Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
On February 11, 2021, Mr. Kevin M. Warren, one of the members of the board of
directors (the "Board") of Illinois Tool Works Inc. (the "Company"), notified
the Company that he will not stand for reelection at the Company's 2021 annual
meeting of stockholders due to other professional commitments. Mr. Warren will
continue to serve as a director until the 2021 annual meeting, and his decision
is not the result of any disagreement with the Company or any matter relating to
the Company's operations, policies or practices.
Item 8.01. Other Events
On February 12, 2021, the Board approved a slate of nominees for the 2021 annual
meeting, which includes all of the Company's current directors except for Mr.
Warren, along with a new nominee: Mr. Darrell L. Ford, the Chief Human Resources
Officer of UPS International. Mr. Ford has consented to stand for election at
the 2021 annual meeting and to serve as a director, if elected, and will bring
valuable skills and experience to the Board.
Additional information with respect to Mr. Ford and the 2021 annual meeting will
be disclosed in the Company's proxy materials when filed with the Securities and
Exchange Commission.
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