Donald G. Macpherson - 04 Dec 2025 Form 4 Insider Report for W.W. GRAINGER, INC. (GWW)

Role
Chairman and CEO, Director
Signature
/s/ Paul Stanukinas, by POA from Donald G. Macpherson, Chairman and CEO
Issuer symbol
GWW
Transactions as of
04 Dec 2025
Net transactions value
-$16,413,293
Form type
4
Filing time
08 Dec 2025, 18:13:48 UTC
Previous filing
03 Apr 2025
Next filing
28 Jan 2026
SEC
View on sec.gov

Reporting Owners (1)

Name Relationship Address Signature Signature date CIK
Macpherson Donald G Chairman and CEO, Director 100 GRAINGER PARKWAY, LAKE FOREST /s/ Paul Stanukinas, by POA from Donald G. Macpherson, Chairman and CEO 08 Dec 2025 0001451437

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction GWW Common Stock Options Exercise $3,268,230 +10,500 +10% $311.26 114,385 04 Dec 2025 Direct F1
transaction GWW Common Stock Options Exercise $2,490,080 +8,000 +7% $311.26 122,385 04 Dec 2025 Direct F1
transaction GWW Common Stock Sale $1,847,591 -1,907 -1.6% $968.85 120,478 04 Dec 2025 Direct F1, F2
transaction GWW Common Stock Sale $1,357,168 -1,400 -1.2% $969.41 119,078 04 Dec 2025 Direct F1, F3
transaction GWW Common Stock Sale $732,698 -755 -0.63% $970.46 118,323 04 Dec 2025 Direct F1, F4
transaction GWW Common Stock Sale $985,982 -1,015 -0.86% $971.41 117,308 04 Dec 2025 Direct F1, F5
transaction GWW Common Stock Sale $1,127,268 -1,159 -0.99% $972.62 116,149 04 Dec 2025 Direct F1, F6
transaction GWW Common Stock Sale $2,484,837 -2,552 -2.2% $973.68 113,597 04 Dec 2025 Direct F1, F7
transaction GWW Common Stock Sale $2,895,101 -2,971 -2.6% $974.45 110,626 04 Dec 2025 Direct F1, F8
transaction GWW Common Stock Sale $1,798,674 -1,844 -1.7% $975.42 108,782 04 Dec 2025 Direct F1, F9
transaction GWW Common Stock Sale $703,136 -720 -0.66% $976.58 108,062 04 Dec 2025 Direct F1, F10
transaction GWW Common Stock Sale $195,682 -200 -0.19% $978.41 107,862 04 Dec 2025 Direct F1, F11
transaction GWW Common Stock Gift $0 -3,977 -3.7% $0.000000 103,885 04 Dec 2025 Direct
transaction GWW Common Stock Options Exercise $3,785,855 +12,163 +12% $311.26 116,048 05 Dec 2025 Direct F1
transaction GWW Common Stock Sale $46,221 -48 -0.04% $962.93 116,000 05 Dec 2025 Direct F1, F12
transaction GWW Common Stock Sale $107,011 -111 -0.1% $964.06 115,889 05 Dec 2025 Direct F1, F13
transaction GWW Common Stock Sale $965 -1 -0% $965.19 115,888 05 Dec 2025 Direct F1
transaction GWW Common Stock Sale $232,191 -240 -0.21% $967.46 115,648 05 Dec 2025 Direct F1, F14
transaction GWW Common Stock Sale $798,121 -824 -0.71% $968.59 114,824 05 Dec 2025 Direct F1, F15
transaction GWW Common Stock Sale $670,113 -691 -0.6% $969.77 114,133 05 Dec 2025 Direct F1, F16
transaction GWW Common Stock Sale $1,341,109 -1,382 -1.2% $970.41 112,751 05 Dec 2025 Direct F1, F17
transaction GWW Common Stock Sale $994,126 -1,023 -0.91% $971.77 111,728 05 Dec 2025 Direct F1, F18
transaction GWW Common Stock Sale $1,232,496 -1,267 -1.1% $972.77 110,461 05 Dec 2025 Direct F1, F19
transaction GWW Common Stock Sale $1,849,929 -1,900 -1.7% $973.65 108,561 05 Dec 2025 Direct F1, F20
transaction GWW Common Stock Sale $4,076,198 -4,183 -3.9% $974.47 104,378 05 Dec 2025 Direct F1, F21
transaction GWW Common Stock Sale $480,841 -493 -0.47% $975.34 103,885 05 Dec 2025 Direct F1, F22

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
transaction GWW Stock Option Options Exercise $0 -10,500 -34% $0.000000 20,163 04 Dec 2025 Common Stock 10,500 $311.26 Direct F1, F23
transaction GWW Stock Option Options Exercise $0 -8,000 -40% $0.000000 12,163 04 Dec 2025 Common Stock 8,000 $311.26 Direct F1, F23
transaction GWW Stock Option Options Exercise $0 -12,163 -100% $0.000000 0 05 Dec 2025 Common Stock 12,163 $311.26 Direct F1, F23
* 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 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.

Remarks:

Exhibits: Exhibit 24 - Power of Attorney.