W.W. Grainger, Inc. filings document financial results, shareholder governance and corporate-authority matters for an Illinois-based broad line MRO distributor. Current reports on Form 8-K furnish quarterly earnings releases covering sales, margins, EPS, cash flow, outlook, capital returns and segment performance for High-Touch Solutions and Endless Assortment.
Proxy and annual meeting filings describe director elections, auditor ratification, advisory executive-compensation votes, voting mechanics and board governance. Other material-event filings record by-law amendments, including provisions for virtual shareholder meetings and remote communications.
W.W. Grainger, Inc. held its annual shareholder meeting on April 29, 2026. A total of 47,329,985 shares were issued, outstanding and eligible to vote as of the March 2, 2026 record date, with 41,240,433 shares present in person or by proxy.
All management nominees for the board of directors were elected, each receiving more votes for than against, along with some broker non-votes. Shareholders also approved the ratification of Ernst & Young LLP as independent auditor for the year ending December 31, 2026.
In addition, a non-binding, advisory proposal approving the compensation of the Company’s Named Executive Officers passed, with 35,714,133 shares voted for, 1,299,429 against and 134,543 abstentions, and 4,092,328 broker non-votes recorded on this item.
Vanguard Capital Management reports beneficial ownership of 3,311,410 shares of WW Grainger Inc common stock, representing 6.99% of the class as reported. The filing shows sole voting power of 428,795 shares and sole dispositive power of 3,311,410 shares. The disclosure lists affiliated Vanguard entities and notes holdings include securities held for Vanguard funds and managed accounts. The form is signed by Ashley Grim on 04/30/2026 and cites the issuer address as 6001 W 115th St, Alsip, IL.
W.W. Grainger, Inc. Sr. VP & CFO Deidra C. Merriwether reported a mix of equity awards, tax-related share withholdings, and open-market sales of common stock. On April 1, she received 1,327 vested performance stock units and a 1,619-share restricted stock unit award, tied to prior and new long-term incentive grants. The performance stock units reflected company results over the three-year period ended December 31, 2025, achieving a 90% payout of the 2023 PSU program target. Several blocks of shares, totaling 1,152, were withheld at a price of $1,090.81 per share to cover tax obligations on PSU and RSU settlements. On April 2, she executed open-market sales totaling 1,488 shares at prices including $1,097.27, $1,112.41, and $1,122.39 per share under a Rule 10b5-1 trading program adopted on December 23, 2025, and finished with 10,541 shares of common stock held directly.
W.W. Grainger reported that SVP & Chief HR Officer Melanie J. Tinto received an award of 764 restricted stock units (RSUs) on April 1, 2026. The RSUs will convert into unrestricted common shares on a one-for-one basis as they vest in future years.
The award vests in three equal tranches, with one-third vesting on April 1, 2027, one-third on April 1, 2028, and the remainder on April 1, 2029. After this compensation-related grant, Tinto directly holds 3,645 shares of Grainger common stock.
W.W. Grainger VP and Controller Laurie R. Thomson reported compensation-related stock activity, not open-market trading. On April 1, 2026, she received two grants of common stock awards totaling 268 shares, including vested performance stock units from a 2023 award and a new restricted stock unit grant.
To cover tax obligations on these settlements, 134 shares of common stock were withheld at a price of $1,090.81 per share through multiple tax-withholding dispositions. After all grants and withholdings, Thomson directly owns 785 shares of W.W. Grainger common stock.
W.W. Grainger Sr. VP Paige K. Robbins reported compensation-related stock activity, not open‑market trading. On April 1, 2026, Robbins received 1,327 vested performance stock units and a separate 1,134‑share restricted stock unit award, both settling in common stock.
To cover tax obligations on these and prior RSU vestings, the company withheld 547, 218, 156, and 166 shares at a price of $1,090.81 per share, totaling 1,087 shares. After these transactions, Robbins holds 3,689 shares directly and 16,004 shares indirectly through a family trust, over which Robbins has voting and investment power.
W.W. Grainger, Inc. Chairman and CEO Donald G. Macpherson reported equity compensation transactions in company common stock. He received 5,292 shares from vested performance stock units granted on April 1, 2023, after the company’s performance over the three-year period ended December 31, 2025 produced a 90% payout of the 2023 PSU program target.
On April 1, 2026 he was also granted 3,461 restricted stock units, which will vest in three equal annual tranches from 2027 through 2029 and settle in unrestricted common shares. To cover tax obligations on PSU and RSU settlements, a total of 3,898 shares were withheld at $1,090.81 per share. Following these compensation-related grants and tax withholdings, he directly holds 108,740 shares of Grainger common stock.
W.W. Grainger SVP and CTO Jonny M. LeRoy reported equity compensation activity involving common stock. On April 1, 2026, he received two awards of 498 shares each. One reflects vested performance stock units from an April 1, 2023 grant, where company performance over the three-year period ended December 31, 2025 achieved a 90% payout of the 2023 PSU program target. The other is a new restricted stock unit award that will vest in three equal annual tranches starting April 1, 2027.
The filing also shows 359 shares withheld at $1,090.81 per share to cover tax obligations tied to PSU and RSU settlements, which is a non-market disposition rather than an open-market sale. After these transactions, LeRoy directly owned 2,408 shares of Grainger common stock.
W.W. Grainger, Inc. senior vice president and chief legal officer Nancy L. Berardinelli Krantz reported equity compensation activity in company common stock. On April 1, 2026 she received 863 shares from vested performance stock units tied to a 2023 award and 903 shares from a new restricted stock unit grant, both at no cash cost to her.
To cover tax obligations on these PSU and RSU settlements, 772 shares were withheld at a value of $1,090.81 per share. After these routine compensation-related transactions, she directly holds 3,791 shares of Grainger common stock.
GWW notice of proposed sale: Deidra C. Merriwether reported a 10b5-1 sale of 2,339 shares of Common stock on 03/24/2026 with proceeds of $2,490,393.41. The filing also lists 1,488 securities tied to Restricted Stock Units and Performance Stock Units dated 04/01/2026.