WDFC CFO reports withholding 533 and 455 shares after vesting

WD-40 Company (WDFC) CFO Sara K. Hyzer reported routine tax withholding transactions on 10/27/2025 related to equity vesting.

Rhea-AI Filing Summary

WD-40 Company (WDFC) CFO Sara K. Hyzer reported routine tax withholding transactions on 10/27/2025 related to equity vesting. Two Form 4 code F entries show common shares withheld to cover taxes: 533 shares tied to the vesting of 1,048 RSUs and 455 shares tied to the vesting of 895 MSUs.

Following these transactions, Hyzer’s beneficial ownership stands at 5,735 common shares. Footnotes note additional equity interests: 2,905 unvested RSUs, 71 restricted common shares received upon settlement of PSUs, and 619 shares held in the WD‑40 Company Profit Sharing / 401(k) Plan.

Insider Trade Summary

Exercise Price or Tax Liability: 988 shares

Exercise Price or Tax Liability 2 txns

Insider HYZER SARA KATHLEEN

Role VP, Finance & CFO

Type	Security	Shares	Price	Value
Exercise Price or Tax Liability	Common Stock	533	$0.00	$0.00
Exercise Price or Tax Liability	Common Stock	455	$0.00	$0.00

Holdings After Transaction: Common Stock — 5,735 shares (Direct)

Footnotes (3)

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 1,048 RSUs.
2. F2. Shares withheld pursuant to mandatory provisions of Market Share Unit (MSU) Award Agreement in satisfaction of tax withholding obligations upon vesting of 895 MSUs.
3. F3. Amount reported includes: (i) 2,905 unvested RSUs, (ii) 71 shares of restricted Common Stock received upon settlement of performance stock units or PSUs, and (iii) 619 shares held in Reporting Person's WD-40 Company Profit Sharing / 401(k) Plan account.

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Accepted by SEC EDGAR 10/28/2025 - 07:38 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^*

HYZER SARA KATHLEEN

(Last) (First) (Middle)

C/O: WD-40 COMPANY

9715 BUSINESSPARK AVE.

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	VP, Finance & CFO

3. Date of Earliest Transaction (Month/Day/Year)
10/27/2025

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	10/27/2025		F		533	D	(1)	6,190	D
Common Stock(2)	10/27/2025(2)	(2)	F(2)		455	D	(2)	5,735(3)	D(2)

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 1,048 RSUs.

2. Shares withheld pursuant to mandatory provisions of Market Share Unit (MSU) Award Agreement in satisfaction of tax withholding obligations upon vesting of 895 MSUs.

3. Amount reported includes: (i) 2,905 unvested RSUs, (ii) 71 shares of restricted Common Stock received upon settlement of performance stock units or PSUs, and (iii) 619 shares held in Reporting Person's WD-40 Company Profit Sharing / 401(k) Plan account.

	Ann T. Nguyen, attorney-in-fact for Sara K. Hyzer	10/28/2025
	** 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).
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.