Form 4: H.B. Fuller CFO Acquires Phantom Units Under 10b5-1 Plan
Insider Transaction Report
H.B. Fuller's Executive VP and CFO, John J. Corkrean, reported the acquisition of 162.09 phantom units as part of a pre-arranged Rule 10b5-1 plan.
Summary
- John J. Corkrean, Executive VP and CFO of H.B. Fuller Co. (FUL), reported changes in his beneficial ownership of company securities.
- The filing indicates the acquisition of 162.09 phantom units on December 5, 2025, pursuant to a Rule 10b5-1 plan.
- Phantom units convert into shares of common stock on a 1-for-1 basis upon certain termination events or participant selection, subject to holding periods.
- The total beneficial ownership of phantom units following this transaction is 27,689.65, which includes units acquired via a dividend equivalent feature.
- Corkrean directly owns 54,646 shares of common stock.
- The filing also details existing holdings of various employee stock options and restricted stock units with different vesting and expiration schedules.
Sentiment
Score: 6
Explanation: The acquisition of phantom units by a key executive, even if pre-planned, is a moderately positive signal, indicating continued alignment with shareholder interests. The transaction size is relatively small in the context of total holdings.
Positives
- The acquisition of 162.09 phantom units by a key executive, even if pre-planned, generally signals continued alignment of management's interests with shareholders.
- The transaction was made under a Rule 10b5-1 plan, indicating a pre-scheduled, non-discretionary transaction.
Future Outlook
The filing primarily reports past and scheduled insider transactions and does not provide forward-looking statements or guidance regarding the company's financial performance or strategic direction, beyond the vesting schedules of executive compensation.
Industry Context
This insider transaction report is specific to H.B. Fuller and its executive compensation structure. It does not provide broader industry trends or competitive analysis.
Stakeholder Impact
- Shareholders: The acquisition of phantom units by the CFO demonstrates continued executive alignment with shareholder interests, potentially boosting investor confidence.
- Employees: The filing details aspects of executive compensation, which can be a factor in overall employee morale and retention strategies, particularly for key personnel.
Next Steps
- Phantom units will convert to common stock upon certain termination events or participant selection, subject to holding periods.
- Employee stock options and restricted stock units will continue to vest according to their respective schedules.
Key Dates
| Date | Description |
|---|---|
| 01/26/2018 | First vesting date for 23,696 employee stock options. |
| 01/25/2019 | First vesting date for 21,834 employee stock options. |
| 01/24/2020 | First vesting date for 41,208 employee stock options. |
| 01/24/2021 | First vesting date for 48,309 employee stock options. |
| 01/27/2022 | First vesting date for 38,376 employee stock options. |
| 01/24/2023 | First vesting date for 21,997 employee stock options. |
| 01/24/2024 | First vesting date for 22,312 employee stock options and 1,302.35 restricted stock units. |
| 01/26/2025 | First vesting date for 24,774 employee stock options and 2,852.64 restricted stock units. |
| 01/27/2026 | First vesting date for 24,570 employee stock options and 4,370.58 restricted stock units. |
| 12/05/2025 | Acquisition date of 162.09 phantom units. |
| 12/08/2025 | Filing date of the Statement of Changes in Beneficial Ownership. |
| 01/24/2026 | Expiration date for 1,302.35 restricted stock units. |
| 01/26/2027 | Expiration date for 23,696 employee stock options and 2,852.64 restricted stock units. |
| 01/27/2028 | Expiration date for 4,370.58 restricted stock units. |
| 01/25/2028 | Expiration date for 21,834 employee stock options. |
| 01/24/2029 | Expiration date for 41,208 employee stock options. |
| 01/24/2030 | Expiration date for 48,309 employee stock options. |
| 01/27/2031 | Expiration date for 38,376 employee stock options. |
| 01/24/2032 | Expiration date for 21,997 employee stock options. |
| 01/24/2033 | Expiration date for 22,312 employee stock options. |
| 01/26/2034 | Expiration date for 24,774 employee stock options. |
| 01/27/2035 | Expiration date for 24,570 employee stock options. |
Keywords
H.B. Fuller, FUL, Insider Transaction, Form 4, Executive Compensation, Phantom Units, Stock Options, Restricted Stock Units, 10b5-1 Plan
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