W.W. GRAINGER, INC. — Director's Dealing 2023

Feb 8, 2023

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: W.W. GRAINGER, INC. (GWW)
CIK: 0000277135
Period of Report: 2023-02-07

Reporting Person: Carroll Kathleen S (SVP & Chief HR Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2023-02-07	Common Stock	M	1690	$311.26	Acquired	4965	Direct
2023-02-07	Common Stock	S	890	$670.35	Disposed	4075	Direct
2023-02-07	Common Stock	S	500	$672.454	Disposed	3575	Direct
2023-02-07	Common Stock	S	300	$673.6604	Disposed	3275	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2023-02-07	Stock Option	$311.26	M	1690	Disposed	2029-03-31	Common Stock (1690)	Direct

Footnotes

F1: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $670.00 to $670.89, inclusive. The reporting person undertakes to provide W.W. Grainger, Inc., any security holder of W.W. Grainger, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes (1), (2), and (3).

F2: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $672.07 to $672.99, inclusive.

F3: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $673.45 to $674.0513, inclusive.

F4: The stock option fully vested in three years, where 1/3 vested on April 1, 2020, 1/3 vested on April 1, 2021, and the remainder vested on April 1, 2022.