X0306 4 2012-08-24 0 0000049826 ILLINOIS TOOL WORKS INC ITW 0001122748 SPEER DAVID B ILLINOIS TOOL WORKS INC. 3600 WEST LAKE AVENUE GLENVIEW IL 60026 1 1 0 0 Chairman & CEO Common Stock 2012-08-24 4 M 0 68777 47.13 A 231235 I By partnership Common Stock 2012-08-24 4 S 0 68777 60.00 D 162458 I By partnership Common Stock 2012-08-24 4 M 0 75000 47.13 A 86974 D Common Stock 2012-08-24 4 S 0 75000 60.00 D 11974 D Common Stock 2012-08-24 4 M 0 19927 42.08 A 31901 D Common Stock 2012-08-24 4 S 0 19927 60.00 D 11974 D Common Stock 2048 I See footnote Employee Stock Option 47.13 2012-08-24 4 M 0 75000 0.00 D 2005-12-10 2014-12-10 Common Stock 75000 0 D Employee Stock Option 47.13 2012-08-24 4 M 0 68777 0.00 D 2005-12-10 2014-12-10 Common Stock 68777 0 I By partnership Employee Stock Option 42.08 2012-08-24 4 M 0 19927 0.00 D 2006-12-07 2016-02-01 Common Stock 19927 0 D Employee Stock Option 55.97 2013-02-14 2016-02-01 Common Stock 33270 33270 I By partnership Employee Stock Option 57.67 2012-04-27 2016-02-01 Common Stock 114284 114284 I By partnership Employee Stock Option 51.60 2008-02-09 2017-02-09 Common Stock 300000 300000 D Employee Stock Option 51.60 2008-02-09 2017-02-09 Common Stock 100000 100000 I By partnership Employee Stock Option 48.51 2009-02-08 2018-02-08 Common Stock 500000 500000 D Employee Stock Option 35.12 2010-02-13 2019-02-13 Common Stock 433593 433593 D Employee Stock Option 43.64 2011-02-12 2020-02-12 Common Stock 462982 462982 D Performance Restricted Stock Unit (granted 2/12/10) 0.00 Common Stock 50871 50871 D Employee Stock Option 55.81 2012-02-11 2021-02-11 Common Stock 324149 324149 D Performance Restricted Stock Unit (granted 2/11/11) 0.00 Common Stock 43003 43003 D Performance Restricted Stock Unit (granted 2/10/12) 0.00 Common Stock 48465 48465 D Employee Stock Option 55.71 2013-02-10 2022-02-10 Common Stock 391986 391986 D 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. The sales reported in this Form 4 and the Form 4 filed on 8/21/2012 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on February 21, 2012. This amount includes shares acquired under dividend reinvestment plan. Shares of common stock allocated to my account in the Illinois Tool Works Inc. Savings & Investment Plan--Information reported as of August 24, 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 performance restricted stock unit (PRSU) represents a contingent right to receive one share of the Company's common stock. Each PRSU vests 100% three years from the date of grant if performance goals are met. David B. Speer by Maria C. Green, Senior Vice President, General Counsel & Secretary, Attorney-In-Fact POA on File 2012-08-28