Statement of Changes in Beneficial Ownership (4)
April 02 2020 - 5:39PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
|
OMB APPROVAL
OMB Number:
3235-0287
Estimated average burden
hours per response...
0.5
|
|
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
|
|
|
1. Name and Address of Reporting Person
*
HOWARD JOHN L |
2. Issuer Name and Ticker or Trading Symbol
W.W. GRAINGER, INC.
[
GWW
]
|
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Sr. VP and General Counsel |
|
(Last)
(First)
(Middle)
100 GRAINGER PARKWAY |
3. Date of Earliest Transaction
(MM/DD/YYYY)
4/1/2020 |
|
(Street)
LAKE FOREST, IL 60045
(City)
(State)
(Zip)
|
4. If Amendment, Date Original Filed
(MM/DD/YYYY)
|
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. Trans. Date
|
2A. Deemed Execution Date, if any
|
3. Trans. 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 | 4/1/2020 | | A(1) | | 2085 | A | $0.00 | 45302 | D | |
| Common Stock | 4/1/2020 | | F | | 924 | D | $248.50 | 44378 | D | |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
|
1. Title of Derivate Security
(Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. 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 | 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 of Derivative Security: 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 |
| Stock Option | $245.86 | | | | | | | 4/24/2016 | 4/23/2023 | Common Stock | 11543 | | 11543 | D | |
| Stock Option | $248.22 | | | | | | | 4/30/2017 | 4/29/2024 | Common Stock | 7360 | | 7360 | D | |
| Stock Option | $231.88 | | | | | | | 4/1/2018 | 3/31/2025 | Common Stock | 9728 | | 9728 | D | |
| Stock Option | $234.38 | | | | | | | 4/1/2019 | 3/31/2026 | Common Stock | 12390 | | 12390 | D | |
| Stock Option | $231.20 | | | | | | | 4/3/2020 | 4/2/2027 | Common Stock | 8607 | | 8607 | D | |
| Stock Option | $276.64 | | | | | | | 4/2/2021 | 4/1/2028 | Common Stock | 8979 | | 8979 | D | |
| Stock Option | $311.26 | | | | | | | (2) | 3/31/2029 | Common Stock | 5977 | | 5977 | D | |
| Explanation of Responses: |
| (1) | Award of restricted stock units to be settled after vesting by the delivery of unrestricted shares of common stock on a one-for-one basis. This award generally vests in three tranches, where 1/3 vests on April 1, 2021, 1/3 vests on April 1, 2022, and the remainder vests on April 1, 2023. However, because Mr. Howard meets the criteria for retirement-eligibility applicable to all employees under the W.W. Grainger, Inc. Amended and Restated 2015 Incentive Plan, dated October 31, 2018, his restricted stock units vested immediately upon award and were settled through the delivery of unrestricted shares of common stock on a one-for-one basis, effective April 1, 2020. |
| (2) | The stock option will fully vest in three years, where 1/3 shall vest on April 1, 2020, 1/3 shall vest on April 1, 2021, and the remainder shall vest on April 1, 2022. |
Reporting Owners
|
| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
HOWARD JOHN L
100 GRAINGER PARKWAY
LAKE FOREST, IL 60045 |
|
| Sr. VP and General Counsel |
|
Signatures
|
| Hugo Dubovoy, Jr., as attorney-in-fact | | 4/2/2020 |
| **Signature of Reporting Person | Date |
WW Grainger (NYSE:GWW)
Historical Stock Chart
From Mar 2024 to Apr 2024
WW Grainger (NYSE:GWW)
Historical Stock Chart
From Apr 2023 to Apr 2024
