WD 40 CO withholds 34 Giordano shares for taxes

Giordano's reported 563-share direct position includes 359 unvested RSUs and 21 restricted common shares from performance-unit settlement.

Rhea-AI Filing Summary

WDFC VP, Corporate Controller & CAO Nicholas Daniel Giordano had 34 shares withheld on October 26, 2026, to satisfy tax withholding obligations upon vesting of 90 RSUs. His reported direct position following the transaction was 563 shares, including 359 unvested RSUs and 21 restricted common shares received upon settlement of performance share units.

Insider Trade Summary

Tax Withholding: 34 shares

Tax Withholding 1 txn

Insider GIORDANO NICHOLAS DANIEL

Role VP, Corporate Controller & CAO

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock F1, F2	34	--	--

Holdings After Transaction: Common Stock — 563 shares (Direct)

Footnotes (2)

1. F1. Shares withheld pursuant to mandatory provisions of Restricted Stock Unit (RSU) Award Agreement(s) in satisfaction of tax withholding obligations upon vesting of 90 RSUs.
2. F2. Amount reported includes: (i) 359 unvested RSUs, and (ii) 21 shares of restricted Common Stock received upon settlement of performance share units.

Key Figures

Shares withheld: 34 shares RSUs vesting: 90 RSUs Direct shares following transaction: 563 shares +2 more

5 metrics

Shares withheld 34 shares For tax withholding upon vesting of 90 RSUs on October 26, 2026.

RSUs vesting 90 RSUs The tax withholding obligation related to their vesting.

Direct shares following transaction 563 shares Giordano's reported direct position following the transaction.

Unvested RSUs 359 RSUs Included in the reported amount following the transaction.

Restricted common shares 21 shares Received upon settlement of performance share units and included in the reported amount.

Key Terms

Restricted Stock Unit (RSU) Award Agreement(s), performance share units, tax withholding obligations

3 terms

Restricted Stock Unit (RSU) Award Agreement(s) financial

"mandatory provisions of Restricted Stock Unit (RSU) Award Agreement(s)"

performance share units financial

"upon settlement of performance share units"

Performance share units are a type of company stock award given to employees that depend on the company meeting specific goals or targets. If these goals are achieved, the employee receives shares or the value of shares; if not, they may receive little or no compensation. This aligns employees’ interests with the company's success and encourages performance that benefits investors.

tax withholding obligations financial

"in satisfaction of tax withholding obligations upon vesting"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many WDFC shares were withheld for taxes?

Giordano had 34 shares withheld on October 26, 2026, to satisfy tax withholding obligations upon vesting of 90 RSUs.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 10/27/2026 - 04:26 PM EDT Accepted by SEC EDGAR 10/27/2026 - 04:26 PM EDT Learn about SEC filing dates

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^*

GIORDANO NICHOLAS DANIEL

(Last) (First) (Middle)

C/O: WD-40 COMPANY

9715 BUSINESSPARK AVENUE

(Street)

SAN DIEGO CALIFORNIA 92131

(City) (State) (Zip)

UNITED STATES

(Country)

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

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	VP, Corporate Controller & CAO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
10/26/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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	10/26/2026		F		34	D	(1)	563(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. Shares withheld pursuant to mandatory provisions of Restricted Stock Unit (RSU) Award Agreement(s) in satisfaction of tax withholding obligations upon vesting of 90 RSUs.

2. Amount reported includes: (i) 359 unvested RSUs, and (ii) 21 shares of restricted Common Stock received upon settlement of performance share units.

	Ann T. Nguyen, as attorney-in-fact for Nicholas D. Giordano	10/27/2026
	** 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.
* Form 4: SEC 1474 (03-26)