WD-40 Company (WDFC) director discloses 612 RSU award and 3,363 units held

Rhea-AI Filing Summary

WD-40 Company director Anne Saunders reported an equity award on Form 4. On December 12, 2025, she received a grant of 612 restricted stock units (RSUs) covering WD-40 common stock under the company’s Directors’ Compensation Policy and Election Plan. The award is the non-elective portion of her annual director compensation, had an aggregate fair market value of approximately $125,000 on the grant date, and vests immediately upon grant.

After this transaction, she beneficially owns 3,363 fully vested RSUs that are treated as common stock equivalents. The filing notes this figure reflects a downward adjustment of 7 units because a prior year’s grant was previously reported as 412 units instead of 405. These RSUs will be settled in WD-40 common stock after her service as a director ends.

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

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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^*

Saunders Anne

(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)	3,363(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 Anne Saunders	12/12/2025
	** 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).
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FAQ

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

Director Anne Saunders reported receiving a grant of 612 restricted stock units (RSUs) on December 12, 2025, as part of her annual director compensation in WD-40 Company stock equivalents.

What is the value of the RSU grant reported by WD-40 director Anne Saunders?

The RSU award to Anne Saunders had an aggregate fair market value of approximately $125,000 on the December 12, 2025 grant date, according to the disclosure.

How many WD-40 equity units does Anne Saunders beneficially own after this transaction?

Following the reported RSU grant, Anne Saunders beneficially owns 3,363 fully vested RSUs that are treated as WD-40 common stock equivalents.

When do Anne Saunders’s WD-40 RSUs vest and how will they be settled?

The newly granted RSUs vest upon grant. After Anne Saunders’s service as a director ends, the RSUs will be settled in WD-40 common stock.

Did the WD-40 Form 4 include any corrections to prior RSU reporting for Anne Saunders?

Yes. The filing notes the fully vested RSUs are adjusted downward by 7 units because a previous year’s grant was reported as 412 units instead of the correct 405.