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[Form 4] H.B. Fuller Company Insider Trading Activity

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

Rhea-AI Filing Summary

Heather Campe, Sr. VP, International Growth at H.B. Fuller Company (FUL), filed a Form 4 disclosing insider transactions dated 08/29/2025 and filed 09/02/2025. The filing reports a disposition of 22,316.23 shares of common stock and shows multiple derivative holdings: employee stock options totaling 84,479 option shares and restricted stock units totaling 3,681.48 shares. The filing also records conversion/award activity for phantom units and restricted stock units that convert to common stock on a 1-for-1 basis and notes dividend reinvestment and dividend-equivalent features for some awards.

Positive

  • Insider transactions fully disclosed via a timely Form 4 filing
  • Reporting person identified with title (Sr. VP, International Growth), improving transparency

Negative

  • Disposition of 22,316.23 common shares by a senior officer, which may be viewed negatively by some investors
  • Substantial outstanding equity awards: employee stock options totaling 84,479 shares and restricted stock units totaling 3,681.48, indicating potential future dilution

Insights

TL;DR: Officer sale reported; substantial outstanding options and RSUs increase potential future dilution.

The Form 4 discloses a meaningful disposition of 22,316.23 common shares by a senior officer, coupled with a large balance of equity awards. The filing lists employee stock options aggregating 84,479 shares and restricted stock units of 3,681.48 shares, some with dividend-equivalent features and multi-year vesting schedules. For investors, the combination of a current share disposition and sizeable unexercised/options and RSUs is relevant for near-to-medium-term share supply and executive alignment, but the filing contains no pricing details for the reported disposition itself or context for the sale.

TL;DR: Routine insider disclosure showing both sale and ongoing incentive compensation; governance implications depend on context.

The Form 4 appears to be a standard disclosure of insider activity by a named officer. It documents option grants with varied exercise prices and vesting schedules, and RSUs/phantom units that convert 1-for-1 to common stock. The form notes dividend reinvestment and dividend-equivalent features for certain awards. Without additional context (intent of sale, use of proceeds, or pre-arranged trading plan explicitly checked), this filing is informative but not conclusive about governance concerns.

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*
Campe Heather

(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, International Growth
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 22,316.23(1) 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(2) 08/29/2025 A 35.51 (3) (3) Common Stock 35.51 $61.05 4,911.08(4) D
Employee Stock Option (Right-to-Buy) $51.89 01/27/2022(5) 01/27/2031 Common Stock 19,520 19,520 D
Employee Stock Option (Right-to-Buy) $53.57 01/25/2019(5) 01/25/2028 Common Stock 21,834 21,834 D
Employee Stock Option (Right-to-Buy) $64.28 01/27/2026(6) 01/27/2035 Common Stock 10,831 10,831 D
Employee Stock Option (Right-to-Buy) $68.17 01/24/2024(6) 01/24/2033 Common Stock 10,730 10,730 D
Employee Stock Option (Right-to-Buy) $72.94 01/24/2023(5) 01/24/2032 Common Stock 11,636 11,636 D
Employee Stock Option (Right-to-Buy) $77.72 01/26/2025(6) 01/26/2034 Common Stock 9,928 9,928 D
Restricted Stock Units $0.0000(7) 01/24/2024(8) 01/24/2026 Common Stock 623.89 623.89(9) D
Restricted Stock Units $0.0000(7) 01/26/2025(8) 01/26/2027 Common Stock 1,139.13 1,139.13(9) D
Restricted Stock Units $0.0000(7) 01/27/2026(8) 01/27/2028 Common Stock 1,918.46 1,918.46(9) D
Explanation of Responses:
1. Amount includes shares acquired pursuant to a dividend reinvestment plan.
2. These units (acquired after 12-31-04) convert into shares of common stock on a 1-for-1 basis.
3. 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.
4. Amount includes stock units acquired pursuant to a dividend equivalent feature.
5. This option is 100% vested.
6. This option vests in three annual installments (33%, 33%, and 34%) beginning on the date shown.
7. These restricted stock units convert into shares of common stock on a 1-for-1 basis.
8. These restricted stock units vest in three annual installments (33%, 33%, and 34%) beginning on the date shown.
9. 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.
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 transactions did Heather Campe report on Form 4 for FUL?

The Form 4 reports a disposition of 22,316.23 common shares and multiple derivative holdings including employee stock options and restricted stock units.

When was the transaction dated and when was the Form 4 filed for FUL insider activity?

The earliest transaction date shown is 08/29/2025, and the Form 4 was signed/filed on 09/02/2025.

How many employee stock options and RSUs does the filing show for Heather Campe?

The filing lists employee stock options aggregating 84,479 option shares and restricted stock units totaling 3,681.48 shares.

Do any awards convert to common stock on a 1-for-1 basis?

Yes. The filing states that certain phantom units and restricted stock units convert into shares of common stock on a 1-for-1 basis.

Are dividend features noted in the Form 4 for these awards?

Yes. Explanations indicate shares and stock units include amounts acquired pursuant to a dividend reinvestment plan and some stock units include a dividend equivalent feature.
Fuller H B Co

NYSE:FUL

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FUL Stock Data

3.10B
53.89M
0.28%
98.92%
2.52%
Specialty Chemicals
Adhesives & Sealants
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United States
ST PAUL