Graco (NYSE: GGG) director exercises 18,000 options and disposes 5,531 shares

Rhea-AI Filing Summary

Graco Inc. director Martha A. M. Morfitt reported option and stock transactions in the company’s common stock. On January 29, 2026, she exercised a non-qualified stock option for 18,000 shares at $26.68 per share, increasing her direct holdings to 237,027 shares.

Also on that date, 5,531 shares of common stock were disposed of at $86.83 per share, leaving her with 231,496 directly held shares. In addition, 3,300 shares are held indirectly by trusts. Following the exercise, the option covering 18,000 shares shows zero remaining derivative securities.

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
Estimated average burden
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).

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^*

MORFITT MARTHA A 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)

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

3. Date of Earliest Transaction (Month/Day/Year)
01/29/2026

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	01/29/2026		M		18,000	A	$26.68	237,027	D
Common Stock	01/29/2026		F		5,531	D	$86.83	231,496	D
Common Stock								3,300	I	By Trusts

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)	$26.68	01/29/2026		M			18,000	(1)	04/22/2026	Common Stock	18,000	$0	0	D

Explanation of Responses:

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

	/s/ Joseph J. Humke, attorney-in-fact for Ms. Morfitt	02/02/2026
	** 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).
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 insider transactions did Graco (GGG) director Martha Morfitt report?

Martha A. M. Morfitt reported exercising a non-qualified stock option for 18,000 Graco common shares and the disposition of 5,531 shares on January 29, 2026. These moves adjusted her directly and indirectly held positions in Graco stock as disclosed in the Form 4 filing.

How many Graco (GGG) shares did Martha Morfitt acquire through option exercise?

She acquired 18,000 Graco common shares by exercising a non-qualified stock option at $26.68 per share on January 29, 2026. This exercise temporarily lifted her directly held stake before a same-date disposition reduced the final directly owned share count reported in the filing.

How many Graco (GGG) shares did Martha Morfitt dispose of in this Form 4?

The Form 4 shows a disposition of 5,531 Graco common shares at $86.83 per share on January 29, 2026. After this transaction, her directly held shares decreased from 237,027 to 231,496, while a separate block of 3,300 shares remains held indirectly by trusts.

What is Martha Morfitt’s Graco (GGG) share ownership after these transactions?

After the reported transactions, Martha Morfitt directly owns 231,496 Graco common shares. The filing also lists an additional 3,300 shares held indirectly by trusts. Together, these positions reflect her reported beneficial ownership following the January 29, 2026 option exercise and share disposition.

What happened to Martha Morfitt’s Graco (GGG) stock option in this filing?

A non-qualified stock option for 18,000 Graco shares, granted under the 2015 Stock Incentive Plan, was fully exercised on January 29, 2026. Following this exercise, the Form 4 reports zero derivative securities remaining from that particular option position in her beneficial ownership records.

How many Graco (GGG) shares does Martha Morfitt hold indirectly?

The filing reports that 3,300 Graco common shares are held indirectly by trusts associated with Martha Morfitt. These indirect holdings are listed separately from her 231,496 directly owned shares, providing a fuller picture of her total reported beneficial ownership in Graco stock.