WD 40 CO — Director's Dealing 2010

Nov 15, 2010

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: WD 40 CO (WDFC)
CIK: 0000105132
Period of Report: 2010-11-10

Reporting Person: HOLDSWORTH GEOFFREY (Managing Director AsiaPacific)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2010-11-10	Common Stock	M	10000	$29.30	Acquired	25436	Direct
2010-11-10	Common Stock	S	10000	$38.30	Disposed	15436	Direct
2010-11-12	Common Stock	S	2277	$38.15	Disposed	13159	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2010-11-10	Non Qualified Stock Option	$29.30	M	10000	Disposed	2013-09-23	Common Stock (10000)	Direct

Footnotes

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

F2: Price given is the average sales price for all shares sold at sale prices ranging between $38.02 and $38.36.

F3: Total includes 8,359 Restricted Stock Units, of which 5,711 are subject to future vesting, and 4,800 Performance Share Units, all of which are subject to future vesting.

F4: Not applicable.

F5: In addition to the reported options in Table II, the reporting person holds options to acquire 40,000 common shares as follows: 10,000 non-qualified stock options (NQSO) exercisable 9/24/05 at $27.56 expiring 09/24/12; 10,000 NQSO exercisable 10/17/09 at $35.99 expiring 10/17/16; and 20,000 NQSO exercisable 10/16/10 at $36.03 expiring 10/16/17.