[Form 4] Graco Inc Insider Trading Activity

Rhea-AI Filing Summary

Graco Inc. (GGG) – Form 4 Insider Transaction: On 01 July 2025, director Jody H. Feragen acquired 344.6 deferred stock shares under the company’s Amended & Restated 2019 Stock Incentive Plan. These shares, valued at $85.97 each, were received in lieu of quarterly board retainer fees and are coded “A” (acquired) on the filing. The deferred shares will convert one-for-one into common stock in a lump sum or installments after the director leaves the Board. Following the award, Feragen’s aggregate deferred stock position rose to 12,600.8779 shares, all held directly. The filing is routine compensation-related and exempt under Rule 16a-11.

Insights

Corporate Governance Expert

TL;DR: Routine director compensation—344.6 deferred shares added; no strategic signal, neutral governance impact.

The Form 4 reflects standard board compensation mechanics rather than discretionary insider buying. Deferred stock aligns director interests with shareholders by tying fees to share value, but the small size (≈ $29.6 k) and automatic nature under the 2019 Stock Incentive Plan make it immaterial to corporate governance risk. There is no indication of unusual insider sentiment or pending corporate events.

Portfolio Manager

TL;DR: Minor, automatic acquisition; provides negligible informational edge for valuation or trading.

At 344.6 shares, the dollar value is <0.01 % of GGG’s market cap. Because the shares are awarded automatically and vested upon board exit, they do not signify opportunistic buying. Insider ownership incrementally increases but remains too small to alter float or signal bullish conviction. I view the disclosure as non-impactful from a portfolio allocation standpoint.

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^*

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)
07/01/2025

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)	07/01/2025		A(2)		344.6		(1)	(1)	Common Stock	344.6	$85.97	12,600.8779(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. Feragen	07/01/2025
	** 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 insider transaction did Jody H. Feragen report for GGG on 07/01/2025?

Feragen acquired 344.6 deferred stock shares under Graco’s 2019 Stock Incentive Plan.

How many deferred stock shares does the director now hold?

After the transaction, Feragen beneficially owns 12,600.8779 deferred stock shares.

What was the valuation price of the deferred stock shares?

The shares were valued at $85.97 per deferred stock share.

Why were deferred stock shares issued instead of cash fees?

The director elected to receive shares in lieu of quarterly retainer fees, aligning compensation with shareholder value.

When will the deferred stock shares convert to common stock?

They convert 100 % into Graco common stock in a lump sum or installments upon the director’s termination of board service.

Does this Form 4 signal bullish insider sentiment for GGG?

No; it is an automatic, routine compensation grant and not an open-market purchase.