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W.W. GRAINGER, INC. — Director's Dealing 2024
Apr 3, 2024
30040_dirs_2024-04-03_e01aa968-b378-4913-953a-9eb0da3f2913.zip
Director's Dealing
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SEC Form 4 — Statement of Changes in Beneficial Ownership
Issuer: W.W. GRAINGER, INC. (GWW)
CIK: 0000277135
Period of Report: 2024-04-01
Reporting Person: Merriwether Deidra C (Sr. VP & CFO)
Non-Derivative Transactions
| Date | Security | Code | Shares | Price | A/D | Holdings After | Ownership |
|---|---|---|---|---|---|---|---|
| 2024-04-01 | Common Stock | A | 1957 | — | Acquired | 11240 | Direct |
| 2024-04-01 | Common Stock | F | 867 | $1017.30 | Disposed | 10373 | Direct |
| 2024-04-01 | Common Stock | A | 1105 | — | Acquired | 11478 | Direct |
| 2024-04-01 | Common Stock | F | 234 | $1017.30 | Disposed | 11244 | Direct |
| 2024-04-01 | Common Stock | F | 252 | $1017.30 | Disposed | 10992 | Direct |
| 2024-04-01 | Common Stock | F | 218 | $1017.30 | Disposed | 10774 | Direct |
Holdings (Derivative)
| Security | Exercise Price | Expiration | Underlying | Shares | Ownership |
|---|---|---|---|---|---|
| Stock Option | $311.26 | 2029-03-31 | Common Stock (2339) | 2339 | Direct |
Footnotes
F1: These were performance vested stock units ("PSUs"), granted on January 1, 2021. The Company's performance over the three-year period ended December 31, 2023 achieved a payout equal to 124% of the 2021 PSU program target, as approved by the Board of Directors of the Company (the "Board") acting in executive session with only independent directors participating, on February 21, 2024, upon the earlier determination of the Compensation Committee of the Board.
F2: Shares withheld for tax withholding for the PSU settlement described in footnote 1 above.
F3: April 1, 2024 award of restricted stock units to be settled after vesting by the delivery of unrestricted shares of common stock on a one-for-one basis. This award will vest in three tranches, where 1/3 vests on April 1, 2025, 1/3 vests on April 1, 2026, and the remainder vests on April 1, 2027.
F4: Shares withheld for tax withholding for the partial settlement of the April 1, 2021 award of restricted stock units (RSUs). The RSU award is to be settled after vesting by the delivery of unrestricted shares of common stock on a one-for-one basis. This award will vest in three tranches, where 1/3 vests on April 1, 2022, 1/3 vests on April 1, 2023, and the remainder vests on April 1, 2024.
F5: Shares withheld for tax withholding for the partial settlement of the April 1, 2022 award of restricted stock units (RSUs). The RSU award is to be settled after vesting by the delivery of unrestricted shares of common stock on a one-for-one basis. This award will vest in three tranches, where 1/3 vests on April 1, 2023, 1/3 vests on April 1, 2024, and the remainder vests on April 1, 2025.
F6: Shares withheld for tax withholding for the partial settlement of the April 1, 2023 award of restricted stock units (RSUs). The RSU award is to be settled after vesting by the delivery of unrestricted shares of common stock on a one-for-one basis. This award will vest in three tranches, where 1/3 vests on April 1, 2024, 1/3 vests on April 1, 2025, and the remainder vests on April 1, 2026.
F7: 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.