[Form 4] GRACO INC Insider Trading Activity

Rhea-AI Filing Summary

Heather L. Anfang, a director of Graco Inc. (GGG), reported acquiring 294.26 deferred stock shares on 10/01/2025. The deferred shares were accrued under the Graco Inc. Amended and Restated 2019 Stock Incentive Plan and were received in lieu of quarterly retainer fees. These deferred stock shares are to be settled 100% in Graco common stock in a lump sum or installments upon the reporting person’s termination of service on the Board. The reported transaction increases Ms. Anfang’s total beneficial ownership to 2,879.2523 shares. The filing was signed by attorney-in-fact Joseph J. Humke on 10/02/2025. The disclosure notes inclusion of shares acquired under the company’s Automatic Dividend Reinvestment Plan (DRIP).

Positive

• Acquisition of 294.26 deferred stock shares under the company plan, increasing reported insider ownership
• Deferred shares received in lieu of quarterly retainer fees, showing director compensation alignment with equity
• Deferred shares to be settled 100% in common stock, clearly described settlement mechanism
• Includes shares from DRIP, noted as exempt under Rule 16a-11

Negative

• None.

Insights

Financial Analyst

TL;DR Routine director compensation deferral increases insider ownership modestly; not material to valuation.

The Form 4 shows a director, Heather Anfang, accruing 294.26 deferred stock shares under the company’s 2019 Stock Incentive Plan, received in lieu of quarterly retainer fees and including DRIP shares. The deferred shares will be settled in common stock upon termination of board service, raising reported beneficial ownership to 2,879.2523 shares. This is a standard compensation deferral transaction that modestly increases insider alignment with shareholders but does not represent active trading or a material change in control.

Corporate Governance Expert

TL;DR Typical board compensation deferral with clear settlement terms; governance disclosure is complete and routine.

The filing documents a non-derivative acquisition of deferred stock shares under the Graco Inc. Amended and Restated 2019 Stock Incentive Plan, to be settled in common stock on termination. The form discloses that shares were received in lieu of quarterly retainer fees and includes DRIP-exempt shares. Signature by an attorney-in-fact is indicated. From a governance perspective, the disclosure meets Section 16 reporting requirements and describes the nature and settlement of the deferred compensation.

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

OMB APPROVAL

OMB Number:			3235-0287
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hours per response:			0.5

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

1. Name and Address of Reporting Person^*

Anfang Heather L

(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)
10/01/2025

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
Deferred Stock Shares	(1)	10/01/2025		A(2)		294.26		(1)	(1)	Common Stock	294.26	$84.96	2,879.2523(3)	D

Explanation of Responses:

1. The deferred stock shares were accrued under the Graco Inc. Amended and Restated 2019 Stock Incentive Plan and are to be settled 100% in Graco common stock in a lump sum or installments upon reporting person's termination of service on the Board.

2. Shares of Graco Inc. deferred stock received in lieu of quarterly retainer fees.

3. The number of deferred stock shares includes deferred stock shares acquired under the Graco Inc. Automatic Dividend Reinvestment Plan (DRIP), exempt under Rule 16a-11.

	/s/ Joseph J. Humke, attorney-in-fact for Ms. Anfang	10/02/2025
	** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did Heather L. Anfang report on the Form 4 for Graco (GGG)?

Ms. Anfang reported acquiring 294.26 deferred stock shares on 10/01/2025, received in lieu of quarterly retainer fees.

How many shares does Heather Anfang beneficially own after the reported transaction?

The Form 4 reports total beneficial ownership of 2,879.2523 shares following the transaction.

Under what plan were the deferred shares accrued?

The shares were accrued under the Graco Inc. Amended and Restated 2019 Stock Incentive Plan.

When will the deferred stock shares be settled?

The deferred stock shares are to be settled 100% in Graco common stock in a lump sum or installments upon the reporting person’s termination of Board service.

Does the filing mention dividend reinvestment plan shares?

Yes. The number of deferred stock shares includes shares acquired under the Graco Inc. Automatic Dividend Reinvestment Plan (DRIP), exempt under Rule 16a-11.