GRACO INC — Director's Dealing 2015

Oct 26, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: GRACO INC (GGG)
CIK: 0000042888
Period of Report: 2015-10-26

Reporting Person: Chambers Caroline M (Vice President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-10-26	Common Stock	M	4000	$40.68	Acquired	8397.237	Direct
2015-10-26	Common Stock	S	4000	$72.6035	Disposed	4397.237	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2015-10-26	Non-qualified Stock Option (Right to Buy)	$40.68	M	4000	Disposed	2016-02-17	Common Stock (4000)	Direct

Footnotes

F1: The price reported in Column 4 is a weighted average price. The shares were sold at prices ranging from $72.46 to $72.78, 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: Employee stock option granted pursuant to the Graco Inc. 1999 Employee Stock Incentive Plan. The stock option becomes exercisable in four equal annual installments, commencing one year after the date of the grant.