H.B. FULLER COMPANY
PERFORMANCE UNIT PLAN
Section 1. Purpose.
This Performance Unit Plan (the "Plan") is adopted by H.B. Fuller Company (the "Company"). The purposes of
the Plan are to provide incentives and rewards to officers and employees of the Company or an affiliate of the
Company who have significant responsibility for the success and growth of the Company and to assist the
Company in attracting, motivating and retaining qualified officers and employees on a competitive basis.
Section 2. Definitions.
As used in this Plan, the following terms shall have the meanings set forth below:
"Affiliate" shall mean (i) any entity that, directly or indirectly through one or more intermediaries, is controlled by
the Company and (ii) any entity in which the Company has a significant equity interest, as determined by the
"Award Agreement" shall mean any written agreement, contract or other instrument or document evidencing any
Performance Units granted under this Plan.
"Committee" shall mean the Compensation Committee of the Board of Directors of the Company.
"Participant" shall mean any employee or officer of the Company or any Affiliate whom the Committee
determines should be granted Performance Units under this Plan.
"Performance Objectives" shall mean individual or Company performance goals as determined by the Committee
for a Performance Period and as set forth in an Award Agreement.
"Performance Period" shall mean a period of time designated by the Committee for achievement of the
Performance Objectives and as set forth in an Award Agreement.
"Performance Unit" shall mean any unit granted under this Plan, denominated in a U.S. dollar amount and
evidencing the right to receive a cash payment or payments at some future date or dates, as determined by the
Committee, and as set forth in an Award Agreement.
Section 3. Administration.
This Plan shall be administered by the Committee. Subject to the terms of this Plan and applicable law, the