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GWW » Topics » Treatment of Awards Upon Disposition of a Facility or Operating Unit

This excerpt taken from the GWW DEF 14A filed Mar 18, 2005.

Treatment of Awards Upon Disposition of a Facility or Operating Unit

        If Grainger closes or disposes of a facility or operating unit or sells or otherwise disposes of a subsidiary, then with respect to awards held by participants employed at the facility, unit, or subsidiary, the Committee may, but need not, to the extent consistent with Section 409A of the Internal Revenue Code of 1986 as amended ("Code") (if applicable) (i) accelerate the exercisability of the awards, (ii) remove any restrictions applicable to the awards, and/or (iii) extend for up to five years the period during which the awards may be exercised.

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