H.B. Fuller (FUL) Form 4 FULLER H B / James J. East ownership change

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

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

East James J.

(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)
Executive Vice President, HHC

3. Date of Earliest Transaction (Month/Day/Year)
01/22/2025

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								104.52(1)	I	By 401(k) Plan

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
Performance Stock Units	$0.0000(2)	01/22/2025		A		1,855(3)		01/24/2025	01/24/2025	Common Stock	1,855	$0.0000(2)	1,855	D
Employee Stock Option (Right-to-Buy)	$68.17							01/24/2024(4)	01/24/2033	Common Stock	8,834		8,834	D
Employee Stock Option (Right-to-Buy)	$72.94							01/24/2023(4)	01/24/2032	Common Stock	3,957		3,957	D
Employee Stock Option (Right-to-Buy)	$77.72							01/26/2025(4)	01/26/2034	Common Stock	12,199		12,199	D
Phantom Units	$0.0000(5)							(6)	(6)	Common Stock	4,070.44		4,070.44(7)	D
Restricted Stock Units	$0.0000(8)							01/24/2023(9)	01/24/2025	Common Stock	594.89		594.89(10)	D
Restricted Stock Units	$0.0000(8)							01/24/2024(9)	01/24/2026	Common Stock	1,492.52		1,492.52(10)	D
Restricted Stock Units	$0.0000(8)							01/26/2025(9)	01/26/2027	Common Stock	2,063.1		2,063.1(10)	D

Explanation of Responses:

1. Amount includes common stock acquired pursuant to a dividend equivalent feature.

2. These performance stock units convert into shares of common stock on a 1-for-1 basis.

3. Each performance stock unit represents a contingent right to receive one share of H.B. Fuller common stock on the vesting date of January 24, 2025. This amount represents H.B. Fuller achieving return on invested capital payout at 110% of the target level.

4. This option vests in three annual installments (33%, 33%, and 34%) beginning on the date shown.

5. These units (acquired after 12-31-04) convert into shares of common stock on a 1-for-1 basis.

6. 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.

7. Amount includes stock units acquired pursuant to a dividend equivalent feature.

8. These restricted stock units convert into shares of common stock on a 1-for-1 basis.

9. These restricted stock units vest in three annual installments (33%, 33%, and 34%) beginning on the date shown.

10. Amount includes restricted stock units acquired pursuant to a dividend equivalent reinvestment feature.

	/s/ Patrick J. Seul, Attorney-in-Fact	01/23/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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