Deidra C. Merriwether - Nov 1, 2024 Form 4 Insider Report for W.W. GRAINGER, INC. (GWW)

Role: Sr. VP & CFO
Signature: /s/ Ronald J. Edwards, by POA from Deidra C. Merriwether, Sr. VP & CFO
Stock symbol: GWW
Transactions as of: Nov 1, 2024
Transactions value $: -$1,400,615
Form type: 4
Date filed: 11/5/2024, 02:13 PM
Previous filing: May 13, 2024

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	GWW	Common Stock	Tax liability	-$622K	-561	-5.21%	$1,109.23	10.2K	Nov 1, 2024	Direct
transaction	GWW	Common Stock	Sale	-$778K	-704	-6.89%	$1,105.59	9.51K	Nov 1, 2024	Direct	F1
holding	GWW	Common Stock						10.8K	Nov 1, 2024	Direct

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						2.34K	Nov 1, 2024	Common Stock	2.34K	$311.26	Direct	F2

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.

Transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).

Explanation of Responses:

Id	Content
F1	Transaction pursuant to a previously adopted Rule 10b5-1 trading program.
F2	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:

Exhibits: Exhibit 24 - Power of Attorney.