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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

Charles T. Lauber, a director of H.B. Fuller Company (FUL), reported Form 4 transactions dated 08/29/2025. The filing shows non-derivative and derivative stock-unit activity. On 08/29/2025 he acquired 450.45 stock units (treated as common stock on a 1-for-1 basis) at a reported price basis of $61.05, bringing his beneficial ownership in that class to 9,485.99 units. The filing also reports 1,346.071 restricted stock units that convert 1-for-1 into common stock with a listed conversion/exercise date of 01/24/2026, and the same amount is shown as beneficially owned following the transaction. The units include amounts credited via a dividend equivalent feature of the Directors' Deferred Compensation Plan and some units convert upon retirement, death, disability, or specified events, subject to holding requirements. The form is signed by an attorney-in-fact on 09/02/2025.

Positive

  • Director increased beneficial ownership via acquisition of 450.45 stock units, raising holdings to 9,485.99 units.
  • Director participation in equity compensation plan through restricted stock units (1,346.071) and dividend equivalents shows alignment with shareholder interests.

Negative

  • None.

Insights

TL;DR: Director acquired stock units and holds additional restricted units, modestly increasing insider exposure to FUL equity.

The reported acquisition of 450.45 stock units at a stated $61.05 price basis increases the director's beneficial stake in that share class to 9,485.99 units. The filing also documents 1,346.071 restricted stock units converting 1-for-1 on 01/24/2026. These transactions appear governed by the Directors' Deferred Compensation Plan and include dividend equivalent credits, indicating compensation-related equity accumulation rather than open-market purchase activity. For investors, this shows continued equity-based alignment by a board member but does not by itself indicate material change to company capital structure or control.

TL;DR: Transactions are routine director compensation and deferral mechanics, reflecting standard governance practices.

The Form 4 discloses unit conversions and deferred-compensation credits tied to the Directors' Deferred Compensation Plan, with conversion or distribution triggers such as retirement or specified events. The presence of holding periods and event-based conversion conditions is typical for director equity plans. The filing is compliant in showing ownership levels and the attorney-in-fact signature, with no indication of unusual transfer restrictions or governance issues disclosed within this document.

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*
Lauber Charles T

(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
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 450.45 (2) (2) Common Stock 450.45 $61.05 9,485.99(3) D
Restricted Stock Units $0.0000(4) 01/24/2026 01/24/2026 Common Stock 1,346.071 1,346.071(5) 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.
4. These restricted stock units convert into shares of common stock on a 1-for-1 basis.
5. This amount includes restricted 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.

FAQ

Who filed the Form 4 for FUL and what is their role?

The Form 4 was filed for Charles T. Lauber, who is identified as a Director of H.B. Fuller Company (FUL).

What transactions are reported on the FUL Form 4 dated 08/29/2025?

The filing reports acquisition of 450.45 stock units on 08/29/2025 and reporting of 1,346.071 restricted stock units with a conversion date of 01/24/2026.

At what price basis are the acquired units reported?

The stock units acquired on 08/29/2025 are reported with a price basis of $61.05.

Do the units convert into common stock and when?

Yes, the units convert into common stock on a 1-for-1 basis. The restricted stock units list a conversion/exercise date of 01/24/2026.

Are there conditions or holding requirements for the units?

Yes, certain units convert upon retirement, death, disability, or specified events and are subject to holding periods required by law; some amounts result from a dividend equivalent feature of the Directors' Deferred Compensation Plan.
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
Link
United States
ST PAUL