Grainger director granted 12 deferred stock units

Adkins Rodney C reported acquisition or exercise transactions in this Form 4 filing.

Rhea-AI Filing Summary

Adkins Rodney C reported acquisition or exercise transactions in this Form 4 filing.

W.W. Grainger director Rodney C. Adkins received a grant of 12 deferred stock units on March 1, 2026, recorded at $1,144.73 per unit. After this award, he holds 5,975 deferred stock units, which are expected to settle 1-for-1 in common shares after his board service ends. He also directly holds 400 shares of common stock.

Insider Trade Summary

Grant/Award: 12 shares

Grant/Award 2 txns

Insider Adkins Rodney C

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Deferred Stock Units	12	$1,144.73	$14K
holding	Common Stock	--	--	--

Holdings After Transaction: Deferred Stock Units — 5,975 contracts (Direct); Common Stock — 400 shares (Direct)

Footnotes (2)

1. F1. 1-for-1
2. F2. 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.

FAQ

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What did Rodney C. Adkins report in this Form 4 for GWW?

Rodney C. Adkins reported receiving 12 deferred stock units from W.W. Grainger. The units were valued at $1,144.73 each and increase his total deferred stock unit holdings to 5,975, alongside 400 directly held common shares.

What are the terms of the deferred stock units reported for GWW?

The deferred stock units are expected to settle in W.W. Grainger common stock on a one-for-one basis. Settlement is scheduled to occur after Rodney C. Adkins’ service as a director ends, aligning the award with his long-term board tenure.

How many deferred stock units does Rodney C. Adkins hold after this grant?

After this grant, Rodney C. Adkins holds 5,975 deferred stock units in W.W. Grainger. This total includes the newly awarded 12 units and reflects his accumulated director compensation structured in stock-based form rather than immediate cash.

Did Rodney C. Adkins buy or sell W.W. Grainger common stock in this filing?

The filing does not report any open-market purchase or sale of W.W. Grainger common stock. It shows a stock-based compensation grant of deferred stock units and confirms he directly holds 400 common shares following the reported transactions.

What transaction code was used for the GWW deferred stock unit grant?

The deferred stock unit grant used transaction code “A,” indicating a grant, award, or other acquisition. This reflects that Rodney C. Adkins received the 12 units as compensation rather than acquiring them through an open-market purchase transaction.

How many W.W. Grainger common shares does Rodney C. Adkins directly own?

Rodney C. Adkins directly owns 400 shares of W.W. Grainger common stock after the reported transactions. This figure is separate from his 5,975 deferred stock units, which will convert into common shares following the end of his board service.

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Accepted by SEC EDGAR 03/03/2026 - 02:45 PM Learn about SEC filing dates

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^*

Adkins Rodney C

(Last) (First) (Middle)

100 GRAINGER PARKWAY

(Street)

LAKE FOREST IL 60045

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
W.W. GRAINGER, INC. [ GWW ]

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)
03/01/2026

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
Common Stock								400	D

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 Units	(1)	03/01/2026		A		12		(2)	(2)	Common Stock	12	$1,144.73	5,975	D

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, Director	03/03/2026
	** 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.
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