ITW director granted 765 shares of stock

STROBEL PAMELA B reported acquisition or exercise transactions in this Form 4 filing.

Rhea-AI Filing Summary

STROBEL PAMELA B reported acquisition or exercise transactions in this Form 4 filing.

Illinois Tool Works director Pamela B. Strobel received an award of 765 shares of common stock on May 8, 2026, granted under the company’s 2024 Long Term Incentive Plan as part of her annual stock grant. The shares were valued at $254.76 per share for reporting purposes.

After this grant, Strobel directly holds 39,374 shares of Illinois Tool Works common stock. Footnote disclosure indicates this total includes 32,565 shares of deferred stock credited under the ITW Directors' Deferred Fee Plan as of May 8, 2026.

Insider Trade Summary

Grant/Award: 765 shares

Grant/Award 1 txn

Insider STROBEL PAMELA B

Role Director

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

Holdings After Transaction: Common Stock — 39,374 shares (Direct)

Footnotes (2)

1. F1. Represents shares of common stock acquired pursuant to the Issuer's 2024 Long Term Incentive Plan in connection with the annual stock grant.
2. F2. Includes 32,565 shares of deferred stock under the ITW Directors' Deferred Fee Plan as of May 8, 2026.

Key Figures

Stock award size: 765 shares Reported grant price: $254.76 per share Total shares after transaction: 39,374 shares +1 more

4 metrics

Stock award size 765 shares Common stock grant on May 8, 2026

Reported grant price $254.76 per share Value used for the May 8, 2026 award

Total shares after transaction 39,374 shares Direct holdings following the grant

Deferred stock holdings 32,565 shares Deferred stock under Directors' Deferred Fee Plan as of May 8, 2026

Key Terms

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

4 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"

deferred stock financial

"Includes 32,565 shares of deferred stock under the ITW Directors' Deferred Fee Plan"

ITW Directors' Deferred Fee Plan financial

"Includes 32,565 shares of deferred stock under the ITW Directors' Deferred Fee Plan as of May 8, 2026"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did ITW director Pamela Strobel report?

Pamela B. Strobel reported receiving 765 shares of Illinois Tool Works common stock as an award. The grant occurred on May 8, 2026 under the company’s 2024 Long Term Incentive Plan as part of her annual director stock grant.

At what price was Pamela Strobel’s ITW stock award reported?

The 765-share award to Pamela B. Strobel was reported at $254.76 per share. This figure is a reporting value used for the Form 4 and reflects the stock’s reference price on the May 8, 2026 grant date.

How many ITW shares does Pamela Strobel hold after this grant?

After the May 8, 2026 award, Pamela B. Strobel directly holds 39,374 shares of Illinois Tool Works common stock. This figure includes both regular common shares and deferred stock credited under a directors’ deferred fee plan.

What plan governed Pamela Strobel’s recent ITW stock grant?

The 765-share stock award to Pamela B. Strobel was granted under Illinois Tool Works’ 2024 Long Term Incentive Plan. The filing describes it as an annual stock grant, a typical form of equity compensation for non-employee directors.

What are deferred ITW shares mentioned in Pamela Strobel’s Form 4?

The filing notes that 32,565 of Pamela B. Strobel’s ITW shares are deferred stock. These are credited under the ITW Directors' Deferred Fee Plan as of May 8, 2026, meaning share delivery or access may be postponed under plan rules.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 05/12/2026 - 04:14 PM EDT Learn about SEC filing dates

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^*

STROBEL PAMELA B

(Last) (First) (Middle)

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)

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	D	$254.76	39,374(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 32,565 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 Pamela B. Strobel	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)