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Graco (NYSE: GGG) director receives deferred stock award in lieu of fees

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

GILLIGAN J KEVIN reported acquisition or exercise transactions in this Form 4 filing.

Graco Inc. director J. Kevin Gilligan received 394.270 deferred stock shares as a grant under the Graco Inc. Amended and Restated 2019 Stock Incentive Plan. These deferred stock shares will be settled in Graco common stock in a lump sum or installments when he leaves the Board. The award represents director compensation, received in lieu of quarterly retainer fees, and brings his deferred stock balance to 98,386.0932 shares, including amounts accrued through the company’s Automatic Dividend Reinvestment Plan.

Positive

  • None.

Negative

  • None.
Insider GILLIGAN J KEVIN
Role Director
Type Security Shares Price Value
Grant/Award Deferred Stock Shares 394.27 $84.65 $33K
Holdings After Transaction: Deferred Stock Shares — 98,386.093 shares (Direct)
Footnotes (1)
  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. Shares of Graco Inc. deferred stock received in lieu of quarterly retainer fees. 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.
Deferred stock grant 394.270 shares Deferred stock shares granted on April 1, 2026
Reference price per share $84.6500 per share Price associated with deferred stock share grant
Deferred stock holdings 98,386.0932 shares Total deferred stock shares following the transaction
Conversion ratio 1:1 into common stock Deferred stock to be settled 100% in Graco common stock
Deferred Stock Shares financial
"The deferred stock shares were accrued under the Graco Inc. Amended and Restated 2019 Stock Incentive Plan"
Amended and Restated 2019 Stock Incentive Plan financial
"accrued under the Graco Inc. Amended and Restated 2019 Stock Incentive Plan"
Automatic Dividend Reinvestment Plan (DRIP) financial
"includes deferred stock shares acquired under the Graco Inc. Automatic Dividend Reinvestment Plan (DRIP)"
Rule 16a-11 regulatory
"acquired under the Graco Inc. Automatic Dividend Reinvestment Plan (DRIP), exempt under Rule 16a-11"
quarterly retainer fees financial
"Shares of Graco Inc. deferred stock received in lieu of quarterly retainer fees"
Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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*
GILLIGAN J KEVIN
(Last)(First)(Middle)
88 11TH AVENUE NE
(Street)
MINNEAPOLIS MINNESOTA 55413
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
GRACO INC [ GGG ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
04/01/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Deferred Stock Shares(1)04/01/2026A(2)394.27 (1) (1)Common Stock394.27$84.6598,386.0932(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/ Joesph J. Humke, attorney-in-fact for Mr. Gilligan04/02/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What did Graco (GGG) director J. Kevin Gilligan report in this Form 4?

He reported a grant of 394.270 deferred stock shares as director compensation. These were issued under Graco’s 2019 Stock Incentive Plan and are payable in common stock after he leaves the Board, rather than as immediate cash retainer fees.

Is the Graco (GGG) Form 4 transaction an open-market stock purchase or sale?

It is not an open-market trade. The filing shows a compensation-related award coded as an acquisition, where deferred stock shares are granted in lieu of cash retainer fees, to be settled later in Graco common stock when board service ends.

How many Graco (GGG) deferred stock shares does the director hold after this award?

After the reported grant, J. Kevin Gilligan holds 98,386.0932 deferred stock shares. This total includes shares granted for service, amounts taken in lieu of quarterly retainer fees, and additional deferred stock accrued through Graco’s Automatic Dividend Reinvestment Plan.

When will the reported Graco (GGG) deferred stock shares be converted into common stock?

The deferred stock shares are scheduled to be settled 100% in Graco common stock. Settlement will occur in a lump sum or installments upon the director’s termination of service on the Board, according to the terms of the stock incentive plan.

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

Footnotes state the director received shares of Graco deferred stock in lieu of quarterly retainer fees. This structure compensates him with equity-based awards, aligning director compensation with company performance rather than paying those retainers entirely in cash.