WD-40 Company (NASDAQ: WDFC) discloses director RSU grant worth $125K

Rhea-AI Filing Summary

WD-40 Company director Graciela Monteagudo received a grant of 612 restricted stock units covering the company’s common stock on December 12, 2025. The award, made under the company’s Directors’ Compensation Policy and Election Plan, had an aggregate fair market value of approximately $125,000 and represents the non-elective portion of her annual director compensation, vesting immediately upon grant.

Following this award, she beneficially owns 2,873 fully vested RSUs treated as common stock equivalents, which will be settled in WD-40 Company common shares after her service as a director ends. It also notes a downward adjustment of 7 units because last year’s grant was previously reported as 412 RSUs instead of the correct 405.

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

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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^*

Monteagudo Graciela

(Last) (First) (Middle)

C/O: WD-40 COMPANY

9715 BUSINESSPARK AVENUE

(Street)

SAN DIEGO CA 92131

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
WD 40 CO [ WDFC ]

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)
12/12/2025

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	12/12/2025		A		612(1)	A	(1)	2,873(2)	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 restricted stock unit ("RSU") award covering shares of Issuer's common stock granted in accordance with Issuer's Directors' Compensation Policy and Election Plan adopted on June 16, 2025. This RSU award, which was granted effective December 12, 2025 and had an aggregate fair market value of approximately $125,000 on such date, is the non-elective portion of annual director compensation and vests upon grant.

2. Represents fully vested RSUs treated as common stock equivalents (adjusted downward by 7 due to last year's grant erroneously reported as 412 instead of 405). Following termination of the Reporting Person's service as a director, the RSUs will be settled with Issuer's common stock.

	Ann T. Nguyen, attorney-in-fact for Graciela Monteagudo	12/12/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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FAQ

What insider transaction did WD-40 Company (WDFC) report for its director?

WD-40 Company reported that director Graciela Monteagudo received a grant of 612 restricted stock units (RSUs) covering shares of the company’s common stock on December 12, 2025.

What was the value of the RSU award reported by WD-40 Company (WDFC)?

The RSU award to director Graciela Monteagudo had an aggregate fair market value of approximately $125,000 as of its grant date of December 12, 2025.

How many WD-40 Company (WDFC) RSUs does the director hold after this grant?

After the reported grant, Graciela Monteagudo beneficially owns 2,873 fully vested RSUs treated as common stock equivalents of WD-40 Company.

When will the WD-40 Company (WDFC) RSUs held by the director be settled?

The fully vested RSUs held by the director will be settled in WD-40 Company common stock following the termination of her service as a director.

Was there a correction to previously reported WD-40 Company (WDFC) RSUs?

Yes. The disclosure notes a downward adjustment of 7 RSUs because last year’s grant was previously reported as 412 units instead of the correct 405.

Is the WD-40 Company (WDFC) RSU grant part of regular director compensation?

Yes. The 612-unit RSU award is described as the non-elective portion of annual director compensation granted under the company’s Directors’ Compensation Policy and Election Plan.