Graco Inc (GGG) director adds deferred stock via board retainer

Rhea-AI Filing Summary

Graco Inc. director equity compensation reported

A Graco Inc. (ticker GGG) director reported receiving deferred stock on 01/01/2026 as part of board compensation. The filing shows an acquisition of 304.99 deferred stock shares at a reference price of $81.97 per share, recorded as an "A" (acquired) transaction in derivative securities. After this transaction, the director held 3,462.8442 deferred stock shares beneficially, in direct ownership.

The deferred stock was accrued under the Graco Inc. Amended and Restated 2019 Stock Incentive Plan, will be settled 100% in Graco common stock, and is payable in a lump sum or installments when the director’s board service ends. The shares were received in lieu of quarterly retainer fees and the total also reflects shares accumulated through the company’s Automatic Dividend Reinvestment Plan, which is exempt under Rule 16a-11.

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

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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^*

Black Archie C.

(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)
01/01/2026

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
Deferred Stock Shares	(1)	01/01/2026		A(2)		304.99		(1)	(1)	Common Stock	304.99	$81.97	3,462.8442(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 Mr. Black	01/05/2026
	** 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 Inc (GGG) report in this Form 4?

The Form 4 reports that a Graco Inc. director acquired 304.99 deferred stock shares on 01/01/2026 as part of board compensation.

What price and amount of deferred stock did the Graco (GGG) director receive?

The director was credited with 304.99 deferred stock shares at a reference price of $81.97 per share, classified as an acquired derivative security.

How many deferred stock shares does the Graco Inc (GGG) director now beneficially own?

Following the reported transaction, the director beneficially owns 3,462.8442 deferred stock shares, held in direct ownership.

Under which plan were the Graco (GGG) deferred stock shares granted?

The deferred stock shares were accrued under the Graco Inc. Amended and Restated 2019 Stock Incentive Plan and are to be settled entirely in Graco common stock.

When will the Graco Inc director’s deferred stock be paid out?

The deferred stock is scheduled to be settled 100% in Graco common stock in a lump sum or installments upon the director’s termination of service on the Board.

Why did the Graco (GGG) director receive deferred stock instead of cash?

The filing states that these are shares of deferred stock received in lieu of quarterly retainer fees for board service.

Do the reported Graco (GGG) deferred stock shares include dividend reinvestments?

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