GRACO INC — Director's Dealing 2020

Jan 14, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: GRACO INC (GGG)
CIK: 0000042888
Period of Report: 2020-01-10

Reporting Person: Moreau Bernard J (President, SCA)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2020-01-10	Common Stock	M	30000	$19.58	Acquired	56884.8874	Direct
2020-01-10	Common Stock	M	24600	$24.9334	Acquired	81484.8874	Direct
2020-01-10	Common Stock	M	22050	$24.7934	Acquired	103534.8874	Direct
2020-01-10	Common Stock	M	20115	$23.8467	Acquired	123649.8874	Direct
2020-01-10	Common Stock	S	30000	$52.5553	Disposed	93649.8874	Direct
2020-01-10	Common Stock	S	24600	$52.5549	Disposed	69049.8874	Direct
2020-01-10	Common Stock	S	22050	$52.5542	Disposed	46999.8874	Direct
2020-01-10	Common Stock	S	20115	$52.5531	Disposed	26884.8874	Direct
2020-01-10	Common Stock	S	6184	$52.5538	Disposed	20700.8874	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2020-01-10	Non-qualified Stock Option (Right to Buy)	$19.58	M	30000	Disposed	2023-02-15	Common Stock (30000)	Direct
2020-01-10	Non-qualified Stock Option (Right to Buy)	$24.9334	M	24600	Disposed	2024-02-14	Common Stock (24600)	Direct
2020-01-10	Non-qualified Stock Option (Right to Buy)	$24.7934	M	22050	Disposed	2025-02-13	Common Stock (22050)	Direct
2020-01-10	Non-qualified Stock Option (Right to Buy)	$23.8467	M	20115	Disposed	2026-02-12	Common Stock (20115)	Direct

Footnotes

F1: The price reported in Column 4 is a weighted average price. The shares were sold at prices ranging from $52.315 to $53.055 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 $52.315 to $52.89, 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 $52.32 to $53.01, 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 $52.33 to $52.895, 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: The price reported in Column 4 is a weighted average price. The shares were sold at prices ranging from $52.325 to $52.84, 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.

F6: 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.

F7: 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.