Form 4: H.B. Fuller Sr. VP Reports Equity Holdings & Phantom Units
Insider Ownership Report
Heather Campe, Sr. VP of International Growth at H.B. Fuller Co., filed a Form 4 detailing her beneficial ownership of common stock, phantom units, stock options, and restricted stock units, including a recent acquisition of phantom units.
Summary
- Heather Campe, Sr. VP, International Growth at H.B. Fuller Co. (FUL), reported her beneficial ownership of company securities.
- She directly owns 22,334.0782 shares of common stock, which includes shares acquired through a dividend reinvestment plan.
- On January 2, 2026, she acquired 35.93 phantom units at a price of $60.34 per unit.
- Her total beneficial ownership of phantom units is 5,262.01, which convert into common stock on a 1-for-1 basis upon certain termination events or participant selection, subject to holding periods. This amount includes dividend equivalents.
- She holds various employee stock options with exercise prices ranging from $51.89 to $77.72, with vesting dates from 2019 to 2026 and expiration dates from 2028 to 2035.
- She also holds restricted stock units (RSUs) totaling 3,696.35 units (626.41 + 1,143.73 + 1,926.21), which convert 1-for-1 into common stock and vest in three annual installments starting from 2024, 2025, and 2026, respectively. These RSU amounts include dividend equivalent reinvestment.
Sentiment
Score: 5
Explanation: A Form 4 filing is a neutral, factual report of an insider's beneficial ownership and transactions. The acquisition of phantom units is a routine part of executive compensation, indicating neither overwhelmingly positive nor negative sentiment.
Positives
- The executive's significant holdings of common stock, phantom units, stock options, and restricted stock units align her interests with those of shareholders.
- The acquisition of additional phantom units indicates continued participation in the company's equity incentive plans.
- A substantial portion of stock options are already 100% vested, providing immediate potential for exercise.
Future Outlook
This Form 4 filing is a historical report of beneficial ownership and does not contain forward-looking statements or guidance regarding the company's future performance or strategic direction.
Industry Context
This filing is a routine disclosure of an executive's equity holdings and does not provide specific insights into broader industry trends or competitive landscape for H.B. Fuller Co.
Related Party Transactions
- The reported transactions pertain to executive compensation and equity incentive plans, which are standard arrangements between the company and its executive, and are not disclosed as unusual related party transactions beyond the scope of typical compensation.
Stakeholder Impact
- Shareholders: The executive's significant equity holdings, including common stock, phantom units, stock options, and restricted stock units, align her financial interests with those of the shareholders, potentially fostering long-term value creation.
- Employees: The structure of equity compensation, including vesting schedules for options and RSUs, serves as an incentive for executive performance and retention, which can indirectly benefit employees through stable leadership.
Next Steps
- The vesting of various stock options and restricted stock units will occur on their respective scheduled dates.
- Phantom units will convert into common stock upon certain termination events or participant selection, subject to holding periods.
Key Dates
| Date | Description |
|---|---|
| 01/25/2019 | Date exercisable for 21,834 employee stock options at $53.57, 100% vested. |
| 01/27/2022 | Date exercisable for 19,520 employee stock options at $51.89, 100% vested. |
| 01/24/2023 | Date exercisable for 11,636 employee stock options at $72.94, 100% vested. |
| 01/24/2024 | Vesting start date for 10,730 employee stock options at $68.17 (33%, 33%, 34% installments). |
| 01/24/2024 | Vesting start date for 626.41 restricted stock units (33%, 33%, 34% installments). |
| 01/26/2025 | Vesting start date for 9,928 employee stock options at $77.72 (33%, 33%, 34% installments). |
| 01/26/2025 | Vesting start date for 1,143.73 restricted stock units (33%, 33%, 34% installments). |
| 01/02/2026 | Date of acquisition for 35.93 phantom units. |
| 01/05/2026 | Filing date of the Statement of Changes in Beneficial Ownership. |
| 01/24/2026 | Expiration date for 626.41 restricted stock units. |
| 01/27/2026 | Vesting start date for 10,831 employee stock options at $64.28 (33%, 33%, 34% installments). |
| 01/27/2026 | Vesting start date for 1,926.21 restricted stock units (33%, 33%, 34% installments). |
| 01/26/2027 | Expiration date for 1,143.73 restricted stock units. |
| 01/25/2028 | Expiration date for 21,834 employee stock options at $53.57. |
| 01/27/2028 | Expiration date for 1,926.21 restricted stock units. |
| 01/27/2031 | Expiration date for 19,520 employee stock options at $51.89. |
| 01/24/2032 | Expiration date for 11,636 employee stock options at $72.94. |
| 01/24/2033 | Expiration date for 10,730 employee stock options at $68.17. |
| 01/26/2034 | Expiration date for 9,928 employee stock options at $77.72. |
| 01/27/2035 | Expiration date for 10,831 employee stock options at $64.28. |
Recommendation
holdA Form 4 filing primarily provides transparency into insider ownership and compensation. While the executive's substantial equity holdings suggest alignment with shareholder interests, this routine disclosure of an acquisition of phantom units and existing equity incentives does not provide new fundamental information to warrant a change in investment recommendation. It simply confirms ongoing executive participation in equity plans.
Keywords
H.B. Fuller Co., FUL, SEC Form 4, Beneficial Ownership, Insider Trading, Stock Options, Restricted Stock Units, Phantom Units, Equity Holdings, Executive Compensation, Heather Campe, International Growth
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