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W.W. Grainger (GWW) director awarded 176 deferred stock units in Form 4 filing

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

Rhea-AI Filing Summary

Miller Cindy J reported acquisition or exercise transactions in this Form 4 filing.

W.W. Grainger director Cindy J. Miller received a grant of 176 Deferred Stock Units on common stock. These units were awarded at a stated price of $0.0000 per unit, reflecting equity compensation rather than a market purchase. Following this award, Miller holds 535 Deferred Stock Units in total. According to the disclosure, the deferred stock units are expected to settle in shares of common stock on a one-for-one basis after her service as a director ends, tying a portion of her compensation to the company’s long-term performance.

Positive

  • None.

Negative

  • None.
Insider Miller Cindy J
Role null
Type Security Shares Price Value
Grant/Award Deferred Stock Units 176 $0.00 --
Holdings After Transaction: Deferred Stock Units — 535 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 Grant on 2026-04-29 as director compensation
Total Deferred Stock Units after grant 535 units Holdings following the reported transaction
Conversion ratio 1-for-1 Each deferred unit expected to settle into one common share
Transaction price per unit $0.0000 Stated price for the Deferred Stock Unit grant
Underlying security 176 common shares Underlying common stock tied to the Deferred Stock Units granted
Deferred Stock Units financial
"The deferred stock units are expected to settle in shares of common stock"
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.
one-for-one basis financial
"settle in shares of common stock on a one-for-one basis"
end of service as a director financial
"following end of service as a director"
underlying security financial
"underlying_security_title": "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*
Miller Cindy 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)
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
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$0535D
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 Cindy J. Miller, 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 insider transaction did W.W. Grainger (GWW) director Cindy J. Miller report?

Cindy J. Miller reported receiving a grant of 176 Deferred Stock Units. These units are a form of equity compensation linked to W.W. Grainger common stock rather than an open-market stock purchase or sale.

How many W.W. Grainger (GWW) deferred stock units does Cindy J. Miller hold after this Form 4?

After this grant, Cindy J. Miller holds a total of 535 Deferred Stock Units. This total reflects her accumulated equity-based director compensation as reported in the Form 4 insider filing.

What are Deferred Stock Units in the W.W. Grainger (GWW) Form 4 filing?

The Deferred Stock Units represent a right to receive W.W. Grainger common shares in the future. They are granted as director compensation and track the value of the company’s stock over time until settlement.

When will Cindy J. Miller’s W.W. Grainger (GWW) deferred stock units be settled?

The deferred stock units are expected to settle in shares of W.W. Grainger common stock on a one-for-one basis following the end of her service as a director, according to the filing footnote.

Does the W.W. Grainger (GWW) Form 4 show a stock purchase or sale by Cindy J. Miller?

No open-market purchase or sale is reported. The Form 4 shows a grant of 176 Deferred Stock Units as compensation, rather than a discretionary buy or sell of W.W. Grainger common stock.