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WD 40 CO Director's Dealing 2011

Dec 14, 2011

31407_dirs_2011-12-14_c252732a-c82b-4a59-8134-8f09f64708cd.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: WD 40 CO (WDFC)
CIK: 0000105132
Period of Report: 2011-12-13

Reporting Person: CRIVELLO MARIO L (Director)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2011-12-13 Common Stock A 1153 Acquired 110024 Direct

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock 702129 Indirect

Footnotes

F1: Restricted Stock Units (Common Stock equivalents) were granted pursuant to the WD-40 Company 2007 Stock Incentive Plan for a non-elective portion of annual director compensation in accordance with the Issuer's Directors' Compensation Policy and Election Plan. The Restricted Stock Units will be settled solely with Issuer Common Stock upon termination of the reporting person's service as a director.

F2: Total includes 5,081 Restricted Stock Units (Common Stock equivalents)

F3: The reporting person has sole voting and investment power over 702,129 shares held in trust for the benefit of his mother and remainder beneficiaries.