GRACO INC — Director's Dealing 2024

Feb 27, 2024

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: GRACO INC (GGG)
CIK: 0000042888
Period of Report: 2024-02-23

Reporting Person: Rothe Christian E (President, Industrial Division)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2024-02-23	Common Stock	M	15000	$23.8467	Acquired	40583.0098	Direct
2024-02-23	Common Stock	S	15000	$90.04	Disposed	25583.0098	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2024-02-23	Non-qualified Stock Option (Right to Buy)	$23.8467	M	15000	Disposed	2026-02-12	Common Stock (15000)	Direct

Footnotes

F1: Included in the amount reported are shares of Graco common stock acquired under the Graco Inc. Automatic Dividend Reinvestment Plan (DRIP), exempt under Rule 16a-11, and shares acquired under the Graco Inc. 2006 Employee Stock Purchase Plan, exempt under Rule 16b-3.

F2: The price reported in column 4 is a weighted average price. The shares were sold at prices ranging from $90.00 to $90.11, inclusive. The reporting person undertakes to provide Graco Inc., and 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: 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.