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Grainger (NYSE: GWW) director adds 176 deferred stock units award

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

Rhea-AI Filing Summary

W.W. Grainger director Rodney C. Adkins reported a routine compensation grant of 176 Deferred Stock Units. These units are tied to Grainger common stock and are expected to settle on a one-for-one basis in shares of common stock after his service as a director ends.

Following this award, Adkins holds 6,151 Deferred Stock Units and 400 shares of common stock directly. The filing reflects an acquisition of equity-based compensation rather than an open-market stock purchase or sale.

Positive

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Negative

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Insider Adkins Rodney C
Role null
Type Security Shares Price Value
Grant/Award Deferred Stock Units 176 $0.00 --
holding Common Stock -- -- --
Holdings After Transaction: Deferred Stock Units — 6,151 shares (Direct, null); Common Stock — 400 shares (Direct, null)
Footnotes (1)
  1. 1-for-1 The deferred stock units are expected to settle in shares of common stock on a one-for-one basis following end of service as a director.
Deferred Stock Units granted 176 units Director equity award on 2026-04-29
Deferred Stock Units after grant 6,151 units Total DSUs held by director after transaction
Common stock holdings 400 shares Direct common shares following reported transactions
Conversion ratio 1-for-1 Each Deferred Stock Unit expected to settle into one common share
Deferred Stock Units financial
"The deferred stock units are expected to settle in shares of common stock on a one-for-one basis"
Deferred stock units are promises from a company to give an employee shares of stock at a future date, often after certain conditions are met or after leaving the company. They function like a form of delayed compensation, allowing employees to earn shares over time. For investors, they represent potential future ownership in the company, but do not provide immediate voting rights or dividends until the shares are actually received.
Grant, award, or other acquisition financial
"transaction_code_description: Grant, award, or other acquisition"
1-for-1 financial
"1-for-1 The deferred stock units are expected to settle in shares of common stock"
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*
Adkins Rodney C
(Last)(First)(Middle)
100 GRAINGER PARKWAY
(Street)
LAKE FOREST ILLINOIS 60045
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
W.W. GRAINGER, INC. [ GWW ] 		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)
04/29/2026		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
Common Stock400D
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 Units(1)04/29/2026A176 (2) (2)Common Stock176$06,151D
Explanation of Responses:
1. 1-for-1
2. The deferred stock units are expected to settle in shares of common stock on a one-for-one basis following end of service as a director.
Remarks:
/s/ Cherita Thomas, by POA from Rodney C. Adkins, Director05/01/2026
** 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 W.W. Grainger (GWW) director Rodney C. Adkins report in this Form 4?

Rodney C. Adkins reported receiving 176 Deferred Stock Units as director compensation. These units are linked to W.W. Grainger common stock and increase his total deferred units to 6,151, alongside 400 shares of directly held common stock.

Is the W.W. Grainger (GWW) Form 4 filing a stock purchase or sale by the director?

The Form 4 reflects an equity award, not an open-market trade. Rodney C. Adkins acquired 176 Deferred Stock Units as a grant, so there was no market purchase or sale of W.W. Grainger common shares in this filing.

How many W.W. Grainger (GWW) Deferred Stock Units does Rodney C. Adkins now hold?

After the reported grant, Rodney C. Adkins holds 6,151 Deferred Stock Units. These units are expected to settle into an equal number of W.W. Grainger common shares after his service on the company’s board of directors ends.

What are Deferred Stock Units in the W.W. Grainger (GWW) director filing?

Deferred Stock Units are equity-based awards that mirror common stock value but settle later. For Rodney C. Adkins, each unit is expected to convert into one W.W. Grainger common share after his board service concludes, aligning director compensation with shareholder interests.

Does the W.W. Grainger (GWW) Form 4 show any change in Rodney C. Adkins’ common stock holdings?

The filing shows Rodney C. Adkins directly holds 400 common shares after the reported date. The main change is the grant of 176 Deferred Stock Units, increasing his deferred equity exposure rather than altering his existing common share count.