ILLINOIS TOOL WORKS INC - Annual Report: 2024 (Form 10-K)

Foreign currency translation Balance, December 31, 2023 Fixed income securities:Government securities Corporate debt securities

Investment contracts with insurance companies

Commingled funds:Mutual funds Collective trust funds Partnerships/private equity interests Other Total fair value of pension plan assets$ $ $ $ Other Postretirement Benefit Plan Assets:Life insurance policies$ Total fair value of other postretirement benefit plan assets$ $ $ $

2023

In millions

Total

Level 1

Level 2

Level 3

Pension Plan Assets:

Cash and equivalents

Fixed income securities:

Government securities

Corporate debt securities

Investment contracts with insurance companies

Commingled funds:

Mutual funds

Collective trust funds

Partnerships/private equity interests

Other

Total fair value of pension plan assets

Other Postretirement Benefit Plan Assets:

Unvested, December 31, 2024

$Granted Exercised()Canceled or expired()Under option, December 31, 2024 $Exercisable, December 31, 2024 $

Weighted-average volatility%%%Dividend yield%%%Expected years until exercise

Lattice-based option valuation models, such as the binomial option pricing model, incorporate ranges of assumptions for inputs. The risk-free rate of interest for periods within the contractual life of the option is based on a zero-coupon U.S. government instrument over the contractual term of the equity instrument. Expected volatility is based on implied volatility from traded options on the Company's stock and historical volatility of the Company's stock. The Company uses historical data to estimate option exercise timing and employee termination rates within the valuation model. The weighted-average dividend yield is based on historical information. The expected term of options granted is derived from the output of the option valuation model and represents the period of time that options granted are expected to be outstanding. The ranges presented result from separate groups of employees assumed to exhibit different exercise behavior.

The weighted-average grant-date fair value of stock options granted for the twelve months ended December 31, 2024, 2023 and 2022 was $, $ and $ per share, respectively. The aggregate intrinsic value of stock options exercised during the twelve months ended December 31, 2024, 2023 and 2022 was $ million, $ million and $ million, respectively. Exercise of stock options during the twelve months ended December 31, 2024, 2023 and 2022 resulted in cash receipts of $ million, $ million and $ million, respectively. The total fair value of vested stock option awards during the twelve months ended December 31, 2024, 2023 and 2022 was $ million, $ million and $ million, respectively. As of December 31, 2024, there was $ million of total unrecognized compensation cost related to unvested stock options. That cost is expected to be recognized over a weighted-average period of years.

The weighted-average grant-date fair value of RSU awards granted for the twelve months ended December 31, 2024, 2023 and 2022 was $, $ and $, respectively. The total grant-date fair value of vested RSU awards during the twelve months ended December 31, 2024, 2023 and 2022 was $ million, $ million and $ million, respectively. As of December 31, 2024, there was $ million of total unrecognized compensation cost related to unvested RSUs. That cost is expected to be recognized over a weighted-average remaining contractual life of years.

(15)

$ Vendor advances Income tax refunds receivable Other Total prepaid expenses and other current assets$ $ Other assets:Cash surrender value of life insurance policies$ $ Prepaid pension assets Operating lease right-of-use assets Customer tooling Other Total other assets$ $ Accrued expenses:Compensation and employee benefits$ $ Deferred revenue and customer deposits Rebates Current portion of operating lease liabilities Warranties Current portion of pension and other postretirement benefit obligations Other Total accrued expenses$ $ Other liabilities:Pension benefit obligation$ $ Long-term portion of operating lease liabilities Postretirement benefit obligation Other Total other liabilities$ $

(16)

segments: Automotive OEM; Food Equipment; Test & Measurement and Electronics; Welding; Polymers & Fluids; Construction Products; and Specialty Products. The following is a description of the Company's segments:

Automotive OEM— This segment is a global, niche supplier to top tier OEMs, providing unique innovation to address pain points for sophisticated customers with complex problems. Businesses in this segment produce components and fasteners for automotive-related applications.

Food Equipment— This segment is a highly focused and branded industry leader in commercial food equipment differentiated by innovation and integrated service offerings.

Test & Measurement and Electronics— This segment is a branded and innovative producer of test and measurement and electronic manufacturing and MRO solutions that improve efficiency and quality for customers in diverse end markets. Businesses in this segment produce equipment, consumables, and related software for testing and measuring of materials and structures, as well as equipment and consumables used in the production of electronic subassemblies and microelectronics.

Welding— This segment is a branded value-added equipment and specialty consumable manufacturer with innovative and leading technology. Businesses in this segment produce arc welding equipment, consumables and accessories for a wide array of industrial and commercial applications.

Polymers & Fluids— This segment is a branded supplier to niche markets that require value-added, differentiated products. Businesses in this segment produce engineered adhesives, sealants, lubrication and cutting fluids, and fluids and polymers for auto aftermarket maintenance and appearance.

Construction Products— This segment is a branded supplier of innovative engineered fastening systems and solutions.

Specialty Products— This segment is focused on diversified niche market opportunities with substantial patent protection producing beverage packaging equipment and consumables, product coding and marking equipment and consumables, and appliance components and fasteners.

The Company’s chief operating decision maker (“CODM”) is the President & Chief Executive Officer. The CODM primarily uses operating income and related operating margins in assessing the current and expected long-term performance of the Company’s segments, including the application of the Company’s enterprise strategies which focus on profitable growth and continuous improvement to margins and returns through the application of the Company’s business model. Operating income and margins are also used by the CODM when evaluating segment investments in capital projects and restructuring initiatives. The CODM regularly reviews summarized financial information related to segment operating revenue, variable margins, overhead expenses, operating income and operating margins as compared to forecasted results.

The accounting policies for the Company’s segments are the same as the policies described in Note 1. Description of Business and Summary of Significant Accounting Policies. Intersegment sales transactions are accounted for at prices consistent with sales to third parties and are not considered material. Segments are allocated a fixed overhead charge for general corporate administrative expenses based on a percentage of the segment's operating revenue. Expenses not allocated to the segments are reported separately as Unallocated. Because the Unallocated category includes a variety of items, it is subject to fluctuations on a quarterly and annual basis.

$ $ Food Equipment Test & Measurement and Electronics Welding Polymers & Fluids Construction Products Specialty Products Total segments Intersegment revenue()()()Operating Revenue$ $ $ Variable cost of revenue:Automotive OEM$ $ $ Food Equipment Test & Measurement and Electronics Welding Polymers & Fluids Construction Products Specialty Products Total segments$ $ $ Overhead expenses:Automotive OEM$ $ $ Food Equipment Test & Measurement and Electronics Welding Polymers & Fluids Construction Products Specialty Products Total segments$ $ $ Operating income:Automotive OEM$ $ $ Food Equipment Test & Measurement and Electronics Welding Polymers & Fluids Construction Products Specialty Products Total segments Unallocated ()()Operating Income Interest expense()()()Other income (expense) Income Before Taxes$ $ $

Unallocated expenses in 2024 included the favorable pre-tax cumulative effect of the LIFO accounting method change of $ million in the first quarter of 2024. Refer to Note 1. Description of Business and Summary of Significant Accounting Policies for additional information regarding this change in accounting method.

$ $ Food Equipment Test & Measurement and Electronics Welding Polymers & Fluids Construction Products Specialty Products Total$ $ $ Plant and equipment additions:Automotive OEM$ $ $ Food Equipment Test & Measurement and Electronics Welding Polymers & Fluids Construction Products Specialty Products Total$ $ $ Identifiable assets:Automotive OEM$ $ $ Food Equipment Test & Measurement and Electronics Welding Polymers & Fluids Construction Products Specialty Products Total segments Corporate Total$ $ $

Identifiable assets by segment are those assets that are specifically used in that segment. Corporate assets are principally cash and equivalents, investments and other general corporate assets.

$ $ Canada/Mexico Total North America Europe, Middle East and Africa Asia Pacific South America Total operating revenue$ $ $

Operating revenue by geographic region is based on the customers' locations. The Company had approximately % and % of its total net plant and equipment in the United States as of December 31, 2024 and 2023, respectively. Additionally, the Company had % and % of its total net plant and equipment in China as of December 31, 2024 and 2023, respectively. No other country represented more than 10% of the Company's net plant and equipment as of December 31,

ITEM 9. Changes in and Disagreements With Accountants on Accounting and Financial Disclosure

None.

ITEM 9A. Controls and Procedures

Controls and Procedures

The Company's management, with the participation of the Company's President & Chief Executive Officer and Senior Vice President & Chief Financial Officer, has evaluated the effectiveness of the Company's disclosure controls and procedures (as defined in Exchange Act Rule 13a-15(e)) as of December 31, 2024. Based on such evaluation, the Company's President & Chief Executive Officer and Senior Vice President & Chief Financial Officer have concluded that, as of December 31, 2024, the Company's disclosure controls and procedures were effective.

Management Report on Internal Control over Financial Reporting

The Management Report on Internal Control over Financial Reporting and the Report of Independent Registered Public Accounting Firm are found in Item 8. Financial Statements and Supplementary Data.

In connection with the evaluation by management, including the Company's President & Chief Executive Officer and Senior Vice President & Chief Financial Officer, no changes in the Company's internal control over financial reporting (as defined in Exchange Act Rule 13a-15(f)) during the quarter ended December 31, 2024 were identified that have materially affected or are reasonably likely to materially affect the Company's internal control over financial reporting.

ITEM 9B. Other Information

ITEM 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections

None.

PART III

ITEM 10. Directors, Executive Officers and Corporate Governance

Information regarding the Directors of the Company who are standing for reelection and any persons nominated to become Directors of the Company is incorporated by reference from the information under the captions "Proposal 1 - Election of Directors" and "Delinquent Section 16(a) Reports" in the Company's Proxy Statement for the 2025 Annual Meeting of Stockholders.

Information regarding the Audit Committee and its Financial Experts is incorporated by reference from the information under the captions "Corporate Governance - Board of Directors and its Committees" and "Proposal 3 – Ratification of the Appointment of Independent Public Accounting Firm - Audit Committee Report" in the Company's Proxy Statement for the 2025 Annual Meeting of Stockholders.

Information regarding the Executive Officers of the Company can be found in Part I of this Annual Report on Form 10-K under the caption "Information About Our Executive Officers."

Information regarding the Company’s and related policies and procedures is incorporated by reference from the information under the caption "Other Governance Matters - Insider Trading Policies and Procedures" in the Company’s Proxy Statement for the 2025 Annual Meeting of Stockholders.

Information regarding the Company's code of ethics that applies to the Company's President & Chief Executive Officer, Senior Vice President & Chief Financial Officer, and key financial and accounting personnel is incorporated by reference from the information under the caption "Corporate Governance Policies and Code of Conduct" in the Company's Proxy Statement for the 2025 Annual Meeting of Stockholders.

ITEM 11. Executive Compensation

Information regarding executive compensation is incorporated by reference from the information under the captions "Director Compensation," and "Executive Compensation" in the Company's Proxy Statement for the 2025 Annual Meeting of Stockholders.

ITEM 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

Information regarding security ownership of certain beneficial owners and management and related stockholder matters is incorporated by reference from the information under the captions "Beneficial Ownership of Common Stock" and "NEO Compensation - Equity Compensation Plan Information" in the Company's Proxy Statement for the 2025 Annual Meeting of Stockholders.

ITEM 13. Certain Relationships and Related Transactions, and Director Independence

Information regarding certain relationships and related transactions as well as director independence is incorporated by reference from the information under the captions "Proposal 1 - Election of Directors - Board Independence," "Other Governance Matters - Certain Relationships and Related-Party Transactions" and "Other Governance Matters - Corporate Governance Policies and Code of Conduct" in the Company's Proxy Statement for the 2025 Annual Meeting of Stockholders.

ITEM 14. Principal Accountant Fees and Services

This information is incorporated by reference from the information under the caption "Proposal 3 - Ratification of the Appointment of Independent Registered Public Accounting Firm" in the Company's Proxy Statement for the 2025 Annual Meeting of Stockholders.

PART IV

ITEM 15. Exhibit and Financial Statement Schedules

(a) (1) Financial Statements

The following information is included as part of Item 8. Financial Statements and Supplementary Data:

Management Report on Internal Control over Financial Reporting

Statement of Income

Statement of Comprehensive Income

Statement of Financial Position

Statement of Changes in Stockholders' Equity

Statement of Cash Flows

Notes to Financial Statements

The following report of the Company's independent registered public accounting firm (PCAOB ID:) is included as part of Item 8. Financial Statements and Supplementary Data:

Report of Independent Registered Public Accounting Firm

(2) Financial Statement Schedules

None.

(3) Exhibits


Exhibit Number						Description
3(a)(i)						Amended and Restated Certificate of Incorporation of Illinois Tool Works Inc., filed as Exhibit 3.1 to the Company's Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2014 (Commission File No. 1-4797) and incorporated herein by reference.

3(a)(ii)						Certificate of Amendment of Certificate of Incorporation of Illinois Tool Works Inc., filed as Exhibit 3(a)(ii) to the Company's Current Report on Form 8-K filed on May 12, 2016 (Commission File No. 1-4797) and incorporated herein by reference.

3(b)						By-laws of Illinois Tool Works Inc., amended and restated as of May 3, 2024, filed as Exhibit 3(b) to the Company's Current Report on Form 8-K filed on May 9, 2024 (Commission File No. 1-4797) and incorporated herein by reference.

4(a)						Indenture between Illinois Tool Works Inc. and The First National Bank of Chicago, as Trustee, dated as of November 1, 1986, filed as Exhibit 4.4 to the Company's Registration Statement on Form S-3 filed on August 4, 2023 (Commission File No. 333-242331) and incorporated herein by reference.

4(b)						First Supplemental Indenture between Illinois Tool Works Inc. and Harris Trust and Savings Bank, as Trustee, dated as of May 1, 1990, filed as Exhibit 4.5 to the Company's Registration Statement on Form S-3 filed on August 7, 2020 (Commission File No. 333-242331) and incorporated herein by reference.

4(c)						Officers' Certificate dated August 31, 2011, establishing the terms, and setting forth the forms, of the 3.375% Notes due 2021 and the 4.875% Notes due 2041, filed as Exhibit 4.3 to the Company's Current Report on Form 8-K filed on September 1, 2011 (Commission File No. 001-04797) and incorporated herein by reference.

4(d)						Officers' Certificate dated August 28, 2012, establishing the terms, and setting forth the forms, of the 3.900% Notes due 2042, filed as Exhibit 4.1 to the Company's Current Report on Form 8-K filed on August 28, 2012 (Commission File No. 001-4797) and incorporated herein by reference.

4(e)						Officers' Certificate dated May 20, 2014, establishing the terms, and setting forth the forms, of the 1.750% Euro Notes due 2022 and the 3.000% Euro Notes due 2034, filed as Exhibit 4.1 to the Company's Current Report on Form 8-K filed on May 22, 2014 (Commission File No. 001-04797) and incorporated herein by reference.


Exhibit Number						Description
4(f)						Officers' Certificate dated May 19, 2015, establishing the terms, and setting forth the forms, of the 1.250% Euro Notes due 2023 and the 2.125% Euro Notes due 2030, filed as Exhibit 4.1 to the Company's Current Report on Form 8-K filed on May 22, 2015 (Commission File No. 001-04797) and incorporated herein by reference.

4(g)						Officers' Certificate dated November 7, 2016, establishing the terms, and setting forth the forms, of the 2.650% Notes due 2026, filed as Exhibit 4.1 to the Company's Current Report on Form 8-K filed on November 10, 2016 (Commission File No. 001-04797) and incorporated herein by reference.

4(h)						Officers' Certificate dated June 5, 2019, establishing the terms, and setting forth the forms, of the 0.25% Notes due 2024, the 0.625% Notes due 2027 and the 1.00% Notes due 2031, filed as Exhibit 4.1 to the Company's Current Report on Form 8-K filed on June 5, 2019 (Commission File No. 001-04797) and incorporated herein by reference.

4(i)						Officers’ Certificate dated May 17, 2024, establishing the terms, and setting forth the forms, of the 3.250% Notes due 2028 and 3.375% Notes due 2032, filed as Exhibit 4.1 to the Company's Current Report on Form 8-K filed on May 17, 2024 (Commission File No. 1-04797) and incorporated herein by reference.

4(j)						Description of the Company's Common Stock, filed as Exhibit 4(j) to the Company's Annual Report on Form 10-K for the year ended December 31, 2019 (Commission File No. 1-4797) and incorporated herein by reference.

4(k)						Description of the 1.75% Euro Notes due 2022 and 3.00% Euro Notes due 2034, filed as Exhibit 4(k) to the Company's Annual Report on Form 10-K for the year ended December 31, 2019 (Commission File No. 1-4797) and incorporated herein by reference.

4(l)						Description of the 1.25% Euro Notes due 2023 and 2.125% Euro Notes due 2030, filed as Exhibit 4(l) to the Company's Annual Report on Form 10-K for the year ended December 31, 2019 (Commission File No. 1-4797) and incorporated herein by reference.

4(m)						Description of the 0.250% Euro Notes due 2024, 0.625% Euro Notes due 2027 and 1.000% Euro Notes due 2031, filed as Exhibit 4(m) to the Company's Annual Report on Form 10-K for the year ended December 31, 2019 (Commission File No. 1-4797) and incorporated herein by reference.

4(n)						Description of the 3.250% Euro Notes due 2028 and 3.375% Euro Notes due 2032, filed herewith.

10(a)(i)						Credit Agreement dated as of October 21, 2022 among Illinois Tool Works Inc., JPMorgan Chase Bank, N.A., as Agent, Citibank, N.A., as Syndication Agent, and a syndicate of lenders, filed as Exhibit 10(a) to the Company's Current Report on Form 8-K filed on October 26, 2022 (Commission File No. 1-4797) and incorporated herein by reference.

10(a)(ii)						Euro Credit Agreement dated as of May 5, 2023 among Illinois Tool Works Inc., as Borrower, the lender(s) party thereto and ING Bank, N.V., London Branch, as Agent, filed as Exhibit 10(a) to the Company's Current Report on Form 8-K filed on May 10, 2023 (Commission File No. 1-4797) and incorporated herein by reference.

10(b)*						Illinois Tool Works Inc. 2011 Long-Term Incentive Plan, filed as Exhibit 99.2 to the Company's Current Report on Form 8-K filed on December 16, 2010 (Commission File No. 1-4797) and incorporated herein by reference.

10(c)*						Illinois Tool Works Inc. 2015 Long-Term Incentive Plan effective May 8, 2015, filed as Exhibit 10.1 to the Company's Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2015 (Commission File No. 1-4797) and incorporated herein by reference.

10(d)*						Illinois Tool Works Inc. 2024 Long-Term Incentive Plan effective June 30, 2024, filed as Exhibit 10.1 to the Company's Current Report on Form 8-K filed on May 9, 2024 (Commission File No. 1-4797) and incorporated herein by reference.

10(e)*						Form of Terms of Option Grant Pursuant to the Illinois Tool Works Inc. 2011 Long-Term Incentive Plan, filed as Exhibit 99.1 to the Company's Current Report on Form 8-K filed on February 13, 2014 (Commission File No. 1-4797) and incorporated herein by reference.

10(f)*						Form of Terms of Option Grant Pursuant to the Illinois Tool Works Inc. 2015 Long-Term Incentive Plan, filed as Exhibit 99.1 to the Company's Current Report on Form 8-K filed on February 9, 2016 (Commission File No. 1-4797) and incorporated herein by reference.

10(g)*						Form of Terms of Option Grant Pursuant to the Illinois Tool Works Inc. 2015 Long-Term Incentive Plan, filed as Exhibit 99.1 to the Company's Current Report on Form 8-K filed on February 9, 2017 (Commission File No. 1-4797) and incorporated herein by reference.


Exhibit Number						Description
10(h)*						Form of Terms of Option Grant Pursuant to the Illinois Tool Works Inc. 2015 Long-Term Incentive Plan, filed as Exhibit 99.1 to the Company's Current Report on Form 8-K filed on February 14, 2019 (Commission File No. 1-4797) and incorporated herein by reference.

10(i)*						Form of Terms of Option Grant Pursuant to the Illinois Tool Works Inc. 2015 Long-Term Incentive Plan, filed as Exhibit 99.1 to the Company's Current Report on Form 8-K filed on February 5, 2020 (Commission File No. 1-4797) and incorporated herein by reference.

10(j)*						Form of Terms of Performance Share Unit Grant Pursuant to the Illinois Tool Works Inc. 2015 Long-Term Incentive Plan, filed as Exhibit 99.2 to the Company's Current Report on Form 8-K filed on February 5, 2020 (Commission File No. 1-4797) and incorporated herein by reference.

10(k)*						Form of Terms of Performance Cash Award Pursuant to the Illinois Tool Works Inc. 2015 Long-Term Incentive Plan, filed as Exhibit 99.3 to the Company's Current Report on Form 8-K filed on February 5, 2020 (Commission File No. 1-4797) and incorporated herein by reference.

10(l)*						Form of Terms of Restricted Stock Unit Grant Pursuant to the Illinois Tool Works Inc. 2015 Long-Term Incentive Plan, filed as Exhibit 99.4 to the Company’s Current Report on Form 8-K filed on February 5, 2020 (Commission File No. 1-4797) and incorporated herein by reference.

10(m)*						Form of Stock Option Agreement Pursuant to the Illinois Tool Works Inc. 2024 Long-Term Incentive Plan, filed herewith.

10(n)*						Form of Performance Share Unit Award Agreement Pursuant to the Illinois Tool Works Inc. 2024 Long-Term Incentive Plan, filed herewith.

10(o)*						Form of Restricted Stock Unit Award Agreement Pursuant to the Illinois Tool Works Inc. 2024 Long-Term Incentive Plan, filed herewith.

10(p)*						Illinois Tool Works Inc. Executive Contributory Retirement Income Plan as amended and restated, effective as of January 1, 2010, filed as Exhibit 10 to the Company's Current Report on Form 8-K filed on November 5, 2009 (Commission File No. 1-4797) and incorporated herein by reference.

10(q)*						Illinois Tool Works Inc. Nonqualified Pension Plan, effective January 1, 2008, as amended and restated, filed as Exhibit 10(p) to the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2008 (Commission File No. 1-4797) and incorporated herein by reference.

10(r)*						Illinois Tool Works Inc. 2011 Change-in-Control Severance Compensation Policy, filed as Exhibit 99.3 to the Company's Current Report on Form 8-K filed on December 16, 2010 (Commission File No. 1-4797) and incorporated herein by reference.

10(s)*						Illinois Tool Works Inc. Amended and Restated Directors' Deferred Fee Plan effective May 2, 2014, as amended on May 8, 2015 and May 4, 2018, filed herewith.

10(t)*						First Amendment to the Illinois Tool Works Inc. Executive Contributory Retirement Income Plan dated February 15, 2013, filed as Exhibit 10.2 to the Company's Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2013 (Commission File No. 1-4797) and incorporated herein by reference.

19						Insider Trading Policies and Procedures, filed herewith

21						Subsidiaries and Affiliates of the Company, filed herewith

23						Consent of Independent Registered Public Accounting Firm, filed herewith

24						Powers of Attorney, filed herewith

31						Rule 13a-14(a) Certifications, filed herewith

32						Section 1350 Certification, filed herewith

97						Policy Relating to Recovery of Erroneously Awarded Compensation, filed as Exhibit 97 to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2023 (Commission File No. 001-04797) and incorporated herein by reference.

101.INS						iXBRL Instance Document**

101.SCH						iXBRL Taxonomy Extension Schema**


Exhibit Number						Description
101.CAL						iXBRL Taxonomy Extension Calculation Linkbase**

101.DEF						iXBRL Taxonomy Extension Definition Linkbase**

101.LAB						iXBRL Taxonomy Extension Label Linkbase**

101.PRE						iXBRL Taxonomy Extension Presentation Linkbase**

104						Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).


*			Management contract or compensatory plan or arrangement.
**			The following financial information from Illinois Tool Works Inc.'s Annual Report on Form 10-K for the year ended December 31, 2024, formatted in iXBRL (Inline Extensible Business Reporting Language): (i) Statement of Income, (ii) Statement of Comprehensive Income, (iii) Statement of Changes in Stockholders' Equity (iv) Statement of Financial Position, (v) Statement of Cash Flows and (vi) related Notes to Financial Statements.

ITEM 16. Form 10-K Summary

None.

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized on this 14th day of February 2025.


ILLINOIS TOOL WORKS INC.

By:						/s/ CHRISTOPHER A. O'HERLIHY
						Christopher A. O'Herlihy
						President & Chief Executive Officer

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed by the following persons on behalf of the registrant and in the capacities indicated on this 14th day of February 2025.


Signatures						Title

/s/ Christopher A. O'Herlihy						President & Chief Executive Officer, Director
Christopher A. O'Herlihy						(Principal Executive Officer)

/s/ Michael M. Larsen						Senior Vice President & Chief Financial Officer
Michael M. Larsen						(Principal Financial Officer)

/s/ Randall J. Scheuneman						Vice President & Chief Accounting Officer
Randall J. Scheuneman						(Principal Accounting Officer)

Daniel J. Brutto						Director

Susan Crown						Director

Darrell L. Ford						Director

Kelly J. Grier						Director

James W. Griffith						Director

Jay L. Henderson						Director

Jaime Irick						Director

Richard H. Lenny						Director

E. Scott Santi						Chairman of the Board

David B. Smith, Jr.						Director

Pamela B. Strobel						Director

						By: /s/ CHRISTOPHER A. O'HERLIHY
						(Christopher A. O'Herlihy, as Attorney-in-Fact)

Original powers of attorney authorizing Christopher A. O'Herlihy to sign the Company's Annual Report on Form 10-K and amendments thereto on behalf of the above-named directors of the registrant have been filed with the Securities and Exchange Commission as part of this Annual Report on Form 10-K (Exhibit 24).

ILLINOIS TOOL WORKS INC - Annual Report: 2024 (Form 10-K)

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