GRACO INC — Director's Dealing 2012

Sep 7, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: GRACO INC (GGG)
CIK: 0000042888
Period of Report: 2012-09-05

Reporting Person: Johnson Jeffrey P. (Vice President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-09-05	Common Stock	S	1472	$50.0395	Disposed	8129.148	Direct

Footnotes

F1: The shares were held in an omnibus account and consequently the reporting person received proceeds based on the average sale price of the block sold on the transaction date, and not based on the sale price of the individual lots.

F2: Included in the amount reported are shares acquired under Graco Inc. 2006 Employee Stock Purchase Plan, exempt under Rule 16b-3.