--- schema_version: "secwatch.filing_event.v1" accession: "0000049826-23-000029" form_type: "8-K" ticker: "ITW" cik: "0000049826" company_name: "ILLINOIS TOOL WORKS INC" filed_at: "2023-05-10T23:59:59+00:00" generated_at: "2026-06-15T07:22:26.637282+00:00" event_type: "debt" sentiment: "neutral" materiality_score: 0.5 calibrated_materiality_score: 0.5 confidence: "high" source: SEC EDGAR --- # ITW enters €1.3B Euro credit facility, borrows full amount ## Summary - Entered €1.3B Euro credit agreement on May 5, 2023; agent ING Bank N.V.; includes €300M incremental commitment. - Borrowed €1.3B on May 9; interest EURIBOR + 0.75% (1/3/6-month); maturity May 3, 2024, extendable by 6 months twice. - Proceeds for general corporate purposes, including possible debt repayment. - Annual meeting: all 10 director nominees elected; say-on-pay approved; independent chairman proposal defeated. ## SEC filing metadata - accession: 0000049826-23-000029 - form_type: 8-K - ticker: ITW - cik: 0000049826 - company_name: ILLINOIS TOOL WORKS INC - filed_at: 2023-05-10T23:59:59+00:00 - event_type: debt - sentiment: neutral - materiality_score: 0.5 - calibrated_materiality_score: 0.5 - confidence: high - sec_items: 1.01, 2.03, 5.07, 9.01 - EDGAR index: https://www.sec.gov/Archives/edgar/data/49826/000004982623000029/0000049826-23-000029-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/49826/000004982623000029/itw-20230505.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0000049826-23-000029 - JSON: https://secwatch.observer/filing/0000049826-23-000029.json - Plain text: https://secwatch.observer/filing/0000049826-23-000029.txt ## Key facts - Debt Financings ILLINOIS TOOL WORKS INC incurred credit facility of €1,300,000,000 with ING Bank, N.V., London Branch, as Agent and the lender(s) party thereto at EURIBOR rate plus 0.75% maturing May 3, 2024. - Instrument: credit facility - Principal: €1,300,000,000 - Counterparty: ING Bank, N.V., London Branch, as Agent and the lender(s) party thereto - Rate: EURIBOR rate plus 0.75% - Maturity: May 3, 2024 - Event: incurrence source text: On May 9, 2023, the Company submitted irrevocable notices to borrow €1,300,000,000 under the Euro Credit Agreement. evidence_url: https://www.sec.gov/Archives/edgar/data/49826/000004982623000029/0000049826-23-000029-index.htm - Material Agreements ILLINOIS TOOL WORKS INC entered into Euro Credit Agreement with the lender(s) party thereto and ING Bank, N.V., London Branch, as Agent valued at up to €1,300,000,000 (effective 2023-05-05). - Action: entry - Agreement: credit facility - Counterparty: the lender(s) party thereto and ING Bank, N.V., London Branch, as Agent - Value: up to €1,300,000,000 - Effective: 2023-05-05 source text: On May 5, 2023, Illinois Tool Works Inc. (the “Company”) entered into a Euro-denominated credit agreement (the “Euro Credit Agreement”) among the Company, the lender(s) party thereto and ING Bank, N.V., London Branch, as Agent. evidence_url: https://www.sec.gov/Archives/edgar/data/49826/000004982623000029/0000049826-23-000029-index.htm - Shareholder Votes ILLINOIS TOOL WORKS INC shareholders approved Advisory vote to approve executive compensation at the 2023-05-05 meeting. - Proposal: say on pay - Outcome: passed - Meeting: 2023-05-05 source text: The non-binding advisory vote on the compensation of the Company’s named executive officers as disclosed in the Company’s proxy statement for the meeting was approved by the vote set forth below. Advisory vote to approve executive compensation FOR AGAINST ABSTAIN BROKER NON-VOTES 230,021,632 17,142,266 761,013 23,211,747 evidence_url: https://www.sec.gov/Archives/edgar/data/49826/000004982623000029/0000049826-23-000029-index.htm - Shareholder Votes ILLINOIS TOOL WORKS INC shareholders approved Advisory vote on frequency of vote on executive compensation at the 2023-05-05 meeting. - Proposal: say on pay frequency - Outcome: passed - Meeting: 2023-05-05 source text: The vote on the frequency of the advisory vote on the compensation of the Company’s named executive officers resulted in approval of a one-year frequency by the vote set forth below. Consistent with a majority of votes cast with respect to this proposal and with the recommendation of its Board of Directors, the Company will hold a shareholder advisory vote on executive compensation annually until the next required vote on the frequency of shareholder votes on executive compensation. Advisory vote regarding frequency of vote on executive compensation ONE YEAR TWO YEARS THREE YEARS ABSTENTIONS 244,420,969 380,227 2,721,297 402,418 evidence_url: https://www.sec.gov/Archives/edgar/data/49826/000004982623000029/0000049826-23-000029-index.htm - Shareholder Votes ILLINOIS TOOL WORKS INC shareholders approved Election of ten director nominees named in the proxy statement at the 2023-05-05 meeting. - Proposal: director election - Outcome: passed - Meeting: 2023-05-05 source text: All ten nominees for director named in the Company’s proxy statement for the meeting were elected by the votes set forth below. FOR AGAINST ABSTAIN BROKER NON-VOTES Election of Directors Daniel J. Brutto 242,187,842 5,457,778 279,291 23,211,747 evidence_url: https://www.sec.gov/Archives/edgar/data/49826/000004982623000029/0000049826-23-000029-index.htm - Shareholder Votes ILLINOIS TOOL WORKS INC shareholders rejected Stockholder proposal for an independent Board chairman at the 2023-05-05 meeting. - Outcome: failed - Meeting: 2023-05-05 source text: The stockholder proposal for an independent Board chairman was defeated by the vote set forth below. Stockholder proposal for an Independent Board Chairman FOR AGAINST ABSTAIN BROKER NON-VOTES 47,691,940 198,980,381 1,252,590 23,211,747 evidence_url: https://www.sec.gov/Archives/edgar/data/49826/000004982623000029/0000049826-23-000029-index.htm - Shareholder Votes ILLINOIS TOOL WORKS INC shareholders approved Ratification of independent registered public accounting firm at the 2023-05-05 meeting. - Proposal: auditor ratification - Outcome: passed - Meeting: 2023-05-05 source text: The appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for 2023 was ratified by the vote set forth below. Ratification of independent registered public accounting firm FOR AGAINST ABSTAIN 261,717,599 9,073,700 345,359 evidence_url: https://www.sec.gov/Archives/edgar/data/49826/000004982623000029/0000049826-23-000029-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.