1. GRAINGER, INC. 100 GRAINGER PARKWAY LAKE FOREST, IL 60045

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VIEW MATERIALS &VOTE

VOTE BY INTERNET - www.proxyvote.comor scan the QR Barcode above

Use the Internet to transmit your voting instructions and for electronic delivery of information up until 11:59 p.m. ET on (1) April 23, 2023 for shares held in a Plan and

  1. April 25, 2023 if you are a registered shareholder. Have your proxy card in hand when you access the website and follow the instructions to obtain your records and to create an electronic voting instruction form.

ELECTRONIC DELIVERY OF FUTURE PROXY MATERIALS

If you would like to reduce the costs incurred by our company in mailing proxy materials, you can consent to receiving all future proxy statements, proxy cards and annual reports electronically via e-mail or the Internet. To sign up for electronic delivery, please follow the instructions above to vote using the Internet and, when prompted, indicate that you agree to receive or access proxy materials electronically in future years.

VOTE BY PHONE - 1-800-690-6903

Use any touch-tone telephone to transmit your voting instructions up until 11:59 p.m. ET on (1) April 23, 2023 for shares held in a Plan and (2) April 25, 2023 if you are a registered shareholder. Have your proxy card in hand when you call and then follow the instructions.

VOTE BY MAIL

Mark, sign and date your proxy card and return it in the postage-paid envelope we have provided or return it to Vote Processing, c/o Broadridge, 51 Mercedes Way, Edgewood, NY 11717.

TO VOTE, MARK BLOCKS BELOW IN BLUE OR BLACK INK AS FOLLOWS:

V00886-P86444

KEEP THIS PORTION FOR YOUR RECORDS

THIS PROXY CARD IS VALID ONLY WHEN SIGNED AND DATED.

DETACH AND RETURN THIS PORTION ONLY

W.W. GRAINGER, INC.

The Board of Directors recommends you vote FOR the following:

1. Election of Directors

Nominees:

1a. Rodney C. Adkins

1b. V. Ann Hailey

1c. Katherine D. Jaspon

1d. Stuart L. Levenick

1e. D.G. Macpherson

1f. Neil S. Novich

1g. Beatriz R. Perez

1h. E. Scott Santi

1i. Susan Slavik Williams

1j. Lucas E. Watson

1k. Steven A. White

For Against Abstain

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The Board of Directors recommends you vote FOR

For

Against

Abstain

proposals 2 and 3.

2.

Proposal to ratify the appointment of Ernst & Young

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!

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LLP as independent auditor for the year ending

December 31, 2023.

3.

Say on Pay proposal to approve on a non-binding advisory

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basis the compensation of W.W. Grainger, Inc.'s Named

Executive Officers.

The Board of Directors recommends you vote

1 Year

2 Years

3 Years

Abstain

1 Year for proposal 4.

4.

Say When on Pay proposal to select on a

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non-binding advisory basis the frequency

of the advisory vote on compensation of W.W. Grainger, Inc.'s Named Executive Officers.

NOTE: In their discretion upon such other matters as may properly come before the meeting or any adjournment or postponement thereof.

Please sign exactly as your name(s) appear(s) hereon. When signing as attorney, executor, administrator, or other fiduciary, please give full title as such. Joint owners should each sign personally. All holders must sign. If a corporation or partnership, please sign in full corporate or partnership name by authorized officer.

Signature [PLEASE SIGN WITHIN BOX]

Date

Signature (Joint Owners)

Date

This material is being sent to you by reason of your being a registered shareholder or your

participation in one or more of the following plans available to eligible employees of

  1. Grainger, Inc. and/or its subsidiaries:

W.W. Grainger, Inc. Retirement Savings Plan

W.W. Grainger, Inc. 401(k) Plan Employee Stock Purchase Plan

Important Notice Regarding the Availability of Proxy Materials for the Annual Meeting:

The Notice & Proxy Statement, and the Annual Report are available at www.proxyvote.com.

V00887-P86444

W.W. GRAINGER, INC.

Annual Meeting of Shareholders

April 26, 2023 10:00 AM CDT

This proxy is solicited by the Board of Directors

The undersigned hereby appoints D.G. Macpherson and Deidra C. Merriwether, and each of them, proxies of the undersigned with full power of substitution to represent the undersigned and to vote all of the shares of the Common Stock of W.W. Grainger, Inc., which the undersigned is entitled to vote at the Annual Meeting of Shareholders of W.W. Grainger, Inc., to be held on April 26, 2023, at 100 Grainger Parkway, Lake Forest, IL 60045, and at any and all adjournments thereof, with all the powers the undersigned would possess if personally present and voting.

A majority of proxies or substitutes who shall be present at the meeting may exercise all powers hereunder. All proxies will be voted as specified. If no specification is made, the proxy will be voted FOR items 1, 2 and 3 and for 1 YEAR for item 4.

The proxy holders reserve the right to cumulate votes and cast such votes in favor of the election of some or all of the applicable director nominees in their sole discretion.

Continued and to be voted, signed and dated on reverse side

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Disclaimer

W.W. Grainger Inc. published this content on 09 March 2023 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 16 March 2023 13:24:06 UTC.