Form 4: Graco Director Archie Black Boosts Stock Holdings

Graco Inc. Director Archie C. Black acquired 304.99 deferred stock shares as part of his compensation, increasing his total beneficial ownership to 3,462.8442 shares.

Summary

• Archie C. Black, a Director at Graco Inc. (GGG), acquired 304.99 deferred stock shares.
• The transaction occurred on January 1, 2026, and was made pursuant to a Rule 10b5-1 plan.
• These deferred stock shares were received in lieu of quarterly retainer fees.
• The shares were accrued under the Graco Inc. Amended and Restated 2019 Stock Incentive Plan.
• The deferred stock shares are to be settled 100% in Graco common stock upon Mr. Black's termination of service on the Board.
• The number of deferred stock shares beneficially owned following this transaction is 3,462.8442.
• The reported price of the derivative security (deferred stock shares) was $81.97 per share.
• The total deferred stock shares include those acquired under the Graco Inc. Automatic Dividend Reinvestment Plan (DRIP), which are exempt under Rule 16a-11.

Sentiment

Score: 7

Explanation: The filing indicates a routine, pre-planned acquisition of company stock by a director as part of compensation, which is generally viewed positively as it aligns management interests with shareholders. No negative or unexpected elements are present.

Positives

• A director increasing their beneficial ownership, even through compensation, generally signals alignment of interests with shareholders.
• The transaction is part of a pre-planned Rule 10b5-1 arrangement, indicating a structured approach to compensation and share accumulation.

Future Outlook

The deferred stock shares will be settled 100% in Graco common stock in a lump sum or installments upon Mr. Black's termination of service on the Board.

Management Comments

• Deferred stock shares were accrued under the Graco Inc. Amended and Restated 2019 Stock Incentive Plan.
• Shares of Graco Inc. deferred stock were received in lieu of quarterly retainer fees.

Industry Context

The acquisition of deferred stock as part of director compensation is a common practice across many publicly traded companies, aligning the interests of board members with long-term shareholder value.

Comparison to Industry Standards

• Compensating directors with equity, such as deferred stock, is a widely adopted practice in corporate governance, similar to compensation structures seen at companies like 3M, Honeywell, and Illinois Tool Works, which aim to align director incentives with shareholder returns.
• The use of a Rule 10b5-1 plan for such transactions is standard for insiders to manage stock acquisitions and sales in compliance with insider trading regulations, a practice common among S&P 500 companies.

Corporate Governance

Related Party Transactions

• Archie C. Black, a Director, received deferred stock shares in lieu of quarterly retainer fees, which is a standard related-party compensation arrangement.

Stakeholder Impact

• Shareholders: The transaction aligns the director's financial interests with those of shareholders by increasing his equity stake in the company.
• Employees: No direct impact on employees is indicated by this filing.

Next Steps

• Settlement of the deferred stock shares in Graco common stock upon Archie C. Black's termination of service on the Board.

Key Dates

Recommendation

This Form 4 filing details a routine, pre-planned insider transaction where a director received deferred stock as compensation. It does not provide new fundamental information about the company's operations, financial performance, or strategic direction that would warrant a change in investment recommendation. It primarily confirms ongoing alignment of director interests with shareholders.

Keywords

Graco Inc., GGG, Form 4, Insider Transaction, Director Compensation, Deferred Stock, Stock Incentive Plan, Rule 10b5-1, Corporate Governance