Form 4: Merengo Claudio reports acquisition/exercise transactions in GGG

Rhea-AI Filing Summary

Merengo Claudio reported acquisition or exercise transactions in a Form 4 filing for GGG. The filing lists transactions totaling 17,770 shares. Following the reported transactions, holdings were 17,770 shares.

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^*

Merengo Claudio

(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)
	Pres, Global Powder Division

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		17,770		(1)	02/13/2036	Common Stock	17,770	$0	17,770	D

Explanation of Responses:

1. Employee 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 Mr. Merengo	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).
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 Graco (GGG) report for Claudio Merengo?

Graco reported that officer Claudio Merengo received a grant of 17,770 non-qualified stock options. These options give him the right to buy Graco common stock at $94.28 per share, awarded under the company’s 2019 Stock Incentive Plan as a compensatory grant.

What is the exercise price of Claudio Merengo’s new Graco (GGG) stock options?

The granted non-qualified stock options have an exercise price of $94.28 per share. This means Merengo can purchase Graco common stock at $94.28 once options vest and are exercised, regardless of the market price at that time, subject to plan and timing conditions.

How many Graco (GGG) stock options does Claudio Merengo hold after this transaction?

Following this Form 4 transaction, Claudio Merengo beneficially owns 17,770 derivative securities in the form of non-qualified stock options. All of these options were acquired in the reported grant and are held directly, subject to the vesting schedule described in the incentive plan.

How do Claudio Merengo’s Graco (GGG) stock options vest over time?

The stock options vest in four equal annual installments starting one year after the grant date of February 13, 2026. Each year, one-quarter of the 17,770 options becomes exercisable, aligning the award with longer-term retention and performance incentives for the executive.

Under which plan were the Graco (GGG) stock options granted to Claudio Merengo?

The options were granted under the Graco Inc. Amended and Restated 2019 Stock Incentive Plan. This plan governs equity-based awards to employees and officers, and the grant is identified as an employee stock option transaction exempt under Rule 16b-3 for reporting purposes.

What type of derivative security did Claudio Merengo receive from Graco (GGG)?

Merengo received a non-qualified stock option, described as a “Right to Buy” Graco common stock. Non-qualified options typically provide taxable compensation on exercise and let the holder purchase shares at the fixed exercise price set on the grant date.