Illinois Tool Works (ITW) director gets 765-share stock grant

Rhea-AI Filing Summary

Illinois Tool Works director Kelly J. Grier received a stock grant of 765 shares of Common Stock at $254.76 per share. The shares were acquired under the company’s 2024 Long Term Incentive Plan in connection with the annual stock grant. Following this award, Grier holds 3,332 shares directly, which includes 211 shares of deferred stock under the ITW Directors' Deferred Fee Plan as of May 8, 2026.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Grier Kelly J

Role null

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	765	$254.76	$195K

Holdings After Transaction: Common Stock — 3,332 shares (Direct, null)

Footnotes (1)

1. Represents shares of common stock acquired pursuant to the Issuer's 2024 Long Term Incentive Plan in connection with the annual stock grant. Includes 211 shares of deferred stock under the ITW Directors' Deferred Fee Plan as of May 8, 2026.

Key Figures

Shares granted: 765 shares Grant price: $254.76 per share Total shares after grant: 3,332 shares +1 more

4 metrics

Shares granted 765 shares Annual stock grant on May 8, 2026

Grant price $254.76 per share Reported grant value for Common Stock

Total shares after grant 3,332 shares Holdings following the transaction

Deferred stock 211 shares Deferred under ITW Directors' Deferred Fee Plan as of May 8, 2026

Key Terms

2024 Long Term Incentive Plan, annual stock grant, ITW Directors' Deferred Fee Plan

3 terms

2024 Long Term Incentive Plan financial

"acquired pursuant to the Issuer's 2024 Long Term Incentive Plan in connection with the annual stock grant"

annual stock grant financial

"acquired pursuant to the Issuer's 2024 Long Term Incentive Plan in connection with the annual stock grant"

ITW Directors' Deferred Fee Plan financial

"Includes 211 shares of deferred stock under the ITW Directors' Deferred Fee Plan as of May 8, 2026"

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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^*

Grier Kelly J

(Last) (First) (Middle)

155 HARLEM AVE.

(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)

X	Director		10% 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)

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	05/08/2026		A(1)		765	A	$254.76	3,332(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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents shares of common stock acquired pursuant to the Issuer's 2024 Long Term Incentive Plan in connection with the annual stock grant.

2. Includes 211 shares of deferred stock under the ITW Directors' Deferred Fee Plan as of May 8, 2026.

Remarks:

Exhibit 24. Power of Attorney

	/s/ Anna Oliveira, Attorney-in-Fact for Kelly J. Grier	05/12/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did Illinois Tool Works (ITW) disclose for Kelly J. Grier?

Illinois Tool Works reported director Kelly J. Grier received 765 shares of Common Stock as a stock grant. The award was made under the company’s 2024 Long Term Incentive Plan in connection with the annual stock grant program.

At what price was the latest Illinois Tool Works (ITW) stock grant to Kelly J. Grier recorded?

The stock grant to Kelly J. Grier was recorded at $254.76 per share. This price is used for reporting purposes on the grant date and reflects the compensation value of the equity award disclosed in the insider filing.

How many Illinois Tool Works (ITW) shares does Kelly J. Grier hold after the reported grant?

After the reported grant, Kelly J. Grier holds 3,332 Illinois Tool Works shares. This total includes directly held stock as well as 211 shares of deferred stock under the ITW Directors' Deferred Fee Plan as of May 8, 2026.

Was the Illinois Tool Works (ITW) transaction by Kelly J. Grier a market purchase or a compensation grant?

The transaction was a compensation grant, not a market purchase. The 765 shares of Common Stock were awarded under Illinois Tool Works’ 2024 Long Term Incentive Plan as part of the annual stock grant to the director.

What is the ITW Directors' Deferred Fee Plan mentioned in the Kelly J. Grier filing?

The ITW Directors' Deferred Fee Plan is a program under which directors can hold deferred stock. In this filing, Kelly J. Grier is reported to include 211 shares of deferred stock under this plan within her total 3,332-share position.