W.W. Grainger (GWW) director granted additional deferred stock unit as equity pay

Rhea-AI Filing Summary

KLEIN CHRISTOPHER J reported acquisition or exercise transactions in this Form 4 filing.

W.W. Grainger, Inc. director Christopher J. Klein reported a compensation-related equity grant. He received 1 deferred stock unit tied to common stock at a reference price of $1,234.24 per unit. After this grant, he holds 616 deferred stock units and 65 shares of common stock directly. The deferred stock units are expected to settle in common shares on a one-for-one basis following the end of his board service, so this filing reflects ongoing equity-based director compensation rather than an open-market trade.

Insights

Equity compensation analyst

Routine director equity grant with no buy or sell signal.

Director Christopher J. Klein received 1 deferred stock unit, bringing his total to 616 deferred stock units plus 65 common shares. The award is recorded at $1,234.24 per unit and is classified as a grant/award acquisition.

The footnote states these units are expected to settle into common stock on a one-for-one basis after his service as a director ends. This makes the transaction standard board compensation rather than an open-market purchase or sale, so it carries limited informational value about his view of W.W. Grainger's stock.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider KLEIN CHRISTOPHER J

Role null

Type	Security	Shares	Price	Value
Grant/Award	Deferred Stock Units	1	$1,234.24	$1K
holding	Common Stock	--	--	--

Holdings After Transaction: Deferred Stock Units — 616 shares (Direct, null); Common Stock — 65 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.

Key Figures

Deferred stock unit grant: 1 unit Grant reference price: $1,234.24 per unit Total deferred stock units: 616 units +2 more

5 metrics

Deferred stock unit grant 1 unit Grant to Christopher J. Klein on June 1, 2026

Grant reference price $1,234.24 per unit Value assigned to new deferred stock unit

Total deferred stock units 616 units Deferred stock units held after reported grant

Common shares held 65 shares Direct W.W. Grainger common stock holdings

Settlement ratio 1-for-1 Deferred stock units settle into common shares

Key Terms

Deferred Stock Units, grant/award acquisition, Common Stock, one-for-one

4 terms

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 acquisition financial

"transaction_action: grant/award acquisition for the deferred stock unit entry"

Common Stock financial

"The deferred stock units are expected to settle in shares of common stock on a one-for-one basis"

Common stock represents ownership shares in a company, giving investors a stake in its success and a say in important decisions through voting rights. It is the most common type of stock traded on markets and can provide income through dividends, as well as potential for value growth. For investors, holding common stock means sharing in the company’s profits and risks.

one-for-one financial

"settle in shares of common stock on a one-for-one basis following end of service as a director"

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Form 4 Insider Transactions: What Each Field Means →

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^*

KLEIN CHRISTOPHER J

(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)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/01/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Common Stock								65	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)	06/01/2026		A		1		(2)	(2)	Common Stock	1	$1,234.24	616	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 Christopher J. Klein, Director	06/02/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What did W.W. Grainger (GWW) director Christopher J. Klein report on this Form 4?

Christopher J. Klein reported receiving 1 deferred stock unit linked to W.W. Grainger common stock. The award is recorded at $1,234.24 per unit and is classified as a grant or award, reflecting routine director equity compensation rather than an open-market stock purchase or sale.

How many W.W. Grainger deferred stock units does Christopher J. Klein now hold?

After this filing, Christopher J. Klein holds 616 deferred stock units in W.W. Grainger. The Form 4 shows that this total includes the 1 new deferred stock unit grant reported, highlighting his accumulated equity-based compensation as a company director over time.

Does this W.W. Grainger Form 4 show Christopher J. Klein buying or selling common stock?

The Form 4 does not show open-market buying or selling of common stock by Christopher J. Klein. It reports a grant of 1 deferred stock unit and indicates he directly holds 65 common shares, reflecting compensation and existing ownership rather than a discretionary trade.

How and when will Christopher J. Klein’s W.W. Grainger deferred stock units settle?

The deferred stock units are expected to settle in W.W. Grainger common stock on a one-for-one basis. Settlement is described as occurring following the end of his service as a director, aligning the equity award with his period of board service and responsibilities.

What is the reference value of the W.W. Grainger deferred stock unit granted to Christopher J. Klein?

The reported reference value for the newly granted deferred stock unit is $1,234.24 per unit. This price is used for recording the compensation grant on the Form 4 and does not represent an open-market transaction price set by active buying or selling.

How many W.W. Grainger common shares does Christopher J. Klein directly own after this Form 4?

Following the reported transactions, Christopher J. Klein directly owns 65 shares of W.W. Grainger common stock. This holding is listed separately from his 616 deferred stock units, providing a clear picture of his immediate share ownership and longer-term equity awards.