Company Update

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549   FORM 8-K   CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): February 5, 2020   ILLINOIS TOOL WORKS INC. (Exact name of registrant as specified in its charter)   Delaware   1-4797   36-1258310 (State or other jurisdiction of incorporation)   (Commission File No.)   (I.R.S. Employer Identification No.) 155 Harlem Avenue , Glenview , IL   60025 (Address of principal executive offices)   (Zip Code) Registrant’s telephone number, including area code: 847 - 724-7500 Not Applicable (Former name or former address, if changed since last report.)   Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):   ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)   ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)   ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))   ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each class   Trading Symbol(s)   Name of each exchange on which registered Common Stock   ITW   New York Stock Exchange 1.75% Euro Notes due 2022   ITW22   New York Stock Exchange 1.25% Euro Notes due 2023   ITW23   New York Stock Exchange 0.250% Euro Notes due 2024   ITW24A   New York Stock Exchange 0.625% Euro Notes due 2027   ITW27   New York Stock Exchange 2.125% Euro Notes due 2030   ITW30   New York Stock Exchange 1.00% Euro Notes due 2031   ITW31   New York Stock Exchange 3.00% Euro Notes due 2034   ITW34   New York Stock Exchange Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2). Emerging growth company   ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.   ☐     Item 8.01 Other Events. 8.01(a) Amended Forms of Grant under 2015 Long-Term Incentive Plan Amended forms of grant for stock options, performance share units, or PSUs, Performance Cash grants and restricted stock units, or RSUs, to be issued pursuant to the Illinois Tool Works Inc. 2015 Long-Term Incentive Plan are included as exhibits to this report. Item 9.01 Financial Statements and Exhibits (d) Exhibits Exhibit Number     Exhibit Description             99.1     Form of stock option grant terms pursuant to the Illinois Tool Works Inc. 2015 Long-Term Incentive Plan             99.2     Form of performance share unit grant terms pursuant to the Illinois Tool Works Inc. 2015 Long-Term Incentive Plan             99.3     Form of performance cash award terms pursuant to the Illinois Tool Works Inc. 2015 Long-Term Incentive Plan             99.4     Form of restricted stock unit grant terms pursuant to the Illinois Tool Works Inc. 2015 Long-Term Incentive Plan             104     Cover Page Interactive Data File (embedded within the Inline XBRL document) SIGNATURES Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.     ILLINOIS TOOL WORKS               Dated: February 5, 2020     By:   Norman D. Finch Jr.       Norman D. Finch Jr.       Senior Vice President, General Counsel & Secretary