Form 4: Graco Director Archie Black Acquires Deferred Stock as Compensation
Insider Transaction Report
Graco Inc. Director Archie C. Black acquired 290.8 deferred stock shares valued at $85.97 per share as part of his quarterly retainer fees, increasing his beneficial ownership to 2,843.7058 shares.
Summary
- Archie C. Black, a Director of Graco Inc. (GGG), acquired 290.8 deferred stock shares.
- The transaction date for this acquisition was July 1, 2025.
- These shares were received in lieu of quarterly retainer fees, representing a form of compensation.
- The value per share for this transaction was $85.97.
- Following this acquisition, Mr. Black's total beneficial ownership of deferred stock shares increased to 2,843.7058.
- The deferred stock shares are accrued under the Graco Inc. Amended and Restated 2019 Stock Incentive Plan and will be settled 100% in Graco common stock upon Mr. Black's termination of service on the Board.
- The reported beneficial ownership also includes deferred stock shares acquired through the Graco Inc. Automatic Dividend Reinvestment Plan (DRIP), which are exempt under Rule 16a-11.
Sentiment
Score: 7
Explanation: The acquisition of deferred stock by a director, even as compensation, generally indicates alignment of interests and confidence in the company's long-term performance. It's a routine, positive signal.
Positives
- Director compensation in stock aligns management's interests with shareholders, promoting long-term value creation.
- Increased beneficial ownership by a director signals continued commitment to the company.
Future Outlook
The deferred stock shares will be settled 100% in Graco common stock in a lump sum or installments upon Archie C. Black's termination of service on the Board.
Industry Context
Routine insider compensation in stock is a common practice across industries, including industrial manufacturing, to align executive and director interests with shareholders and promote long-term company performance.
Comparison to Industry Standards
- Compensating directors with equity, such as deferred stock, is a common corporate governance practice among publicly traded companies, including those in the industrial manufacturing sector like Graco.
- This practice aligns director incentives with long-term shareholder value, similar to companies such as Illinois Tool Works (ITW) or Dover Corporation (DOV) which also utilize equity-based compensation for their boards.
- The specific value of $85.97 per share reflects Graco's stock price at the time of the transaction, which is comparable to how other companies value their equity compensation based on market rates.
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Existing Policy Detail | Director compensation includes deferred stock shares under the Graco Inc. Amended and Restated 2019 Stock Incentive Plan, which aligns director interests with shareholder value by settling compensation in common stock upon termination of service. | N/A | Reinforces alignment between director and shareholder interests, promoting long-term value creation. |
Related Party Transactions
- Acquisition of deferred stock shares by Director Archie C. Black from Graco Inc. as part of his compensation.
Stakeholder Impact
- Shareholders: Increased alignment of director interests with shareholder value due to equity-based compensation.
Next Steps
- Settlement of deferred stock shares in Graco common stock upon Archie C. Black's termination of service on the Board.
Key Dates
| Date | Description |
|---|---|
| 2019 | Year of the Graco Inc. Amended and Restated 2019 Stock Incentive Plan, under which deferred stock shares are accrued. |
| 07/01/2025 | Date of acquisition of 290.8 deferred stock shares by Archie C. Black and the filing date of the Form 4. |
Recommendation
holdKeywords
Graco Inc., GGG, Archie C. Black, Director, Deferred Stock, Stock Incentive Plan, Compensation, Insider Transaction, Form 4, SEC Filing, Beneficial Ownership
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