WD 40 CO — Director's Dealing 2014

Oct 28, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: WD 40 CO (WDFC)
CIK: 0000105132
Period of Report: 2014-10-24

Reporting Person: FREEMAN MICHAEL L (Division President, Americas)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-10-24	Common Stock	D	523	—	Disposed	29215.140	Direct

Footnotes

F1: Shares withheld pursuant to mandatory provisions of Restricted Stock Unit (RSU) Award Agreements in satisfaction of tax withholding obligation upon settlement of 1,388 RSUs (Common Stock equivalents).

F2: Total includes 2,264.140 shares held in WD-40 Company Profit Sharing Plan (Company Stock Fund) account. Total also includes 6,347 Restricted Stock Units, of which 2,376 are subject to future vesting, and 3,834 Market Share Units, all of which are subject to future vesting.