0001209191-23-022589.txt : 20230404 0001209191-23-022589.hdr.sgml : 20230404 20230404134210 ACCESSION NUMBER: 0001209191-23-022589 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20230401 FILED AS OF DATE: 20230404 DATE AS OF CHANGE: 20230404 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Carroll Kathleen S CENTRAL INDEX KEY: 0001726862 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-05684 FILM NUMBER: 23796350 MAIL ADDRESS: STREET 1: ONE PIERCE PLACE STREET 2: SUITE 1500 CITY: ITASCA STATE: IL ZIP: 60143 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: W.W. GRAINGER, INC. CENTRAL INDEX KEY: 0000277135 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-DURABLE GOODS [5000] IRS NUMBER: 361150280 STATE OF INCORPORATION: IL FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 100 GRAINGER PARKWAY CITY: LAKE FOREST STATE: IL ZIP: 60045-5201 BUSINESS PHONE: 847-535-1000 MAIL ADDRESS: STREET 1: 100 GRAINGER PARKWAY CITY: LAKE FOREST STATE: IL ZIP: 60045 FORMER COMPANY: FORMER CONFORMED NAME: GRAINGER W W INC DATE OF NAME CHANGE: 19920703 4 1 doc4.xml FORM 4 SUBMISSION X0407 4 2023-04-01 0 0000277135 W.W. GRAINGER, INC. GWW 0001726862 Carroll Kathleen S 100 GRAINGER PARKWAY LAKE FOREST IL 60045 0 1 0 0 SVP & Chief HR Officer 0 Common Stock 2023-04-01 4 A 0 855 0.00 A 4130 D Common Stock 2023-04-01 4 F 0 379 688.81 D 3751 D Common Stock 2023-04-01 4 A 0 848 0.00 A 4599 D Common Stock 2023-04-01 4 F 0 103 688.81 D 4496 D Common Stock 2023-04-01 4 F 0 80 688.81 D 4416 D Common Stock 2023-04-01 4 F 0 148 688.81 D 4268 D These were performance vested stock units ("PSUs"), granted on January 1, 2020. The Company's performance over the three-year period ended December 31, 2022 achieved a payout equal to 123% of the 2020 PSU 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 15, 2023, upon the earlier determination of the Compensation Committee of the Board. Shares withheld for tax withholding for the PSU settlement described in footnote 1 above. April 1, 2023 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 will vest in three tranches, where 1/3 vests on April 1, 2024, 1/3 vests on April 1, 2025, and the remainder vests on April 1, 2026. Shares withheld for tax withholding for the partial settlement of the 4/1/2020 award of restricted stock units (RSUs). The RSU award is to be settled after vesting by the delivery of unrestricted shares of common stock on a one-for-one basis. This award will vest 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. Shares withheld for tax withholding for the partial settlement of the 4/1/2021 award of restricted stock units (RSUs). The RSU award is to be settled after vesting by the delivery of unrestricted shares of common stock on a one-for-one basis. This award will vest 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. Shares withheld for tax withholding for the partial settlement of the 4/1/2022 award of restricted stock units (RSUs). The RSU award is to be settled after vesting by the delivery of unrestricted shares of common stock on a one-for-one basis. This award will vest in three tranches, where 1/3 vests on April 1, 2023, 1/3 vests on April 1, 2024, and the remainder vests on April 1, 2025. James Colin McGee, by POA From Kathleen S. Carroll, SVP and CHRO 2023-04-04