Wd 40 Co SEC Filings

WD-40 Company announced that director Trevor I. Mihalik will resign and not stand for re-election, effective at the 2025 Annual Meeting of Stockholders, which is currently scheduled for December 12, 2025. The company stated his decision was not due to any disagreement on operations, policies, or practices.

Upon his resignation, the Board will be reduced from 10 to 9 directors. Mr. Mihalik, who joined in 2019, serves as chair of the Finance Committee and as a member of the Corporate Governance and Audit Committees, and will continue in these roles until the meeting.

Insider transaction summary: An officer of WD-40 Company (WDFC) received equity awards and holds both direct and indirect common stock. On 10/09/2025 the reporting person was granted 1,011 restricted stock units (RSUs) that generally vest annually over 3 years and had 1,120 market share units (MSUs) that vested upon certification of performance. Following these items and existing holdings, the filing reports 3,450 shares beneficially owned directly and 5,274 shares indirectly via the Olsem Family Trust.

The MSUs were originally granted on 10/10/2022 and are to be settled in common stock per the award agreement. The reporting person shares voting power and investment discretion for the trust with a spouse. The Form 4 was signed on 10/10/2025.

Insider award and vesting recorded for WD-40 Company (WDFC). The filing shows that Jeffrey G. Lindeman, VP, Chief People, Cult. & Cap., received 843 restricted stock units (RSUs) and had 821 market share units (MSUs) settled/issued on 10/09/2025. The RSUs are grants under the 2016 Stock Incentive Plan and generally vest annually over 3 years, while the MSUs were granted on 10/10/2022 with a three-year performance cliff and will be settled in common stock when certified. The filing reports total beneficial ownership components including 1,510 unvested RSUs, 821 shares to be issued upon MSU settlement, and 697 shares in the WD-40 401(k) plan, with quarterly stock dividends credited to the 401(k) since the last Form 4.

Reporting person: Phenix Q. Kiamilev, VP, GC & Chief Compliance Officer of WD-40 Company (WDFC), reported equity changes on 10/09/2025.

The filing shows a grant of 972 restricted stock units (RSUs) that vest annually over three years and the certification-based vesting of 821 market share units (MSUs) granted on 10/10/2022, which will settle in common stock when the MSU agreement's settlement date occurs. Following these transactions the reporting person beneficially owns 4,809 shares indirectly through The Kiamilev Family Trust and holds 1,659 unvested RSUs plus 213 shares in a WD-40 401(k) account (including quarterly stock dividends).

Sara K. Hyzer, Vice President, Finance & Chief Financial Officer of WD-40 Company (WDFC), reported transactions on 10/09/2025 showing a grant and performance settlement in company equity. She was granted 1,751 restricted stock units (RSUs) that vest annually over 3 years, and 895 market share units (MSUs) vested upon certification of market performance; the MSUs were originally granted on 10/10/2022 with a three-year performance cliff and will be settled in common stock per the award agreement.

The Form 4 shows beneficial ownership following these transactions of 6,723 shares (direct). The filing notes the total reported balance includes 2,906 unvested RSUs, 895 shares to be issued on MSU settlement, and 619 shares held in the reporting person’s WD-40 Company Profit Sharing/401(k) account (which has received quarterly stock dividends since the prior Form 4).

WD-40 Company director and CEO Steven A. Brass reported two equity transactions dated 10/09/2025. He received 7,783 restricted stock units (RSUs) granted under the 2016 Stock Incentive Plan that generally vest annually over 3 years. He also recorded the settlement/vesting of 3,883 market share units (MSUs) tied to a 3-year performance cliff originally granted on 10/10/2022, which will be settled in common stock per the MSU agreement. After these transactions the filing shows beneficial ownership of 37,751 shares (including unvested RSUs, MSUs to be issued, vested deferred performance units and 401(k) plan shares). The report was signed by an attorney-in-fact on 10/10/2025.