GWW » Topics » Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

This excerpt taken from the GWW 10-Q filed Nov 2, 2006.

Item 2.  Unregistered Sales of Equity Securities and Use of Proceeds

Issuer Purchases of Equity Securities – Third Quarter

Period

Total Number of Shares Purchased

Average Price Paid per Share

(A)

Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs (B)

Maximum Number of Shares that

May Yet be Purchased Under

the Plans or Programs (C)

 

 

 

 

 

 

July 1 – July 31

846,700

$          62.10

846,700

1,784,700

shares

 

 

 

 

 

 

Aug. 1 – Aug. 31

563,000

$          62.47

563,000

1,221,700

shares

 

 

 

 

 

 

Sept. 1 – Sept. 30

1,221,700

$          66.48

1,221,700

0

shares (C)

 

 

 

 

 

 

Total

2,631,400

$          64.21

2,631,400

 

 

 

 

(A)

Average price paid per share includes any commissions paid. Activity is reported on a trade date basis.

 

(B)

Purchases were made pursuant to a share repurchase program approved by Grainger’s Board of Directors. As reported in Grainger’s Form 10-Q for the quarter ended September 30, 2002, which was filed on November 11, 2002, authority under the program was restored to 10 million shares on October 30, 2002. The program had no specified expiration date, but as a result of the 2.6 million share repurchases during the quarter ended September 30, 2006, the repurchase program was completed.

 

(C)

On October 16, 2006, Grainger announced that its Board of Directors granted authority to repurchase up to 10 million shares. This program has no specified expiration date.

This excerpt taken from the GWW 10-Q filed Nov 2, 2005.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

 

Issuer Purchases of Equity Securities – Third Quarter

 

Period


   Total Number of
Shares
Purchased (A)


   Average Price
Paid per Share
(B)


   Total Number of Shares
Purchased as Part of
Publicly Announced Plans
or Programs (C) *


   Maximum Number of
Shares that May Yet be
Purchased Under the
Plans or Programs


July 1 – July 31

   —        —      —      5,240,300 shares

Aug. 1 – Aug. 31

   5,944    $ 62.14    85,700    5,154,600 shares

Sept. 1 – Sept. 30

   32,093    $ 62.91    208,400    4,946,200 shares
    
  

  
  

Total

   38,037    $ 62.69    294,100    4,946,200 shares

 * Includes 48,500 shares acquired pursuant to purchase contracts which were entered into prior to the end of the quarter and closed immediately thereafter.
(A) The total number of shares purchased includes Grainger’s retention of 38,037 shares to satisfy tax withholding obligations in connection with the vesting of employee restricted stock awards and shares exchanged for the exercise of options.
(B) Average price paid per share includes any commissions paid and includes only those amounts related to purchases as part of publicly announced plans or programs. Activity is reported on a settlement date basis.
(C) Purchases were made pursuant to a share repurchase program approved by Grainger’s Board of Directors. As reported in Grainger’s Form 10-Q for the quarter ended September 30, 2002, which was filed on November 11, 2002, authority under the program was restored to 10 million shares on October 30, 2002. The program has no specified expiration date. No share repurchase plan or program expired, or was terminated, during the period covered by this report.

 

29


Table of Contents
This excerpt taken from the GWW 10-Q filed Aug 2, 2005.

Item 2.   Unregistered Sales of Equity Securities and Use of Proceeds

Issuer Purchases of Equity Securities – Second Quarter

Period
Total Number of
Shares
Purchased (A)

Average Price
Paid per Share
(B)

Total Number of Shares
Purchased as Part of
Publicly Announced Plans
or Programs (C)

Maximum Number of
Shares that May Yet be
Purchased Under the
Plans or Programs

April 1 — April 30      1,113   $ 54.29        516,400    6,324,900 shares  

May 1 — May 31
    176   $ 54.82        757,600    5,567,300 shares  

June 1 — June 30
    413   $ 54.73        327,000    5,240,300 shares  




Total    1,702   $ 54.63        1,601,000    5,240,300 shares  

  (A)   The total number of shares purchased includes Grainger’s retention of 1,702 shares to satisfy tax withholding obligations in connection with the vesting of employee restricted stock awards and shares exchanged for the exercise of options.

  (B)   Average price paid per share includes any commissions paid and includes only those amounts related to purchases as part of publicly announced plans or programs. Activity is reported on a settlement date basis.

  (C)   Purchases were made pursuant to a share repurchase program approved by Grainger’s Board of Directors. As reported in Grainger’s Form 10-Q for the quarter ended September 30, 2002, which was filed on November 11, 2002, authority under the program was restored to 10 million shares on October 30, 2002. The program has no specified expiration date. No share repurchase plan or program expired, or was terminated, during the period covered by this report.

 

28


Item 6.   Exhibits

  (a)  Exhibits (numbered in accordance with Item 601 of Regulation S-K)

  (11)  Computations of Earnings per Share.

  (31)  Rule 13a — 14(a)/15d — 14(a) Certifications

     (a)   Chief Executive Officer certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

     (b)   Chief Financial Officer certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

  (32)  Section 1350 Certifications

     (a)   Chief Executive Officer certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

     (b)   Chief Financial Officer certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

 

29


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

W.W. Grainger, Inc.
(Registrant)


Date: July 27, 2005


By:


/s/ P. O. Loux

P. O. Loux, Senior Vice President,
Finance and Chief Financial Officer


Date: July 27, 2005


By:


/s/ J. E. Andringa

J. E. Andringa, Vice President
and Controller

 

30

This excerpt taken from the GWW 10-Q filed May 3, 2005.

Item 2.   Unregistered Sales of Equity Securities and Use of Proceeds

Issuer Purchases of Equity Securities – First Quarter

Period
Total Number of
Shares
Purchased (A)

Average Price
Paid per Share
(B)

Total Number of Shares
Purchased as Part of
Publicly Announced Plans
or Programs (C)

Maximum Number of
Shares that May Yet be
Purchased Under the
Plans or Programs

Jan. 1 — Jan. 31      673   $ --        --    7,080,700 shares  

Feb. 1 — Feb. 28
    18,504   $ 62.13        17,000    7,063,700 shares  

Mar. 1 — Mar. 31
    222,400   $ 63.70        222,400    6,841,300 shares  




Total    241,577   $ 63.58        239,400    6,841,300 shares  

  (A)   The total number of shares purchased includes Grainger’s retention of 2,177 shares to satisfy tax withholding obligations in connection with the vesting of employee restricted stock awards.

  (B)   Average price paid per share includes any commissions paid and includes only those amounts related to purchases as part of publicly announced plans or programs. Activity is reported on a settlement date basis.

  (C)   Purchases were made pursuant to a share repurchase program approved by Grainger’s Board of Directors. As reported in Grainger’s Form 10-Q for the quarter ended September 30, 2002, which was filed on November 11, 2002, authority under the program was restored to 10 million shares on October 30, 2002. The program has no specified expiration date. No share repurchase plan or program expired or was terminated during the period covered by this report.
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