Graco (NYSE: GGG) CFO adds 3,000 shares via option exercise

Rhea-AI Filing Summary

Graco Inc. reported that CFO and Treasurer David M. Lowe exercised a non-qualified employee stock option on February 9, 2026, acquiring 3,000 shares of common stock at $23.8467 per share under the 2015 Stock Incentive Plan.

After this option exercise, the reporting person directly holds 663,524.0085 shares of Graco common stock and indirectly holds 1,474.1583 shares through an ESOP. The underlying option, which was fully exercisable, now shows 0 derivative securities remaining.

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^*

LOWE DAVID M

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
02/09/2026

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
Common Stock	02/09/2026		M		3,000	A	$23.8467	663,524.0085	D
Common Stock								1,474.1583	I	By ESOP

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)	$23.8467	02/09/2026		M			3,000	(1)	02/12/2026	Common Stock	3,000	$0	0	D

Explanation of Responses:

1. Employee stock option granted pursuant to the Graco Inc. 2015 Stock Incentive Plan in transaction exempt under Rule 16b-3. The stock option is fully exercisable.

	/s/ Joseph J. Humke, attorney-in-fact for Mr. Lowe	02/10/2026
	** 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 insider transaction did Graco (GGG) disclose in this Form 4 filing?

Graco disclosed that CFO and Treasurer David M. Lowe exercised 3,000 non-qualified stock options, receiving 3,000 shares of common stock at $23.8467 per share. This transaction was reported as a routine option exercise under the company’s 2015 Stock Incentive Plan.

How many Graco (GGG) shares does CFO David M. Lowe own after this transaction?

After the transaction, David M. Lowe beneficially owns 663,524.0085 Graco common shares directly and 1,474.1583 shares indirectly through an ESOP. These figures reflect his holdings immediately following the February 9, 2026 option exercise reported in the Form 4.

What type of derivative security did the Graco (GGG) Form 4 involve?

The Form 4 involved a non-qualified stock option (right to buy) granted under Graco’s 2015 Stock Incentive Plan. The option covered 3,000 shares of common stock at an exercise price of $23.8467 and was fully exercisable at the time of the reported transaction.

What was the exercise price for the Graco (GGG) stock options used in this transaction?

The reported non-qualified stock option was exercised at an exercise price of $23.8467 per share for 3,000 shares. This price reflects the predetermined strike price of the employee stock option granted under the Graco Inc. 2015 Stock Incentive Plan.

Did the Graco (GGG) CFO retain any derivative securities after this Form 4 transaction?

No derivative securities remained from this specific option grant after the transaction. The Form 4 shows that 3,000 options were exercised, resulting in 0 derivative securities beneficially owned following the reported February 9, 2026 transaction by the CFO.

How are some of David M. Lowe’s Graco (GGG) shares held according to the Form 4?

In addition to directly held shares, the Form 4 reports that 1,474.1583 Graco common shares are held indirectly by an ESOP. This indicates a portion of his beneficial ownership is maintained through an employee stock ownership plan structure.