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GRACO INC Director's Dealing 2012

Nov 7, 2012

30443_dirs_2012-11-07_bfb65855-5bd4-4f1d-8fd8-24ae0499d59e.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: 2012-11-06

Reporting Person: CARROLL WILLIAM J (Director)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2012-11-06 Common Stock S 4430 $50.3837 Disposed 18662 Direct

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock 1480 Indirect

Footnotes

F1: The price reported in Column 4 is a weighted average price. The shares were sold at prices ranging from $50.360 to $50.407, inclusive. The reporting person undertakes to provide Graco Inc., any security holder of Graco Inc., or the staff of the Securities and Exchange Commission, upon request, with full information regarding the number of shares sold at each separate price within the range set forth in the footnote.

F2: Sarah Maureen Carroll Trust. These shares are held in a trust for the benefit of the reporting person's grandchildren. The reporting person's spouse is the trustee of the trust.