three annual installments (33%, 33%, and 34%) beginning on the date shown.
  3. F3. These restricted stock units convert into shares of common stock on a 1-for-1 basis.
  4. F4. These restricted stock units vest in three annual installments (33%, 33%, and 34%) beginning on the date shown.
  5. F5. Amount includes restricted stock units acquired pursuant to a dividend equivalent reinvestment feature.
Option exercise shares 1,099 shares Employee stock options exercised on 2025-08-08 at $33.3800 per share
Shares sold 1,099 shares Common stock sold on 2025-08-08 at $56.3150 per share
Common stock holdings 3,285 shares Direct common shares held after the reported transactions
Employee stock options holdings 27,755 options Direct employee stock options remaining after the reported transactions
Restricted stock units holdings 1,993.84 units Direct RSUs that convert into common stock on a 1-for-1 basis
Net share change -1,099 shares Net buy/sell shares across reported transactions in the filing
Employee Stock Option (Right-to-Buy) financial
"Employee Stock Option (Right-to-Buy) for common stock in Joao Magalhaes' holdings"
Restricted Stock Units financial
"Restricted Stock Units that convert into shares of common stock on a 1-for-1 basis"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
dividend equivalent reinvestment feature financial
"restricted stock units acquired pursuant to a dividend equivalent reinvestment feature"
vests in three annual installments financial
"option vests in three annual installments (33%, 33%, and 34%) beginning on the date shown"

AI-generated analysis. How Rhea-AI works. Not financial advice.

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FAQ

What did FUL executive Joao Magalhaes report in this Form 4 filing?

Joao Magalhaes exercised 1,099 options and sold 1,099 shares. On August 8, 2025 he exercised employee stock options at $33.38 per share, then sold the same number of H.B. Fuller common shares at $56.315 per share, updating his reported direct holdings.

How many FUL shares did Joao Magalhaes sell on August 8, 2025?

He sold 1,099 H.B. Fuller common shares. The sale was reported at a price of $56.315 per share, following an exercise of 1,099 employee stock options earlier that day at an exercise price of $33.38 per share.

What option exercise price was reported for Joao Magalhaes in FUL?

The exercised employee stock options had a $33.38 strike price. On August 8, 2025 Magalhaes exercised 1,099 options to acquire common stock at $33.3800 per share, then reported a same-day sale of 1,099 common shares.

What are Joao Magalhaes' remaining FUL common stock holdings after these transactions?

He directly holds 3,285 H.B. Fuller common shares. This post-transaction balance reflects the reported August 8, 2025 option exercise and share sale, as summarized in the canonical holdings for the Form 4 filing.

How many FUL employee stock options and RSUs does Joao Magalhaes still hold?

He holds 27,755 employee stock options and 1,993.84 RSUs. These positions are reported as direct holdings, with the restricted stock units converting into common stock on a 1-for-1 basis under the company’s equity plans.

Does the FUL Form 4 show other option grants for Joao Magalhaes?

Yes, several option grants with varying exercise prices are listed. Holdings include employee stock options with exercise prices such as $45.05, $48.35, $50.10, and higher, each tied to specific expiration dates and underlying common shares.
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*
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)
08/08/2025
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 08/08/2025 M 1,099 A $33.38 4,384 D
Common Stock 08/08/2025 S 1,099 D $56.315 3,285 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) $33.38 08/08/2025 M 1,099 01/19/2017(1) 01/19/2026 Common Stock 1,099 $33.38 0.0000 D
Employee Stock Option (Right-to-Buy) $45.05 01/24/2020(1) 01/24/2029 Common Stock 3,021 3,021 D
Employee Stock Option (Right-to-Buy) $48.35 01/24/2021(1) 01/24/2030 Common Stock 2,850 2,850 D
Employee Stock Option (Right-to-Buy) $50.1 01/26/2018(1) 01/26/2027 Common Stock 1,658 1,658 D
Employee Stock Option (Right-to-Buy) $51.89 01/27/2022(1) 01/27/2031 Common Stock 2,952 2,952 D
Employee Stock Option (Right-to-Buy) $53.57 01/25/2019(1) 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(2) 01/24/2033 Common Stock 2,231 2,231 D
Employee Stock Option (Right-to-Buy) $72.94 01/24/2023(1) 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) 01/24/2024(4) 01/24/2026 Common Stock 130.22 130.22(5) D
Restricted Stock Units $0.0000(3) 01/26/2025(4) 01/26/2027 Common Stock 301.33 301.33(5) D
Restricted Stock Units $0.0000(3) 02/04/2026(4) 02/04/2028 Common Stock 1,562.29 1,562.29(5) D
Explanation of Responses:
1. This option is 100% vested.
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.
/s/ Patrick J. Seul, Attorney-in-Fact 08/11/2025
** 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.
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.