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WD 40 CO — Director's Dealing 2024
Oct 7, 2024
31407_dirs_2024-10-07_49dbb488-f0c5-49b8-9520-fd23c53ed614.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: 2024-10-03
Reporting Person: Brass Steven A (N/A)
Non-Derivative Transactions
| Date | Security | Code | Shares | Price | A/D | Holdings After | Ownership |
|---|---|---|---|---|---|---|---|
| 2024-10-03 | Common Stock | A | 5887 | — | Acquired | 26434 | Direct |
| 2024-10-03 | Common Stock | A | 2086 | — | Acquired | 28520 | Direct |
| 2024-10-03 | Common Stock | A | 498 | — | Acquired | 29033 | Direct |
Footnotes
F1: Represents a grant of restricted stock units (RSUs) under the WD-40 Company 2016 Stock Incentive Plan, as amended and restated effective December 12, 2023. Except as otherwise provided in the RSU award agreement, the RSUs vest annually over 3 years.
F2: Represents the vesting of market share units (MSUs) upon certification of market performance achieved. The 3-year performance cliff vesting MSUs were granted on October 12, 2021 under the WD-40 Company 2016 Stock Incentive Plan and will be settled with Issuer's Common Stock on the date provided for in the MSU award agreement.
F3: Represents the vesting of performance stock units (PSUs) upon certification of fiscal year 2024 performance achieved. The PSUs were granted on October 5, 2023 under the WD-40 Company 2016 Stock Incentive Plan and will be settled with Issuer's restricted Common Stock on the date provided for in the PSU award agreement. Reporting Person may not sell such restricted stock before termination of employment.
F4: Total includes: (i) 13,387 unvested RSUs (which include the grant of RSUs reported in this Form 4), (ii) 2,086 shares of Common Stock to be received upon settlement of MSUs, (iii) 498 shares of restricted Common Stock to be received upon settlement of PSUs, (iv) 108 vested deferred performance units or DPUs, which are Common Stock equivalents, and (v) 2,224 shares held in Reporting Person's WD-40 Company Profit Sharing / 401(k) Plan account. The current balance in the 401(k) account reflects a net addition of 16 shares from the previously reported balance (2.208 shares) for the following stock activity: (a) on May 1, 2023 and May 28, 2024, the 401(k) plan administrator unilaterally liquidated WDFC shares with a total value of approximately $6,000 to return excess 401(k) contributions for tax years 2022 and 2023 to Reporting Person, and (b) from July 2023 through July 2024, Reporting Person received quarterly stock dividends.