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WD 40 CO Director's Dealing 2011

Oct 24, 2011

31407_dirs_2011-10-24_c30833c6-4177-4257-bd93-63503ebeb3f4.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: 2011-10-20

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

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2011-10-20 Common Stock D 3851 $44.93 Disposed 66261.145 Direct
2011-10-20 Common Stock D 2398 $44.93 Disposed 63863.145 Direct

Footnotes

F1: Shares withheld pursuant to mandatory provisions of Restricted Stock Unit (RSU) Award Agreements in satisfaction of tax withholding obligation upon vesting of 8,248 RSUs (Common Stock equivalents)

F2: Shares withheld pursuant to mandatory provisions of Performance Share Unit (PSU) Award Agreements in satisfaction of tax withholding obligation upon vesting of 5,136 PSUs (Common Stock equivalents)

F3: Total includes 1,113.145 shares held in WD-40 Company Profit Sharing Plan (Company Stock Fund) account. Total also includes 16,992 Restricted Stock Units, of which 11,108 are subject to future vesting, and 16,758 Performance Share Units, all of which are subject to future vesting.