Graco (NYSE: GGG) director receives 5,240 non-qualified stock options

Rhea-AI Filing Summary

Graco Inc. director Jody H. Feragen received a grant of 5,240 non-qualified stock options on February 13, 2026 under the Graco Inc. Amended and Restated 2019 Stock Incentive Plan. The options carry an exercise price of $94.28 per share and expire on February 13, 2036.

The grant is classified as an acquisition of derivative securities, with 5,240 options beneficially owned directly after the transaction. The award vests in four equal annual installments, beginning one year after the grant date, aligning director compensation with longer-term shareholder interests.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a 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). See Instruction 10.

1. Name and Address of Reporting Person^*

FERAGEN JODY H

(Last) (First) (Middle)

88 11TH AVENUE NE

(Street)

MINNEAPOLIS MN 55413

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
GRACO INC [ GGG ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
02/13/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Non-qualified Stock Option (Right to Buy)	$94.28	02/13/2026		A		5,240		(1)	02/13/2036	Common Stock	5,240	$0	5,240	D

Explanation of Responses:

1. Nonemployee director stock option granted pursuant to the Graco Inc. Amended and Restated 2019 Stock Incentive Plan in a transaction exempt under Rule 16b-3. The stock option becomes exercisable in four equal annual installments, commencing one year after the date of the grant.

	/s/ Joseph J. Humke, attorney-in-fact for Ms. Feragen	02/17/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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FAQ

What did Graco (GGG) disclose in this Form 4 filing?

Graco disclosed that director Jody H. Feragen received a grant of 5,240 non-qualified stock options. These options were awarded under the Amended and Restated 2019 Stock Incentive Plan as equity compensation rather than an open-market stock purchase or sale.

How many Graco (GGG) stock options were granted to Jody H. Feragen?

Jody H. Feragen was granted 5,240 non-qualified stock options. All 5,240 options are shown as beneficially owned directly after the transaction, reflecting the full size of this equity award to a nonemployee director under Graco’s stock incentive plan.

What is the exercise price of the new Graco (GGG) stock options?

The non-qualified stock options granted to Jody H. Feragen have an exercise price of $94.28 per share. This means the director can buy Graco common stock at $94.28 once the options vest and are exercised before their stated expiration date.

When do Jody H. Feragen’s Graco (GGG) stock options vest?

The options vest in four equal annual installments, starting one year after the February 13, 2026 grant date. This multi-year vesting schedule is intended to encourage long-term alignment between the nonemployee director’s compensation and Graco shareholders’ interests.

When do the newly granted Graco (GGG) stock options expire?

The non-qualified stock options granted to Jody H. Feragen expire on February 13, 2036. This gives a ten-year term from the grant date during which, once vested, the director may choose to exercise the options at the fixed $94.28 exercise price.

Is the Form 4 transaction a Graco (GGG) stock purchase or sale?

The Form 4 reports a grant, not a market trade. It records an acquisition of 5,240 non-qualified stock options as director compensation, with a transaction code of “A” indicating a grant, award, or other acquisition rather than an open-market buy or sell.