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H.B. Fuller Form 4: Director Transaction Involves Shares and Stock Units

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

Rhea-AI Filing Summary

Teresa J. Rasmussen Trangsrud, a director of H.B. Fuller Co. (FUL), reported transactions dated 08/29/2025. The filing shows a disposal of 2,343 shares of common stock and the acquisition of 968.47 stock units under the Directors' Deferred Compensation Plan. The stock units convert 1-for-1 into common shares upon specified events and include units received as dividend equivalents. After these transactions, the reporting person beneficially owns 18,556.15 shares (direct ownership). The Form 4 was signed by an attorney-in-fact on behalf of the reporting person.

Positive

  • Acquisition of 968.47 stock units under the Directors' Deferred Compensation Plan, which convert 1-for-1 into common shares
  • Stock units include dividend equivalents, indicating continued participation in company compensation programs

Negative

  • Disposition of 2,343 common shares reported on 08/29/2025, reducing immediate share count
  • No price disclosed for the 2,343-share disposal in the provided content

Insights

TL;DR Director reported a sale of shares and acquisition of deferred stock units, net holdings remain significant.

The Form 4 discloses a contemporaneous disposition of 2,343 common shares and an acquisition of 968.47 deferred stock units that convert 1-for-1 into common shares on defined events. The acquired units also reflect a dividend-equivalent feature under the Directors' Deferred Compensation Plan. The filing indicates direct beneficial ownership of 18,556.15 shares following the transactions. For investors, this is a routine director-level rebalancing and participation in the company’s deferred compensation plan; there is no additional financial guidance or operational disclosure in this filing.

TL;DR Transaction appears to follow director compensation and plan rules; no governance red flags evident.

The report shows standard director compensation mechanics: receipt of stock units under a deferred compensation arrangement and a separate disposition of shares. The stock units have constrained conversion triggers (retirement, death, disability, or specified events) and include dividend equivalents, consistent with many director plans. The Form 4 was executed by an attorney-in-fact, which is common. There are no indications of unusual timing, related-party transfers, or departures from required disclosures in the provided content.

Insider Rasmussen Trangsrud Teresa J
Role Director
Type Security Shares Price Value
Grant/Award Stock Units 968.47 $61.05 $59K
holding Common Stock -- -- --
Holdings After Transaction: Stock Units — 18,556.15 shares (Direct); Common Stock — 2,343 shares (Direct)
Footnotes (1)
  1. These units convert into shares of common stock on a 1-for-1 basis. These units will be converted into shares of common stock upon retirement, death, disability or certain specified events, all as defined in such plan, subject to holding periods required by law. This amount includes stock units acquired pursuant to a dividend equivalent feature of the Directors' Deferred Compensation Plan.
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Form 4 Insider Transactions: What Each Field Means →
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*
Rasmussen Trangsrud Teresa 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)
X Director 10% Owner
Officer (give title below) Other (specify below)
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 2,343 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
Stock Units $0.0000(1) 08/29/2025 A 968.47 (2) (2) Common Stock 968.47 $61.05 18,556.15(3) D
Explanation of Responses:
1. These units convert into shares of common stock on a 1-for-1 basis.
2. These units will be converted into shares of common stock upon retirement, death, disability or certain specified events, all as defined in such plan, subject to holding periods required by law.
3. This amount includes stock units acquired pursuant to a dividend equivalent feature of the Directors' Deferred Compensation Plan.
/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.
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.

Source: View Original Filing on SEC EDGAR

FAQ

What transactions did Teresa J. Rasmussen Trangsrud report on Form 4 for FUL?

The filing reports a disposition of 2,343 common shares and an acquisition of 968.47 stock units on 08/29/2025.

How many FUL shares does the reporting person beneficially own after these transactions?

The report shows beneficial ownership of 18,556.15 shares following the reported transactions.

What are the stock units acquired and when do they convert to common stock?

The acquired units convert 1-for-1 into common stock upon retirement, death, disability, or certain specified events, and are subject to applicable holding periods.

Do the acquired units include dividend equivalents?

Yes. The filing states the amount includes stock units acquired pursuant to a dividend equivalent feature of the Directors' Deferred Compensation Plan.

Who signed the Form 4 filing?

The Form 4 was signed by Patrick J. Seul, Attorney-in-Fact on behalf of the reporting person on 09/02/2025.