- Accession Number:
- Form Type:
- Zero Holdings:
- Publication Time:
- 2021-04-05 21:13:50
- Reporting Period:
- Accepted Time:
- 2021-04-05 21:13:50
- SEC Url:
- Form 4 Filing
|Cik||Name||Symbol||Sector (SIC)||IRS No|
|277135||W.w. Grainger Inc.||GWW||Wholesale-Durable Goods (5000)||361150280|
|Cik||Name||Reported Address||Insider Title||Director||Officer||Large Shareholder||Other|
|1187060||L John Howard||100 Grainger Parkway |
Lake Forest IL 60045
|Sr. Vp And General Counsel||No||Yes||No||No|
Reported Non-Derivative Transactions
|Sec. Name||Acquisiton - Disposition||Date||Amount||Price||Remaning Holdings||Equity Swap Involved||Form Type||Code||Nature of Ownership||Explanation|
|Equity Swap Involved||Form Type||Code||Nature of Ownership||Explanation|
Reported Derivative Holdings
|Sec. Name||Sec. Type||Price||Date||Expiration Date||Amount||Remaning Holdings||Nature of Ownership|
|Common Stock||Stock Option||$231.88||2018-04-01||2025-03-31||9,728||9,728||Direct|
|Common Stock||Stock Option||$234.38||2019-04-01||2026-03-31||12,390||12,390||Direct|
|Common Stock||Stock Option||$231.20||2020-04-03||2027-04-02||8,607||8,607||Direct|
|Common Stock||Stock Option||$276.64||2021-04-02||2028-04-01||8,979||8,979||Direct|
|Common Stock||Stock Option||$311.26||2029-03-31||5,977||5,977||Direct|
|Expiration Date||Amount||Remaning Holdings||Nature of Ownership|
- April 1, 2021 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, 2022, 1/3 vests on April 1, 2023, and the remainder vests on April 1, 2024. 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, 2021.
- Shares withheld for tax withholding for the restricted stock unit settlement described in footnote 1 above.
- These were performance vested restricted stock units ("PRSUs"), granted on January 1, 2018. The Company's performance over the three-year period ended December 31, 2020 achieved a payout equal to 100% of the 2018 PRSU program target, as approved by the Board of Directors of the Company (the "Board") acting in executive session with only independent directors participating, on February 17, 2021, upon the earlier determination of the Compensation Committee of the Board.
- Shares withheld for tax withholding for the PRSU settlement described in footnote 3 above.
- Transaction pursuant to a previously adopted Rule 10b5-1 trading program.
- The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $406.9636 to $407.69, inclusive. The reporting person undertakes to provide W.W. Grainger, Inc., any security holder of W.W. Grainger, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote (6).
- 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.