W.W. GRAINGER, INC. — Director's Dealing 2025

Dec 8, 2025

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: W.W. GRAINGER, INC. (GWW)
CIK: 0000277135
Period of Report: 2025-12-04

Reporting Person: Macpherson Donald G (Director, Chairman and CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2025-12-04	Common Stock	M	10500	$311.26	Acquired	114385	Direct
2025-12-04	Common Stock	M	8000	$311.26	Acquired	122385	Direct
2025-12-04	Common Stock	S	1907	$968.8468	Disposed	120478	Direct
2025-12-04	Common Stock	S	1400	$969.4054	Disposed	119078	Direct
2025-12-04	Common Stock	S	755	$970.4614	Disposed	118323	Direct
2025-12-04	Common Stock	S	1015	$971.4104	Disposed	117308	Direct
2025-12-04	Common Stock	S	1159	$972.6214	Disposed	116149	Direct
2025-12-04	Common Stock	S	2552	$973.6821	Disposed	113597	Direct
2025-12-04	Common Stock	S	2971	$974.4535	Disposed	110626	Direct
2025-12-04	Common Stock	S	1844	$975.4195	Disposed	108782	Direct
2025-12-04	Common Stock	S	720	$976.5783	Disposed	108062	Direct
2025-12-04	Common Stock	S	200	$978.4094	Disposed	107862	Direct
2025-12-04	Common Stock	G	3977	—	Disposed	103885	Direct
2025-12-05	Common Stock	M	12163	$311.26	Acquired	116048	Direct
2025-12-05	Common Stock	S	48	$962.9319	Disposed	116000	Direct
2025-12-05	Common Stock	S	111	$964.0643	Disposed	115889	Direct
2025-12-05	Common Stock	S	1	$965.19	Disposed	115888	Direct
2025-12-05	Common Stock	S	240	$967.4636	Disposed	115648	Direct
2025-12-05	Common Stock	S	824	$968.5939	Disposed	114824	Direct
2025-12-05	Common Stock	S	691	$969.7731	Disposed	114133	Direct
2025-12-05	Common Stock	S	1382	$970.4117	Disposed	112751	Direct
2025-12-05	Common Stock	S	1023	$971.7747	Disposed	111728	Direct
2025-12-05	Common Stock	S	1267	$972.7669	Disposed	110461	Direct
2025-12-05	Common Stock	S	1900	$973.647	Disposed	108561	Direct
2025-12-05	Common Stock	S	4183	$974.4676	Disposed	104378	Direct
2025-12-05	Common Stock	S	493	$975.3373	Disposed	103885	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2025-12-04	Stock Option	$311.26	M	10500	Disposed	2029-03-31	Common Stock (10500)	Direct
2025-12-04	Stock Option	$311.26	M	8000	Disposed	2029-03-31	Common Stock (8000)	Direct
2025-12-05	Stock Option	$311.26	M	12163	Disposed	2029-03-31	Common Stock (12163)	Direct

Footnotes

F1: Transaction pursuant to a Rule 10b5-1 trading program adopted on September 4, 2025.

F2: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $967.95 to $968.91, 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 (2) through (22).

F3: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $969.03 to $970.00, inclusive.

F4: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $970.04 to $971.00, inclusive.

F5: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $971.04 to $971.98, inclusive.

F6: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $972.06 to $973.05, inclusive.

F7: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $973.07 to $974.06, inclusive.

F8: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $974.07 to $975.03, inclusive.

F9: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $975.10 to $976.09, inclusive.

F10: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $976.17 to $977.05, inclusive.

F11: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $977.73 to $978.66, inclusive.

F12: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $962.73 to $963.54, inclusive.

F13: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $963.80 to $964.72, inclusive.

F14: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $967.05 to $968.00, inclusive.

F15: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $968.07 to $969.03, inclusive.

F16: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $969.07 to $970.05, inclusive.

F17: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $970.08 to $971.05, inclusive.

F18: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $971.12 to $972.08, inclusive.

F19: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $972.13 to $973.12, inclusive.

F20: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $973.14 to $974.13, inclusive.

F21: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $974.15 to $975.14, inclusive.

F22: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $975.16 to $975.80, inclusive.

F23: 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.