STOCK TITAN

[Form 4] ILLINOIS TOOL WORKS INC Insider Trading Activity

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

Rhea-AI Filing Summary

Illinois Tool Works director Ernest Scott Santi received 1,883 shares of common stock on May 8, 2026. The shares were acquired under the company’s 2024 Long Term Incentive Plan as an annual stock grant and in lieu of part of his cash retainer.

After this compensation-related grant, Santi directly and indirectly holds a total of 266,128 shares of Illinois Tool Works common stock, including 6,778 shares of deferred stock under the ITW Directors' Deferred Fee Plan as of May 8, 2026. This filing reflects routine equity compensation rather than an open-market purchase.

Positive

  • None.

Negative

  • None.
Insider SANTI ERNEST SCOTT
Role null
Type Security Shares Price Value
Grant/Award Common Stock 1,883 $254.76 $480K
Holdings After Transaction: Common Stock — 266,128 shares (Direct, null)
Footnotes (1)
  1. Represents shares of common stock acquired pursuant to the Issuer's 2024 Long Term Incentive Plan, including an annual stock grant and shares acquired in lieu of cash retainer. Includes 6,778 shares of deferred stock under the ITW Directors' Deferred Fee Plan as of May 8, 2026.
Stock grant size 1,883 shares Common stock grant on May 8, 2026
Grant reference price $254.76 per share Reported transaction price for the grant
Total holdings after transaction 266,128 shares Common stock held following the grant
Deferred stock holdings 6,778 shares Deferred stock under ITW Directors' Deferred Fee Plan as of May 8, 2026
2024 Long Term Incentive Plan financial
"acquired pursuant to the Issuer's 2024 Long Term Incentive Plan, including an annual stock grant"
annual stock grant financial
"including an annual stock grant and shares acquired in lieu of cash retainer"
deferred stock financial
"Includes 6,778 shares of deferred stock under the ITW Directors' Deferred Fee Plan"
Directors' Deferred Fee Plan financial
"under the ITW Directors' Deferred Fee Plan as of May 8, 2026"
grant/award acquisition financial
"transaction_action: grant/award acquisition, transaction_code_description: Grant, award, or other acquisition"
SEC Form 4
FORM 4UNITED 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*
SANTI ERNEST SCOTT

(Last)(First)(Middle)
ILLINOIS TOOL WORKS INC.
155 HARLEM AVENUE

(Street)
GLENVIEW ILLINOIS 60025

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
ILLINOIS TOOL WORKS INC [ ITW ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/08/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock05/08/2026A1,883(1)A$254.76266,128(2)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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Represents shares of common stock acquired pursuant to the Issuer's 2024 Long Term Incentive Plan, including an annual stock grant and shares acquired in lieu of cash retainer.
2. Includes 6,778 shares of deferred stock under the ITW Directors' Deferred Fee Plan as of May 8, 2026.
Remarks:
/s/ Anna Oliveira, Attorney-in-Fact for E. Scott Santi05/12/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)