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Clorox executive settles 2022 PSU into 9,293 shares; tax withholdings noted

Filing Impact
(Very High)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Insider transaction summary: An executive officer of Clorox Co. (CLX) reported transactions on 10/03/2025 that settled a 2022 performance-unit grant into 9,293 shares of common stock at a per-share price of $122.25. The filing shows two share withholdings to satisfy tax obligations: 1,653 shares and 3,488 shares, each recorded at $122.25. Following these transactions the reporting person beneficially owns 38,280 shares (this total includes 534 shares from dividend reinvestment). The Form 4 was signed by an attorney-in-fact on 10/07/2025.

Positive

  • 9,293 shares acquired from settlement of a 2022 performance unit grant on 10/03/2025
  • 534 shares added via the dividend reinvestment feature of the Stock Incentive Plan

Negative

  • 1,653 shares withheld to satisfy tax obligations related to restricted stock vesting
  • 3,488 shares withheld to satisfy tax obligations related to performance stock units

Insights

Settlement and tax withholdings show routine executive equity compensation activity.

The settlement of a 2022 performance unit grant into 9,293 shares on 10/03/2025 is a standard compensation event converting long‑term incentives into stock, which increases immediate share count for the reporting person.

Withholding of 1,653 and 3,488 shares to satisfy taxes reduced the net shares delivered; this is a common liquidity-freeway to meet withholding obligations. Watch for annual equity grant schedules near year‑end for similar entries.

Reported holdings of 38,280 shares reflect post‑transaction beneficial ownership and include dividend reinvestment.

The filing discloses direct ownership only and notes 534 shares came from a dividend reinvestment feature, indicating participation in the company's stock plan. The transaction codes and explanations show no sales for liquidity beyond tax withholding.

For governance monitoring, confirm periodic director/officer holdings versus company equity‑ownership guidelines and note that the Form was executed by an attorney‑in‑fact on 10/07/2025.

Insider Marriner Kirsten
Role EVP - Chief Admin Officer
Type Security Shares Price Value
Grant/Award Common Stock 9,293 $122.25 $1.14M
Tax Withholding Common Stock 1,653 $122.25 $202K
Tax Withholding Common Stock 3,488 $122.25 $426K
Holdings After Transaction: Common Stock — 43,421 shares (Direct)
Footnotes (1)
  1. Settlement of 2022 Performance Unit Grant that vested 10/3/25. Withholding of shares by the Company to satisfy tax obligations relating to vesting of restricted stock. Withholding of shares by the Company to satisfy tax obligations relating to vesting of performance stock units. Includes 534 shares acquired pursuant to a dividend reinvestment feature of the Company's Stock Incentive Plan.
Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Marriner Kirsten
(Last) (First) (Middle)
1221 BROADWAY
(Street)
OAKLAND CA 94612-1888
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
CLOROX CO /DE/ [ CLX ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
EVP - Chief Admin Officer
3. Date of Earliest Transaction (Month/Day/Year)
10/03/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 10/03/2025 A(1) 9,293 A $122.25 43,421 D
Common Stock 10/03/2025 F(2) 1,653 D $122.25 41,768 D
Common Stock 10/03/2025 F(3) 3,488 D $122.25 38,280(4) D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
1. Settlement of 2022 Performance Unit Grant that vested 10/3/25.
2. Withholding of shares by the Company to satisfy tax obligations relating to vesting of restricted stock.
3. Withholding of shares by the Company to satisfy tax obligations relating to vesting of performance stock units.
4. Includes 534 shares acquired pursuant to a dividend reinvestment feature of the Company's Stock Incentive Plan.
By Jinho Joo, Attorney-in-Fact 10/07/2025
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

Source: View Original Filing on SEC EDGAR

FAQ

What did the CLX Form 4 filed by the executive report on 10/03/2025?

It reported settlement of a 2022 performance unit grant into 9,293 shares and two tax‑withholding share dispositions of 1,653 and 3,488 shares; post‑transaction beneficial ownership is 38,280 shares.

Why were shares withheld in the CLX insider filing?

The filing states shares were withheld by the company to satisfy tax obligations relating to the vesting of restricted stock and performance stock units.

What price was used for the transactions in the CLX Form 4?

All reported transactions list a per‑share price of $122.25.

Does the Form 4 indicate any open‑market sales by the reporting person?

No open‑market sales are reported; the only disposals are company withholdings for taxes and the settlement acquisition.

Who signed the CLX Form 4 and when was it signed?

The form was signed by an attorney‑in‑fact, Jinho Joo, on 10/07/2025.