Form 4: Graco Director Jody Feragen Boosts Stake

Graco Inc. Director Jody H. Feragen acquired 361.41 deferred stock shares as part of her quarterly retainer fees, increasing her beneficial ownership.

Summary

• Jody H. Feragen, a Director of Graco Inc. (GGG), acquired 361.41 deferred stock shares on January 1, 2026.
• These shares were received in lieu of quarterly retainer fees, a common practice for director compensation.
• The deferred stock shares are accrued under the Graco Inc. Amended and Restated 2019 Stock Incentive Plan.
• They are to be settled 100% in Graco common stock in a lump sum or installments upon Ms. Feragen's termination of service on the Board.
• Following this transaction, Ms. Feragen beneficially owns a total of 13,395.9159 deferred stock shares.
• The reported number of deferred stock shares also includes shares acquired under the Graco Inc. Automatic Dividend Reinvestment Plan (DRIP), which are exempt under Rule 16a-11.

Sentiment

Score: 7

Explanation: The filing reports a routine insider transaction where a director received deferred stock shares as compensation. This is an expected event and generally viewed as neutral, though the accumulation of shares by an insider can be seen as a minor positive signal of confidence.

Positives

• A director increasing their beneficial ownership, even through compensation, can signal confidence in the company's future performance.
• The use of deferred stock shares aligns the director's interests with long-term shareholder value.

Future Outlook

The filing indicates that the deferred stock shares will be settled in Graco common stock upon the reporting person's termination of service on the Board, aligning future payouts with long-term company performance.

Industry Context

The practice of compensating directors with deferred stock or equity-based awards is a common corporate governance strategy across various industries, aiming to align director incentives with shareholder interests and long-term company performance.

Comparison to Industry Standards

• Compensating directors with equity, such as deferred stock shares, is a standard practice in corporate governance for publicly traded companies like Graco Inc.
• This aligns director interests with long-term shareholder value, similar to practices at companies such as 3M Company (MMM) or Honeywell International Inc. (HON), which also utilize equity-based compensation for their non-employee directors.
• The specific amount of shares granted would typically be benchmarked against peer companies within Graco's industry (industrial manufacturing) to ensure competitive and appropriate compensation.

Corporate Governance

Related Party Transactions

• The acquisition of deferred stock shares by a director as compensation can be considered a related party transaction, as it involves a transaction between the company and a member of its board of directors.

Stakeholder Impact

• Shareholders: The transaction aligns the director's long-term interests with shareholders by tying compensation to company stock performance.

Key Dates

Recommendation

This Form 4 filing reports a routine insider transaction where a director received deferred stock shares as part of their compensation. While it indicates continued insider ownership and alignment of interests, it does not present new material information that would significantly alter the investment thesis for Graco Inc. (GGG). Therefore, a 'hold' recommendation is appropriate, as this filing alone does not provide a strong catalyst for a 'buy' or 'sell' decision.

Keywords

Graco Inc., GGG, Jody H. Feragen, Director, SEC Form 4, insider transaction, deferred stock, stock incentive plan, beneficial ownership, director compensation