WD 40 CO — Director's Dealing 2017

Oct 31, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: WD 40 CO (WDFC)
CIK: 0000105132
Period of Report: 2017-10-27

Reporting Person: NOBLE WILLIAM B (Managing Director, Europe)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-10-27	Common Stock	F	293	—	Disposed	12839	Direct
2017-10-27	Common Stock	F	758	—	Disposed	12081	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 621 RSUs (Common Stock equivalents).

F2: Shares withheld pursuant to mandatory provisions of a Market Stock Unit (MSU) Award Agreement in satisfaction of tax withholding obligation upon settlement of 1,612 MSUs (Common Stock equivalents).

F3: Total includes 4,992 RSUs, of which 1,021 are subject to future vesting, 571 MSUs (target number) awarded to the reporting person in 2015, all of which are subject to future vesting, and 280 vested Deferred Performance Units (Common Stock equivalents). MSUs (which are performance-based equity awards) that were granted to the reporting person on October 11, 2016 and October 9, 2017 are not reported herein as beneficially owned Common Stock equivalents.