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Wd-40 Co 8-K Filings

WDFC NASDAQ

Every 8-K that Wd-40 Co (WDFC) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.

A 8-K covers material events a company has to report between its quarterly reports, so if you follow WDFC and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full WDFC filings page.

Rhea-AI Summary

WD-40 Company (WDFC) reported a planned finance leadership transition, appointing Keith Stauffer, age 57, as Vice President, Global Finance effective September 7, 2026, and as Chief Financial Officer effective November 2, 2026. Current CFO Sara K. Hyzer will remain CFO through the filing of the fiscal 2026 Form 10-K and then become Division President, Americas.

Stauffer’s compensation includes a $525,000 annual base salary, participation in the Growth Reward Program with a target of 60% of eligible earnings, a $500,000 retention RSU award vesting over three years, and two three-year performance-based equity awards of $250,000 each in MSUs and PSUs. He will also receive a one-time $700,000 RSU grant vesting over three years and a one-time cash sign-on bonus of approximately $543,000, structured to provide about $338,000 after taxes to repay a prior retention bonus, subject to prorated repayment obligations if his employment ends before September 6, 2028.

Rhea-AI Summary

WD-40 Company reported strong third-quarter fiscal 2026 results with broad-based growth and higher profitability. Net sales rose 24 percent to $195.1 million, driven by double-digit increases across the Americas, EIMEA and Asia-Pacific, and aided by favorable foreign currency.

Gross margin improved to 56.6 percent and operating income increased 47 percent to $40.3 million. Net income grew 44 percent to $30.2 million and diluted EPS reached $2.24; on a non-GAAP basis adjusted diluted EPS was $2.33, up 51 percent, excluding a one-time $1.3 million amortization expense.

The company declared a quarterly dividend of $1.02 per share and repurchased 31,250 shares for $6.8 million. The board also authorized a new share repurchase program of up to $100 million. Management updated full-year 2026 guidance, now expecting reported net sales of $675–$690 million, non-GAAP operating income of $107–$113 million, and non-GAAP diluted EPS of $6.05–$6.35, reflecting higher maintenance-product growth and inclusion of Americas homecare and cleaning brands.

Rhea-AI Summary

WD-40 Company filed an amendment to a prior current report to update disclosure about its newly appointed principal accounting officer, Nicholas D. Giordano. The amendment notes that on June 19, 2026, the company and Mr. Giordano entered into an indemnity agreement and a change in control severance agreement.

Both agreements are in standard forms previously approved by the board for officers and will become effective on June 29, 2026, the effective date of his appointment. No other portions of the earlier report are being changed.

Rhea-AI Summary

WD-40 Company is implementing a planned leadership transition across several key roles. Chief Financial Officer and principal accounting officer Sara K. Hyzer plans to move into the role of president, Americas division once a new CFO is appointed, while continuing as CFO during the transition and as principal accounting officer until June 29, 2026. Patricia Q. Olsem, currently president, Americas division, will become chief strategy and innovation officer, and Claudia Fenske will become chief brand and marketing officer, with both moving into their new positions in the first quarter of fiscal 2027. Nicholas D. Giordano will become vice president, corporate controller and chief accounting officer on June 29, 2026, with an annual base salary of $250,000 and incentive opportunities tied to salary-based targets and equity awards. WD-40 Company, which recorded net sales of $620.0 million in fiscal 2025, states these moves are intended to support long-term strategic priorities and continuity.

Rhea-AI Summary

WD-40 Company reported solid second-quarter 2026 results, with total net sales of $161.7 million, up 11% from the prior-year quarter, driven by 13% growth in maintenance product sales to $156.8 million. Gross margin improved to 55.6%, and operating income rose 13% to $26.3 million.

GAAP diluted EPS was $1.50 versus $2.19 a year ago, but the prior period included an $11.9 million one-time tax benefit; on a comparable non-GAAP basis, diluted EPS increased 14%. All three regions grew, led by 19% net sales growth in Asia-Pacific.

The company continues to emphasize maintenance products, which represented 97% of net sales, while homecare and cleaning products declined after portfolio divestitures. It declared a quarterly dividend of $1.02 per share, repurchased 38,175 shares for $8.0 million, and reaffirmed full-year 2026 guidance, including net sales of $630–$655 million, gross margin of 55.5–56.5%, and diluted EPS of $5.75–$6.15.

Rhea-AI Summary

WD-40 Company appointed Ken Plunk to its board of directors, effective February 18, 2026, and expanded the board from nine to ten members. He will serve on the Audit and Finance Committees, bringing extensive finance and governance experience from roles at J&J Snack Foods, Wal-Mart, and other companies.

For his service through the 2026 annual meeting, Mr. Plunk received a fully vested RSU award covering 515 shares of WD-40 common stock, valued at approximately $125,000 on the grant date, plus $75,000 in base cash compensation and prorated committee fees of $8,250 for Audit and $4,500 for Finance.

Rhea-AI Summary

WD-40 Company furnished a current report describing the release of its latest quarterly earnings. On January 8, 2026, the company issued a news release covering financial results for the quarter ended November 30, 2025, and attached the full text as Exhibit 99.1.

The company notes that the information in this earnings release and the related exhibits is being furnished, not filed, under securities laws. This means it is not automatically subject to certain liability provisions and will only be incorporated into other securities filings if specifically referenced.

Rhea-AI Summary

WD-40 Company reported results of its latest annual stockholder meeting and announced a higher quarterly dividend. At the virtual meeting, holders of 12,028,211 shares, representing over 88% of the 13,527,835 shares entitled to vote as of October 15, 2025, were represented virtually or by proxy. Stockholders elected nine directors, approved on an advisory basis the compensation of the named executive officers, and ratified PricewaterhouseCoopers LLP as independent registered public accounting firm for the fiscal year ending August 31, 2026.

The board declared a quarterly dividend of $1.02 per share on the common stock, an increase of more than 8% from the prior quarterly dividend, payable January 30, 2026 to stockholders of record at the close of business on January 16, 2026. The company also scheduled its first fiscal quarter 2026 earnings conference call for January 8, 2026 at 2:00 p.m. Pacific time.

Rhea-AI Summary

WD-40 Company furnished its earnings news release for the quarter ended August 31, 2025 via an Item 2.02 Form 8-K. The full text of the release is provided as Exhibit 99.1 and incorporated by reference.

The company states the information in Item 2.02 and Item 9.01 (including Exhibit 99.1) is being furnished and is not deemed filed for purposes of Section 18 of the Exchange Act.

Rhea-AI Summary

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.

Rhea-AI Summary

WD-40 Company has sold key assets tied to its 1001 and 1001 Carpet Fresh homecare and cleaning brands to Supreme Imports Ltd under an Asset Purchase Agreement signed on August 29, 2025. The deal covers inventory, equipment, contracts and related intellectual property, including trademarks, domains, formulas, trade secrets and know‑how used in this business.

The purchase price includes up to £4,570,000 (about $6.2 million) plus inventory consideration up to £991,038 (about $1.3 million), subject to adjustment. WD-40 receives £1,300,000 in cash at closing, additional payments for inventory around 120–130 days after closing, £350,000 after 12 months, and potential earn‑out payments over four years, capped at £2,920,000 (about $3.9 million). WD-40 will provide transition services for up to three months and grant the buyer an exclusive license to certain intellectual property for supplying specified products in the EU and UK.

8-K