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).

1. Name and Address of Reporting Person* Owens James (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) President and CEO
	3. Date of Earliest Transaction (Month/Day/Year) 01/20/2012
	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	01/20/2012		F		2,267(1)	D	$27.22	54,276.196(2)	D
Common Stock								323.69(3)	I	By 401(k) Plan
Common Stock								280(4)	I	By Son

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
Employee Stock Option (Right-to-Buy)	$22.27							(5)	01/20/2021	Common Stock	48,331		48,331	D
Employee Stock Option (Right-to-Buy)	$25.19							(6)	07/07/2021	Common Stock	15,748		15,748	D
Employee Stock Option (Right-to-Buy)	$19.03							(7)	10/02/2018	Common Stock	7,385		7,385	D
Employee Stock Option (Right-to-Buy)	$20.57							(8)	12/03/2019	Common Stock	33,275		33,275	D
Employee Stock Option (Right-to-Buy)	$14.15							(9)	12/04/2018	Common Stock	47,663		47,663	D

Explanation of Responses:

1. Shares withheld for taxes due on 6,672 shares issued pursuant to the Amended Restated 2000 Stock Incentive Plan.

2. Amended and Restated 2000 Stock Incentive Plan: 53,088 restricted shares were awarded pursuant to H.B. Fuller Company's Amended and Restated 2000 Stock Incentive Plan. This amount includes 1,849 restricted shares that vested effective October 2, 2011; 10,974 restricted shares that vested effective December 4, 2011; 13,802 restricted shares that will vest in three equal annual installments beginning on December 3, 2010; based on one or more performance measures achieved, 19,961 restricted shares will vest in three equal installments beginning on January 20, 2012; and 6,502 restricted shares that will vest in three equal installments beginning on July 7, 2012, subject to Mr. Owens remaining an employee of the Company. Total amount also includes restricted shares acquired pursuant to a dividend accrual feature of the Amended and Restated 2000 Stock Incentive Plan.

3. 401(k) Plan: This amount includes shares and dividends acquired pursuant to the H.B.Fuller Company 401(k) & Retirement Plan.

4. Held jointly by spouse and son.

5. Amended and Restated 2000 Stock Incentive Plan: This option vests in three equal annual installments beginning on January 20, 2012.

6. Amended and Restated 2000 Stock Incentive Plan: This option vests in three equal annual installments beginning on July 7, 2012.

7. Amended and Restated 2000 Stock Incentive Plan: This option vests in four equal annual installments beginning on October 2, 2009.

8. Amended and Restated 2000 Stock Incentive Plan: This option vests in three equal annual installments beginning on December 3, 2010.

9. Amended and Restated 2000 Stock Incentive Plan: This option vests in four equal annual installments beginning on December 4, 2009.

	/s/ Timothy J. Keenan, Attorney-in-Fact	01/24/2012
	** 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).
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