Laurie R. Thomson - May 4, 2022 Form 4 Insider Report for W.W. GRAINGER, INC. (GWW)

Role
VP, Controller
Signature
Hugo Dubovoy, Jr., as attorney-in-fact
Stock symbol
GWW
Transactions as of
May 4, 2022
Transactions value $
-$162,456
Form type
4
Date filed
5/6/2022, 02:00 PM
Previous filing
May 4, 2022
Next filing
Aug 3, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction GWW Common Stock Sale -$113K -225 -10.45% $500.26 1.93K May 4, 2022 Direct F1
transaction GWW Common Stock Options Exercise $85.9K +276 +14.32% $311.26 2.2K May 5, 2022 Direct
transaction GWW Common Stock Sale -$136K -276 -12.52% $492.05 1.93K May 5, 2022 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
transaction GWW Stock Option Options Exercise $0 -276 -100% $0.00* 0 May 5, 2022 Common Stock 276 $311.26 Direct F2, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $500.03 to $500.30, 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 this footnote.
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.
F3 The Form 3 filed on May 3, 2021 for the reporting person (the "Form 3") overstated the number of shares of the issuer's common stock underlying the reporting person's stock options expiring on March 31, 2029 reported in the second row of Table II of the Form 3 (the "Stock Options"). Rather than the reported 826 shares of common stock, only 551 shares of common stock were underlying the Stock Options at the time of the Form 3 filing. As of the date of the Form 3 filing, the reporting person had previously exercised Stock Options for 275 shares of common stock. This Form 4 reports the exercise of the remaining Stock Options and sale of the remainder of the underlying shares, and corrects the overstatement explained above.