Shareholder Vote

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): May 4, 2018 _________________________ 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.) 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 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). 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.  [   ] 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: [ ] 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)) Item 5.07. Submission of Matters to a Vote of Security Holders The annual meeting of the stockholders of the Company was held on May 4, 2018 for the purposes of (i) electing the eleven directors named in the Company’s proxy statement to hold office until the next annual meeting of stockholders; (ii) ratifying the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the 2018 fiscal year; (iii) approving, on an advisory basis, a resolution approving executive compensation of the named executive officers as disclosed in the proxy statement; (iv) considering a stockholder proposal to change the threshold to call special stockholder meetings; and (v) considering a stockholder proposal to set company-wide greenhouse gas emissions targets. All eleven nominees for director as named in the Company’s proxy statement for the meeting were elected by the votes set forth in the table below.   FOR AGAINST ABSTAIN Broker Non-Votes Election of Directors         Daniel J. Brutto 268,208,651 939,684 418,644 34,327,657 Susan Crown 265,343,498 3,824,405 399,076 34,327,657 James W. Griffith 267,698,250 1,443,405 425,324 34,327,657 Jay L. Henderson 268,014,577 1,142,478 409,924 34,327,657 Richard H. Lenny 266,143,349 2,840,018 583,612 34,327,657 E. Scott Santi 260,350,738 7,853,432 1,362,809 34,327,657 James A. Skinner 260,940,698 7,797,785 828,496 34,327,657 David B. Smith, Jr. 267,729,964 1,458,300 378,715 34,327,657 Pamela B. Strobel 268,412,241 776,229 378,509 34,327,657 Kevin M. Warren 267,641,727 1,546,792 378,460 34,327,657 Anré D. Williams 267,734,755 1,458,754 373,470 34,327,657 The appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the 2018 fiscal year was ratified by the vote set forth in the table below.   FOR AGAINST ABSTAIN Broker Non-Votes Ratification of independent registered public accounting firm 299,683,953 3,665,329 545,354 N/A A Company proposal requesting that stockholders approve a non-binding resolution approving the compensation of the Company’s named executive officers as disclosed pursuant to the compensation disclosure rules of the Securities and Exchange Commission under “Compensation Discussion & Analysis,” the Summary Compensation Table, the related compensation tables and the related narrative disclosures, in the March 23, 2018 proxy statement, passed with the following vote.   FOR AGAINST ABSTAIN Broker Non-Votes Advisory vote to approve executive compensation 256,339,869 12,051,897 1,175,213 34,327,657 The stockholder proposal to change the ownership threshold to call special stockholder meetings was defeated by the vote set forth in the table below.   FOR AGAINST ABSTAIN Broker Non-Votes Change the ownership threshold to call special stockholder meetings 101,235,253 165,917,390 2,414,336 34,327,657 The stockholder proposal to set Company-wide greenhouse gas emissions targets was defeated by the vote set forth in the table below.   FOR AGAINST ABSTAIN Broker Non-Votes Set Company-wide greenhouse gas emissions targets 65,552,115 201,142,911 2,871,953 34,327,657 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 INC.         Dated: May 10, 2018 By: /s/ Norman D. Finch Jr.   Norman D. Finch Jr.   Senior Vice President, General Counsel and Secretary