ODC Files 4 with SEC

Rhea-AI Filing Summary

Oil-Dri Corp of America director reports charitable stock gift

A director of Oil-Dri Corp of America disclosed a charitable transfer of company stock. On 12/23/2025, the insider reported a gift of 5,987 shares of Oil-Dri common stock, recorded at a price of $0 per share, reflecting that it was a non-cash, charitable transaction. Following this gift, the reporting person directly beneficially owns 52,815 shares of Oil-Dri common stock.

The filing notes that the shares were gifted to the reporting person's Ayco Charitable Foundation Donor Advised Fund, indicating the transaction was for philanthropic purposes rather than an open-market sale.

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^*

Nemeroff Michael A

(Last) (First) (Middle)

410 N. MICHIGAN AVENUE

SUITE 400

(Street)

CHICAGO IL 60611

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Oil-Dri Corp of America [ ODC ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
12/23/2025

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	12/23/2025		G(1)		5,987	D	$0	52,815	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. Represents a gift of 5987 shares to the reporting person's Ayco Charitable Foundation Donor Advised Fund.

Remarks:

	/s/ Anthony W. Parker by Power of Attorney	12/23/2025
	** 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.

FAQ

What insider transaction did Oil-Dri Corp of America (ODC) disclose?

The company disclosed that a director reported a gift of 5,987 shares of Oil-Dri common stock on 12/23/2025, treated as a non-cash charitable transfer.

How many Oil-Dri (ODC) shares does the insider hold after this transaction?

After the reported gift, the director beneficially owns 52,815 shares of Oil-Dri Corp of America common stock in direct ownership.

Was the Oil-Dri (ODC) insider transaction a sale for cash?

No. The transaction is coded as a gift of 5,987 shares at a reported price of $0 per share, indicating no sale proceeds were received.

Who received the gifted Oil-Dri Corp of America (ODC) shares?

The 5,987 shares were gifted to the reporting person's Ayco Charitable Foundation Donor Advised Fund, as explained in the response section.

What is the relationship of the reporting person to Oil-Dri Corp of America (ODC)?

The filing identifies the reporting person as a Director of Oil-Dri Corp of America.

Is this Oil-Dri (ODC) filing made by a single reporting person or a group?

The document states that the Form is filed by one reporting person, not by more than one reporting person.