WD 40 CO — Director's Dealing 2010

Dec 13, 2010

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: WD 40 CO (WDFC)
CIK: 0000105132
Period of Report: 2010-12-09

Reporting Person: RIDGE GARRY O (Director, President & CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2010-12-09	Common Stock	M	4400	$27.56	Acquired	67025	Direct
2010-12-09	Common Stock	S	4400	$40.54	Disposed	62625	Direct
2010-12-09	Common Stock	M	5600	$27.56	Acquired	68225	Direct
2010-12-09	Common Stock	S	5600	$40.40	Disposed	62625	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2010-12-09	Non-qualified Stock Option	$27.56	M	10000	Disposed	2012-09-24	Common Stock (10000)	Direct

Footnotes

F1: Transaction pursuant to trading plan adopted pursuant to Rule 10b5-1 under the Securities Exchange Act of 1934.

F2: Total includes 1,092 shares held in WD-40 Company Profit Sharing Plan (Company Stock Fund) account; estimated number of shares based upon equivalent value of units held. Total also includes 20,468 Restricted Stock Units, of which 16,545 are subject to future vesting, and 19,200 Performance Share Units, all of which are subject to future vesting.

F3: Not applicable.

F4: In addition to the reported options in Table II, the reporting person holds options to acquire 161,000 common shares as follows: 30,000 non-qualified stock options (NQSO) exercisable 9/23/06 at $29.30 expiring 9/23/13; 12,000 NQSO exercisable 10/19/07 at $27.67 expiring 10/19/14; 24,000 NQSO exercisable 10/18/08 at $27.27 expiring 10/18/15; 35,000 NQSO exercisable 10/17/09 at $35.99 expiring 10/17/16;and 60,000 NQSO exercisable 10/16/10 at $36.03 expiring 10/16/17.