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Filing Details

Accession Number:: 0001209191-12-011536
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2012-02-21 11:36:34
Reporting Period:: 2012-02-13

Filing Date:: 2012-02-21
Accepted Time:: 2012-02-21 11:36:34
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
49826	Illinois Tool Works Inc	ITW	General Industrial Machinery & Equipment (3560)	361258310

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1122748	B David Speer	Illinois Tool Works Inc. 3600 West Lake Avenue Glenview IL 60026	Chairman & Ceo	Yes	Yes	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership
Common Stock	Acquisiton	2012-02-13	94,533	$0.00	106,368	No	4	M	Direct
Common Stock	Disposition	2012-02-13	39,185	$55.95	67,183	No	4	F	Direct
Common Stock	Disposition	2012-02-17	55,348	$56.31	11,835	No	4	S	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership
No	4	M	Direct
No	4	F	Direct
No	4	S	Direct

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock	Qualifying Restricted Stock Unit	Disposition	2012-02-13	94,533	$0.00	94,533	$0.00

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
94,533			No	4	M	Direct

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Common Stock	162,458	Indirect	By partnership
Common Stock	2,025	Indirect	See footnote

Reported Derivative Holdings

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Sec. Name	Sec. Type	Price	Date	Expiration Date	Amount	Remaning Holdings	Nature of Ownership
Common Stock	Employee Stock Option	$47.13	2005-12-10	2014-12-10	75,000	75,000	Direct
Common Stock	Employee Stock Option	$47.13	2005-12-10	2014-12-10	225,000	225,000	Indirect
Common Stock	Employee Stock Option	$42.08	2006-12-07	2016-02-01	200,000	200,000	Direct
Common Stock	Employee Stock Option	$55.97	2013-02-14	2016-02-01	33,270	33,270	Indirect
Common Stock	Employee Stock Option	$57.67	2012-04-27	2016-02-01	114,284	114,284	Indirect
Common Stock	Employee Stock Option	$51.60	2008-02-09	2017-02-09	300,000	300,000	Direct
Common Stock	Employee Stock Option	$51.60	2008-02-09	2017-02-09	100,000	100,000	Indirect
Common Stock	Employee Stock Option	$48.51	2009-02-08	2018-02-08	500,000	500,000	Direct
Common Stock	Employee Stock Option	$35.12	2010-02-13	2019-02-13	433,593	433,593	Direct
Common Stock	Employee Stock Option	$43.64	2011-02-12	2020-02-12	462,982	462,982	Direct
Common Stock	Performance Restricted Stock Unit	$0.00			50,871	50,871	Direct
Common Stock	Employee Stock Option	$55.81	2012-02-11	2021-02-11	324,149	324,149	Direct
Common Stock	Performance Restricted Stock Unit	$0.00			43,003	43,003	Direct
Common Stock	Performance Restricted Stock Units	$0.00			48,465	48,465	Direct
Common Stock	Employee Stock Option	$55.71	2013-02-10	2022-02-10	391,986	391,986	Direct

Expiration Date	Amount	Remaning Holdings	Nature of Ownership
2014-12-10	75,000	75,000	Direct
2014-12-10	225,000	225,000	Indirect
2016-02-01	200,000	200,000	Direct
2016-02-01	33,270	33,270	Indirect
2016-02-01	114,284	114,284	Indirect
2017-02-09	300,000	300,000	Direct
2017-02-09	100,000	100,000	Indirect
2018-02-08	500,000	500,000	Direct
2019-02-13	433,593	433,593	Direct
2020-02-12	462,982	462,982	Direct
	50,871	50,871	Direct
2021-02-11	324,149	324,149	Direct
	43,003	43,003	Direct
	48,465	48,465	Direct
2022-02-10	391,986	391,986	Direct

Footnotes

This transaction was executed in multiple trades at prices ranging from $56.25 to $56.48. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, Illinois Tool Works Inc. or a shareholder of Illinois Tool Works Inc. full information regarding the number of shares and prices at which the transaction was effected.
Shares are held by Speer Investment Partners, LP (FLP), a family limited partnership of which the reporting person is the sole general partner. The reporting person disclaims beneficial ownership of shares held by FLP except to the extent of his pecuniary interest therein.
Shares of common stock allocated to my account in the Illinois Tool Works Inc. Savings & Investment Plan--Information reported as of February 17, 2012.
Options are held by Speer Investment Partners, LP (FLP), a family limited partnership of which the reporting person is the sole general partner. The reporting person disclaims beneficial ownership of options held by FLP except to the extent of his pecuniary interest therein.
Options vest in four (4) equal annual installments beginning one year from date of grant.
Each qualifying restricted stock unit (QRSU) and performance restricted stock unit (PRSU)represents a contingent right to receive one share of the Company's common stock.
The QRSU award became vested and payable on February 13, 2012.
Each QRSU and PRSU vests 100% three years from the date of grant if performance goals are met.