GRACO INC — Director's Dealing 2020

Nov 2, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: GRACO INC (GGG)
CIK: 0000042888
Period of Report: 2020-10-29

Reporting Person: MCHALE PATRICK J (Director, President and CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2020-10-29	Common Stock	M	1880	$24.7934	Acquired	199998.4351	Direct
2020-10-29	Common Stock	S	1880	$62.0253	Disposed	198118.4351	Direct
2020-10-29	Common Stock	M	2940	$23.8467	Acquired	201058.4351	Direct
2020-10-29	Common Stock	S	2940	$62.0253	Disposed	198118.4351	Direct
2020-10-30	Common Stock	M	623	$24.7934	Acquired	198741.4351	Direct
2020-10-30	Common Stock	S	623	$62.0091	Disposed	198118.4351	Direct
2020-10-30	Common Stock	M	977	$23.8467	Acquired	199095.4351	Direct
2020-10-30	Common Stock	S	977	$62.0091	Disposed	198118.4351	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2020-10-29	Non-qualified Stock Option (Right to Buy)	$24.7934	M	1880	Disposed	2025-02-13	Common Stock (1880)	Direct
2020-10-29	Non-qualified Stock Option (Right to Buy)	$23.8467	M	2940	Disposed	2026-02-12	Common Stock (2940)	Direct
2020-10-30	Non-qualified Stock Option (Right to Buy)	$24.7934	M	623	Disposed	2025-02-13	Common Stock (623)	Direct
2020-10-30	Non-qualified Stock Option (Right to Buy)	$23.8467	M	977	Disposed	2026-02-12	Common Stock (977)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	2314.114	Indirect

Footnotes

F1: The price reported in Column 4 is a weighted average price. The shares were sold at prices ranging from $62.00 to $62.105, 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: The price reported in Column 4 is a weighted average price. The shares were sold at prices ranging from $61.9999 to $62.105, 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.

F3: The price reported in Column 4 is a weighted average price. The shares were sold at prices ranging from $61.9999 to $62.03, 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.

F4: The price reported in Column 4 is a weighted average price. The shares were sold at prices ranging from $61.9997 to $62.03, 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.

F5: Employee stock option granted pursuant to the Graco Inc. 2010 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.

F6: Employee stock option granted pursuant to the Graco Inc. 2015 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.