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GRACO INC Director's Dealing 2011

Aug 17, 2011

30443_dirs_2011-08-17_b074322c-9306-4de3-86b9-15b37ce6d321.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: GRACO INC (GGG)
CIK: 0000042888
Period of Report: 2011-08-15

Reporting Person: MORFITT MARTHA A M (Director)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2011-08-15 Common Stock M 3000 $29.48 Acquired 55350 Direct
2011-08-15 Common Stock M 3600 $37.13 Acquired 58950 Direct
2011-08-15 Common Stock M 6450 $38.45 Acquired 65400 Direct
2011-08-15 Common Stock M 2150 $20.19 Acquired 67550 Direct
2011-08-15 Common Stock M 2150 $35.16 Acquired 69700 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2011-08-15 Non-Qualified Stock Option (right to buy) $20.19 M 2150 Disposed 2019-04-24 Common Stock (2150) Direct
2011-08-15 Non-Qualified Stock Option (right to buy) $29.48 M 3000 Disposed 2014-04-23 Common Stock (3000) Direct
2011-08-15 Non-Qualified Stock Option (right to buy) $35.16 M 2150 Disposed 2020-04-23 Common Stock (2150) Direct
2011-08-15 Non-Qualified Stock Option (right to buy) $37.13 M 3600 Disposed 2015-04-22 Common Stock (3600) Direct
2011-08-15 Non-Qualified Stock Option (right to buy) $38.45 M 6450 Disposed 2018-04-25 Common Stock (6450) Direct

Footnotes

F1: Nonemployee director stock option granted pursuant to the Amended and Restated Graco Inc. Stock Incentive Plan (2006) in a transaction exempt under Rule 16b-3. The stock option becomes exercisable in four equal annual installments, commencing one year after the date of the grant.

F2: Nonemployee director stock option granted pursuant to the Graco Inc. Stock Incentive Plan in transaction exempt under Rule 16b-3. The stock option becomes exercisable in four equal annual installments, commencing one year after the date of the grant.

F3: Nonemployee director stock option granted pursuant to the Graco Inc. 2010 Stock Incentive Plan in a transaction exempt under Rule 16b-3. The stock option becomes exercisable in four equal annual installments, commencing one year after the date of the grant.