Tinto Melanie J 4

What Happened
Melanie J. Tinto, SVP & Chief Human Resources Officer of W.W. Grainger (GWW), had shares withheld to satisfy tax withholding related to the partial settlement of RSUs. On May 1, 2026, 109 shares were withheld at $1,161.35 each for $126,587, and 413 shares were withheld at $1,161.35 each for $479,638 — a combined 522 shares and roughly $606,225. These transactions are recorded as tax-withholding dispositions (code F), not open-market sales.

Key Details

• Transaction dates and price: May 1, 2026 — 109 shares and 413 shares withheld at $1,161.35 per share.
• Total value: $126,587 and $479,638 (combined ≈ $606,225).
• Shares owned after transaction: Not stated in the provided filing details.
• Footnotes: Both transactions are tax-withholdings for the partial settlement of the May 1, 2025 RSU award; settlement occurs after vesting by delivery of unrestricted shares one-for-one. Footnote F1: award vests in three tranches (1/3 on 5/1/2026, 1/3 on 5/1/2027, remainder on 5/1/2028). Footnote F2: award vests in three tranches (1/2 on 5/1/2026, 1/4 on 5/1/2027, remainder on 5/1/2028).
• Timeliness: Form filed 2026-05-05 for a 2026-05-01 transaction; filing appears to be within the required reporting window.

Context
These were tax-withholding actions tied to RSU vesting (a common, administrative disposition) rather than discretionary open-market sales. Withheld shares were used to cover withholding obligations; the RSU award will continue to vest per the schedules noted in the footnotes. Such withholding transactions are routine and do not necessarily signal an insider's change in view on the company.