Illinois Tool Works Inc. 2025-2026 Proxy Voting Records

Description as filed by funds: Election of Directors: Daniel J. Brutto

Illinois Tool Works Inc.’s own tally for this item (“Elect Director: Daniel J. Brutto”): 228,549,879 for, 6,060,762 against, per its Form 8-K filed May 12, 2026 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “Stockholders elected each of the 13 nominees to serve as director of the Company for a one-year term expiring at the Company's 2027 Annual Meeting of Stockholders as follows:”
Support: 97% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 178 asset managers below reported 64,970,520 for, 38,735 against, 12,213 abstained, 200 not voted, 17,613 unknown.

Showing the 25 largest of 178 asset managers. See all 178 in the interactive database.

Description as filed by funds: Election of Directors: Susan Crown

Illinois Tool Works Inc.’s own tally for this item (“Elect Director: Susan Crown”): 226,251,184 for, 8,405,614 against, per its Form 8-K filed May 12, 2026 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “Stockholders elected each of the 13 nominees to serve as director of the Company for a one-year term expiring at the Company's 2027 Annual Meeting of Stockholders as follows:”
Support: 96% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 178 asset managers below reported 64,944,684 for, 64,572 against, 12,212 abstained, 200 not voted, 17,613 unknown.

Showing the 25 largest of 178 asset managers. See all 178 in the interactive database.

Description as filed by funds: Election of Directors: Darrell L. Ford

Illinois Tool Works Inc.’s own tally for this item (“Elect Director: Darrell L. Ford”): 231,872,713 for, 2,440,002 against, per its Form 8-K filed May 12, 2026 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “Stockholders elected each of the 13 nominees to serve as director of the Company for a one-year term expiring at the Company's 2027 Annual Meeting of Stockholders as follows:”
Support: 99% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 178 asset managers below reported 64,992,751 for, 16,501 against, 12,217 abstained, 200 not voted, 17,613 unknown.

Showing the 25 largest of 178 asset managers. See all 178 in the interactive database.

Description as filed by funds: Election of Directors: Kelly J. Grier

Illinois Tool Works Inc.’s own tally for this item (“Elect Director: Kelly J. Grier”): 233,115,488 for, 1,504,841 against, per its Form 8-K filed May 12, 2026 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “Stockholders elected each of the 13 nominees to serve as director of the Company for a one-year term expiring at the Company's 2027 Annual Meeting of Stockholders as follows:”
Support: 99.3% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 178 asset managers below reported 64,958,640 for, 48,298 against, 14,530 abstained, 200 not voted, 17,613 unknown.

Showing the 25 largest of 178 asset managers. See all 178 in the interactive database.

Description as filed by funds: Election of Directors: James W. Griffith

Illinois Tool Works Inc.’s own tally for this item (“Elect Director: James W. Griffith”): 226,042,434 for, 8,379,661 against, per its Form 8-K filed May 12, 2026 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “Stockholders elected each of the 13 nominees to serve as director of the Company for a one-year term expiring at the Company's 2027 Annual Meeting of Stockholders as follows:”
Support: 96% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 178 asset managers below reported 64,970,484 for, 38,768 against, 12,216 abstained, 200 not voted, 17,613 unknown.

Showing the 25 largest of 178 asset managers. See all 178 in the interactive database.

Description as filed by funds: Election of Directors: Jay L. Henderson

Illinois Tool Works Inc.’s own tally for this item (“Elect Director: Jay L. Henderson”): 231,085,476 for, 3,544,811 against, per its Form 8-K filed May 12, 2026 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “Stockholders elected each of the 13 nominees to serve as director of the Company for a one-year term expiring at the Company's 2027 Annual Meeting of Stockholders as follows:”
Support: 98% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 178 asset managers below reported 64,959,094 for, 50,161 against, 12,213 abstained, 200 not voted, 17,613 unknown.

Showing the 25 largest of 178 asset managers. See all 178 in the interactive database.

Description as filed by funds: Election of Directors: Jaime Irick

Illinois Tool Works Inc.’s own tally for this item (“Elect Director: Jaime Irick”): 233,652,826 for, 928,270 against, per its Form 8-K filed May 12, 2026 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “Stockholders elected each of the 13 nominees to serve as director of the Company for a one-year term expiring at the Company's 2027 Annual Meeting of Stockholders as follows:”
Support: 99.6% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 178 asset managers below reported 64,992,776 for, 16,479 against, 12,213 abstained, 200 not voted, 17,613 unknown.

Showing the 25 largest of 178 asset managers. See all 178 in the interactive database.

Description as filed by funds: Election of Directors: Richard H. Lenny

Illinois Tool Works Inc.’s own tally for this item (“Elect Director: Richard H. Lenny”): 228,696,215 for, 5,781,286 against, per its Form 8-K filed May 12, 2026 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “Stockholders elected each of the 13 nominees to serve as director of the Company for a one-year term expiring at the Company's 2027 Annual Meeting of Stockholders as follows:”
Support: 98% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 178 asset managers below reported 64,987,116 for, 22,138 against, 12,214 abstained, 200 not voted, 17,613 unknown.

Showing the 25 largest of 178 asset managers. See all 178 in the interactive database.

Description as filed by funds: Election of Directors: Christopher A. O'Herlihy

Illinois Tool Works Inc.’s own tally for this item (“Elect Director: Christopher A. O'Herlihy”): 232,971,933 for, 1,673,089 against, per its Form 8-K filed May 12, 2026 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “Stockholders elected each of the 13 nominees to serve as director of the Company for a one-year term expiring at the Company's 2027 Annual Meeting of Stockholders as follows:”
Support: 99.2% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 178 asset managers below reported 64,992,358 for, 16,898 against, 12,213 abstained, 200 not voted, 17,613 unknown.

Showing the 25 largest of 178 asset managers. See all 178 in the interactive database.

Description as filed by funds: Election of Directors: E. Scott Santi

Illinois Tool Works Inc.’s own tally for this item (“Elect Director: E. Scott Santi”): 227,432,569 for, 7,229,560 against, per its Form 8-K filed May 12, 2026 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “Stockholders elected each of the 13 nominees to serve as director of the Company for a one-year term expiring at the Company's 2027 Annual Meeting of Stockholders as follows:”
Support: 97% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 178 asset managers below reported 64,828,184 for, 181,073 against, 12,212 abstained, 200 not voted, 17,613 unknown.

Showing the 25 largest of 178 asset managers. See all 178 in the interactive database.

Description as filed by funds: Election of Directors: Jennifer F. Scanlon

Illinois Tool Works Inc.’s own tally for this item (“Elect Director: Jennifer F. Scanlon”): 234,039,003 for, 577,655 against, per its Form 8-K filed May 12, 2026 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “Stockholders elected each of the 13 nominees to serve as director of the Company for a one-year term expiring at the Company's 2027 Annual Meeting of Stockholders as follows:”
Support: 99.7% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 178 asset managers below reported 64,985,963 for, 23,292 against, 12,213 abstained, 200 not voted, 17,613 unknown.

Showing the 25 largest of 178 asset managers. See all 178 in the interactive database.

Description as filed by funds: Election of Directors: David B. Smith, Jr.

Illinois Tool Works Inc.’s own tally for this item (“Elect Director: David B. Smith, Jr.”): 227,267,447 for, 7,361,531 against, per its Form 8-K filed May 12, 2026 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “Stockholders elected each of the 13 nominees to serve as director of the Company for a one-year term expiring at the Company's 2027 Annual Meeting of Stockholders as follows:”
Support: 97% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 178 asset managers below reported 64,966,344 for, 42,912 against, 12,213 abstained, 200 not voted, 17,613 unknown.

Showing the 25 largest of 178 asset managers. See all 178 in the interactive database.

Description as filed by funds: Election of Directors: Pamela B. Strobel

Illinois Tool Works Inc.’s own tally for this item (“Elect Director: Pamela B. Strobel”): 222,276,560 for, 12,316,199 against, per its Form 8-K filed May 12, 2026 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “Stockholders elected each of the 13 nominees to serve as director of the Company for a one-year term expiring at the Company's 2027 Annual Meeting of Stockholders as follows:”
Support: 95% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 178 asset managers below reported 64,904,164 for, 105,093 against, 12,213 abstained, 200 not voted, 17,613 unknown.

Showing the 25 largest of 178 asset managers. See all 178 in the interactive database.

Description as filed by funds: Advisory vote to approve executive compensation of ITW's named executive officers;

Illinois Tool Works Inc.’s own tally for this item (“2. Advisory Vote to Approve Executive Compensation”): 223,001,149 for, 10,219,974 against — passed, per its Form 8-K filed May 12, 2026 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “Stockholders approved, on an advisory basis, the compensation of the Company's named executive officers as follows:”
Support: 96% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

Fund voting reports and institutional-manager reports both cover this item. An institutional manager can report shares that a fund it advises also reports, so the two are shown separately below and never added together, and their sum is not shown (fund and manager reports combined may count the same shares twice).

Fund voting reports, all 166 managers: 64,762,270 for, 118,585 against, 12,232 abstained, 204 not voted, 17,194 unknown. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports, all 1,102 managers: 143,635,478 for, 4,096,583 against, 438,295 abstained, 59,052 not voted, 419 unknown. Showing the 25 largest; see all in the interactive database.

Description as filed by funds: Ratification of the appointment of Deloitte & Touche LLP as ITW's independent registered public accounting firm for 2026; and

Illinois Tool Works Inc.’s own tally for this item (“3. Ratification of the Appointment of Independent Registered Public Accounting Firm”): 245,595,971 for, 11,944,300 against — passed, per its Form 8-K filed May 12, 2026 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “Stockholders ratified the appointment of Deloitte & Touche LLP as the Company's independent registered public accounting firm for 2026 as follows:”
Support: 95% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 178 asset managers below reported 64,699,686 for, 240,552 against, 12,222 abstained, 200 not voted, 17,613 unknown.

Showing the 25 largest of 178 asset managers. See all 178 in the interactive database.

Description as filed by funds: A non-binding stockholder proposal, if properly presented at the meeting, for Directors who fail to obtain a majority vote.

Illinois Tool Works Inc.’s own tally for this item (“4. Non-Binding Stockholder Proposal for Directors Who Fail to Obtain a Majority Vote”): 26,694,895 for, 206,272,860 against — failed, per its Form 8-K filed May 12, 2026 (Item 5.07).

Reported outcome: Not approved, in the filing’s own words: “Stockholders did not approve the non-binding stockholder proposal for directors who fail to obtain a majority vote as follows:”
Support: 11% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 179 asset managers below reported 3,751,364 for, 61,046,918 against, 12,235 abstained, 200 not voted, 22,475 unknown.

Showing the 25 largest of 179 asset managers. See all 179 in the interactive database.