ITW director buys 806 shares in open market

Illinois Tool Works Inc. director Jennifer F. Scanlon reported an open-market purchase of 806 shares of common stock on June 2, 2026 at a weighted average price of $247.9898 per share, with individual trades executed between $247.85 and $248.03.

Rhea-AI Filing Summary

Illinois Tool Works Inc. director Jennifer F. Scanlon reported an open-market purchase of 806 shares of common stock on June 2, 2026 at a weighted average price of $247.9898 per share, with individual trades executed between $247.85 and $248.03.

Following this transaction, Scanlon directly holds 1,652 shares of Illinois Tool Works common stock, which includes 846 shares of deferred stock credited under the ITW Directors' Deferred Fee Plan as of June 2, 2026.

Insider Trade Summary

Net Buyer: 806 shares

Net Buy 1 txn

Insider Scanlon Jennifer F.

Role Director

Bought 806 shs ($200K)

Type	Security	Shares	Price	Value
Purchase	Common Stock	806	$247.9898	$200K

Holdings After Transaction: Common Stock — 1,652 shares (Direct)

Footnotes (2)

1. F1. This transaction was executed at multiple trades at prices ranging from $247.85 to $248.03. The price reported above reflects the weighted average sale price. Ms. Scanlon hereby undertakes to provide upon request to the SEC staff, ITW, or a shareholder of ITW full information regarding the number of shares and the prices at which the transaction was effected.
2. F2. Includes 846 shares of deferred stock credited under the ITW Directors' Deferred Fee Plan as of June 2, 2026.

Key Figures

Shares purchased: 806 shares Purchase price: $247.9898 per share Price range: $247.85–$248.03 +2 more

5 metrics

Shares purchased 806 shares Open-market purchase on June 2, 2026

Purchase price $247.9898 per share Weighted average across multiple trades

Price range $247.85–$248.03 Range of trade prices on June 2, 2026

Total shares after transaction 1,652 shares Beneficial ownership following purchase

Deferred stock units 846 shares Credited under ITW Directors' Deferred Fee Plan as of June 2, 2026

Key Terms

open-market purchase, weighted average price, deferred stock, ITW Directors' Deferred Fee Plan

4 terms

open-market purchase financial

"reported an open-market purchase of 806 shares of common stock"

An open-market purchase is when an investor or a company buys shares on a public stock exchange at the going market price, rather than through a private deal. It matters to investors because these purchases change how many shares are available, can push the stock price up or signal confidence from large buyers, and often affect per-share metrics like earnings—think of it like someone buying lots of apples off a grocery shelf, reducing supply and potentially raising the price.

weighted average price financial

"at a weighted average price of $247.9898 per share"

Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.

deferred stock financial

"includes 846 shares of deferred stock credited under the ITW Directors' Deferred Fee Plan"

ITW Directors' Deferred Fee Plan financial

"credited under the ITW Directors' Deferred Fee Plan as of June 2, 2026"

FAQ

What insider transaction did ITW director Jennifer Scanlon report?

Director Jennifer F. Scanlon reported an open-market purchase of 806 shares of Illinois Tool Works common stock. The transaction occurred on June 2, 2026 at a weighted average price of $247.9898 per share, with trades between $247.85 and $248.03.

At what price did Jennifer Scanlon buy ITW shares?

Jennifer Scanlon bought ITW common stock at a weighted average price of $247.9898 per share. Individual trades were executed in a narrow range between $247.85 and $248.03, reflecting typical market price fluctuations during the transaction window.

How many ITW shares does Jennifer Scanlon own after this Form 4?

After the reported purchase, Jennifer Scanlon beneficially owns 1,652 shares of Illinois Tool Works common stock. This total includes both directly held shares and 846 shares of deferred stock credited under the ITW Directors' Deferred Fee Plan as of June 2, 2026.

What is the ITW Directors' Deferred Fee Plan mentioned in the Form 4?

The filing notes that 846 of Jennifer Scanlon’s reported shares are deferred stock credited under the ITW Directors' Deferred Fee Plan. This plan allocates deferred stock units to directors instead of immediate cash fees, increasing their equity-linked exposure to Illinois Tool Works.

Was the ITW insider trade executed in a single block or multiple trades?

The ITW insider purchase was executed in multiple trades at different prices. The Form 4 states transactions occurred between $247.85 and $248.03, and the reported $247.9898 per share represents the weighted average price across all trades that made up the 806-share purchase.

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Accepted by SEC EDGAR 06/04/2026 - 04:22 PM 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^*

Scanlon Jennifer F.

(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)
06/02/2026

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	06/02/2026		P		806	A	$247.9898(1)	1,652(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. This transaction was executed at multiple trades at prices ranging from $247.85 to $248.03. The price reported above reflects the weighted average sale price. Ms. Scanlon hereby undertakes to provide upon request to the SEC staff, ITW, or a shareholder of ITW full information regarding the number of shares and the prices at which the transaction was effected.

2. Includes 846 shares of deferred stock credited under the ITW Directors' Deferred Fee Plan as of June 2, 2026.

Remarks:

	/s/ Anna Oliveira, Attorney-in-Fact for Jennifer F. Scanlon	06/04/2026
	** 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)