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

Rhea-AI Filing Summary

H.B. Fuller (FUL) – Form 4 insider filing reports one compensation-related equity credit for Executive VP & CFO John J. Corkrean on 08-01-2025.

• Direct stock ownership: 52,196 common shares; no open-market buys or sales were executed.
• New award: 169.53 phantom stock units added at $0 cost under the Key Employee Deferred Compensation Plan; units convert 1-for-1 into common shares upon separation or elected payout.
• Derivative holdings: 284,720 employee stock options outstanding (strike $43.48-$77.72, expiry 2026-2035) and 8,459 vested/unvested RSUs. Phantom-unit balance rises to 26,040.13 units.

The filing shows no dispositions, no Rule 10b5-1 plan, and no amendments. Given the small size of the phantom-unit credit and absence of market transactions, the event is routine and unlikely to affect valuation but reinforces executive equity alignment.

Positive

• No insider share sale; CFO’s equity stake increased slightly, maintaining alignment with shareholders.

Negative

• Minimal transaction size; 169 phantom units offer little insight into management’s conviction or near-term outlook.

Insights

Securities Analyst

TL;DR: Routine phantom-unit credit; no share sale; neutral signal.

The CFO merely received 170 phantom units worth roughly $10k at today’s price—immaterial versus his 52k outright shares and 284k options. Because neither open-market purchases nor sales occurred, the filing conveys little about near-term sentiment or liquidity needs. It does, however, maintain incentive alignment through growing deferred stock. Overall market impact is negligible.

Corporate Governance Expert

TL;DR: Compensation plan functioning as designed; governance risk unchanged.

The transaction stems from the deferred-comp plan, converting salary/bonus into phantom equity. Such automatic credits are standard for senior officers and typically carry no governance red flags. Absence of a 10b5-1 reference further indicates the credit was not tied to trading. Insider ownership remains substantial, which proxy advisers often view favorably. Impact: not material.

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)
08/01/2025

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)	08/01/2025		A		38.99		(3)	(3)	Common Stock	38.99	$55.6	4,819.88(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	621.44		621.44(9)	D
Restricted Stock Units	$0.0000(7)							01/26/2025(8)	01/26/2027	Common Stock	1,134.66		1,134.66(9)	D
Restricted Stock Units	$0.0000(7)							01/27/2026(8)	01/27/2028	Common Stock	1,910.94		1,910.94(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	08/04/2025
	** 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 did H.B. Fuller’s CFO report in the 08-01-25 Form 4?

169.53 phantom stock units were credited under the deferred-comp plan; no common shares were bought or sold.

How many FUL shares does CFO John J. Corkrean now own directly?

He beneficially owns 52,196 common shares after the reported transaction.

Were any shares sold by the insider?

No. The Form 4 shows no dispositions of common stock or derivative securities.

How many stock options does the CFO hold after the filing?

Outstanding options total about 284,720 with strike prices from $43.48 to $77.72, expiring 2026-2035.

Does the filing reference a Rule 10b5-1 trading plan?

No. The checkbox for a 10b5-1 plan was not marked.

Is the reported transaction likely to affect FUL’s share price?

Given the small size and routine nature of the phantom-unit credit, market impact is expected to be negligible.