Deidra C. Merriwether - Apr 1, 2023 Form 4 Insider Report for W.W. GRAINGER, INC. (GWW)

Signature
James Colin McGee, by POA From Deidra C. Merriwether, SVP and CFO
Stock symbol
GWW
Transactions as of
Apr 1, 2023
Transactions value $
-$856,880
Form type
4
Date filed
4/4/2023, 01:44 PM
Previous filing
Mar 16, 2023
Next filing
May 15, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction GWW Common Stock Award $0 +1.34K +17.67% $0.00 8.95K Apr 1, 2023 Direct F1
transaction GWW Common Stock Tax liability -$411K -596 -6.66% $688.81 8.35K Apr 1, 2023 Direct F2
transaction GWW Common Stock Award $0 +1.47K +17.65% $0.00 9.83K Apr 1, 2023 Direct F3
transaction GWW Common Stock Tax liability -$112K -162 -1.65% $688.81 9.67K Apr 1, 2023 Direct F4
transaction GWW Common Stock Tax liability -$161K -234 -2.42% $688.81 9.43K Apr 1, 2023 Direct F5
transaction GWW Common Stock Tax liability -$174K -252 -2.67% $688.81 9.18K Apr 1, 2023 Direct F6

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 2.86K Apr 1, 2023 Common Stock 2.86K $234.38 Direct
holding GWW Stock Option 2.32K Apr 1, 2023 Common Stock 2.32K $231.20 Direct
holding GWW Stock Option 3.12K Apr 1, 2023 Common Stock 3.12K $276.64 Direct
holding GWW Stock Option 2.34K Apr 1, 2023 Common Stock 2.34K $311.26 Direct F7
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 These were performance vested stock units ("PSUs"), granted on January 1, 2020. The Company's performance over the three-year period ended December 31, 2022 achieved a payout equal to 123% of the 2020 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 15, 2023, 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, 2023 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, 2024, 1/3 vests on April 1, 2025, and the remainder vests on April 1, 2026.
F4 Shares withheld for tax withholding for the partial settlement of the 4/1/2020 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, 2021, 1/3 vests on April 1, 2022, and the remainder vests on April 1, 2023.
F5 Shares withheld for tax withholding for the partial settlement of the 4/1/2021 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.
F6 Shares withheld for tax withholding for the partial settlement of the 4/1/2022 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.
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.