Donald G. Macpherson - Oct 1, 2023 Form 4 Insider Report for W.W. GRAINGER, INC. (GWW)

Role
Chairman and CEO, Director
Signature
/s/ James Colin McGee, by POA from Donald G. Macpherson, Chairman and CEO
Stock symbol
GWW
Transactions as of
Oct 1, 2023
Transactions value $
-$2,726,541
Form type
4
Date filed
10/3/2023, 07:30 PM
Previous filing
May 11, 2023
Next filing
Nov 30, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction GWW Common Stock Award $0 +8.9K +10.15% $0.00 96.6K Oct 1, 2023 Direct F1
transaction GWW Common Stock Tax liability -$2.73M -3.94K -4.08% $691.84 92.6K Oct 1, 2023 Direct F2

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
holding GWW Stock Option 46.1K Oct 1, 2023 Common Stock 46.1K $276.64 Direct
holding GWW Stock Option 30.7K Oct 1, 2023 Common Stock 30.7K $311.26 Direct F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 These were performance vested restricted stock units ("PRSUs"), with a grant date of October 1, 2016, under the W. W. Grainger, Inc. (Grainger) 2015 Incentive Plan. The PRSUs subject to the grant were payable in shares of Grainger common stock upon vesting on October 1, 2023. Grainger's performance achieved a payout equal to 100% of target, as approved by the Board of Directors of the Company (the "Board") acting in executive session with only independent directors participating, upon the earlier determination of the Compensation Committee of the Board.
F2 Shares withheld for tax withholding for the PRSU settlement described in footnote 1 above.
F3 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.

Remarks:

Exhibit List: Exhibit 24 - Power of Attorney