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BCS

Current Report · Items 5.07, 8.01, 9.01 · 8-K

WD-40 Company

WDFCNASDAQEQUITYCurrent

Submission of Matters to a Vote of Security Holders · Other Events

Item 5.07. Submission of Matters to a Vote of Security Holders. On December 12, 2025, WD-40 Company (“Company”) held its Annual Meeting of Stockholders (“Annual Meeting”) in a virtual meeting format via webcast.…

Filed Dec 16, 2025Accepted Dec 16, 2025, 4:07 PM ESTCIK 105132Accession 0000105132-25-000130
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Company context

WD-40 Company is a global marketing organization dedicated to creating positive lasting memories by developing and selling products that solve problems in workshops, factories, and homes around the world. The Company owns a wide range of well-known brands that include maintenance products and homecare and cleaning products: WD-40® Multi-Use Product, WD-40 Specialist®, 3-IN-ONE®, GT85®, 2000 Flushes®, no vac®, Spot Shot®, Lava®, Solvol®, X-14®, and Carpet Fresh®.

Current securities

Recent company filings

  1. ARS filingOct 30, 2026
  2. DEFA14A filingOct 30, 2026
  3. DEF 14A filingOct 30, 2026
  4. 10-K filingOct 26, 2026
  5. Results of Operations and Financial ConditionOct 21, 2026

Disclosure sections

Items 5.07, 8.01, 9.01

Select an item to read the extracted section. The as-filed document remains the primary evidence.

Item 5.07Item 5.07 - Submission of Matters to Vote
Item 5.07. Submission of Matters to a Vote of Security Holders. On December 12, 2025, WD-40 Company (“Company”) held its Annual Meeting of Stockholders (“Annual Meeting”) in a virtual meeting format via webcast. At the Annual Meeting, the holders of 12,028,211 shares of common stock, which represent over 88% of 13,527,835 outstanding shares entitled to vote as of the record date of October 15, 2025, were represented virtually or by proxy. The proposals are described in more detail in the Company’s Definitive Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission on October 31, 2025. The matters voted upon at the Annual Meeting and the voting results are set forth below. 1. Election of Directors: The Company’s stockholders elected the following directors to each serve until the next Annual Meeting or until a successor is duly elected and qualified. The voting results were as follows: Name Votes For Votes Against Abstain Broker Non-Votes ──────────────────────────────────────────────────────────────────────────────────────────────── Steven A. Brass 10,298,848 90,980 20,939 1,617,444 Cynthia B. Burks 10,296,913 102,981 10,873 1,617,444 Daniel T. Carter 10,218,517 182,163 10,087 1,617,444 Eric P. Etchart 10,292,921 107,705 10,141 1,617,444 Lara L. Lee 10,273,870 113,532 23,365 1,617,444 Edward O. Magee, Jr. 10,301,778 98,363 10,626 1,617,444 Graciela I. Monteagudo 10,278,429 105,711 26,627 1,617,444 David B. Pendarvis 10,287,572 100,232 22,963 1,617,444 Anne G. Saunders 10,202,293 194,176 14,298 1,617,444 2. Advisory Vote to Approve Executive Compensation: The Company’s stockholders approved, by advisory vote, the compensation paid to the Company’s named executive officers. The voting results were as follows: Votes For Votes Against Abstain Broker Non-Votes ──────────────────────────────────────────────────────────────────── 10,169,136 204,706 36,925 1,617,444 3. Ratification of Appointment of Independent Registered Public Accounting Firm: The Company’s stockholders ratified the selection of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending August 31, 2026. The voting results were as follows: Votes For Votes Against Abstain ────────────────────────────────────────────── 11,822,758 192,808 12,645 There were no broker non-votes on this proposal.
Item 8.01Item 8.01 - Other Events
Item 8.01. Other Events. On December 10, 2025, the Company issued a press release announcing that the Board of Directors declared a quarterly dividend of $1.02 per share on the Company’s common stock, reflecting an increase of more than 8% compared to the previous quarter’s dividend. The dividend is payable January 30, 2026 to stockholders of record at the close of business on January 16, 2026. The Company also announced that it had scheduled its first fiscal quarter 2026 earnings conference call to be held on January 8, 2026 at 2:00 p.m., PST. The full text of the press release is furnished herewith as Exhibit 99.1, and the press release is incorporated herein by reference. The information in Item 8.01, including Exhibit 99.1, is not deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (“Exchange Act”), or otherwise subject to the liabilities of that Section and is not deemed incorporated by reference into any of the Company’s filings under the Exchange Act or the Securities Act of 1933, as amended, whether made before or after the date hereof, regardless of any general incorporation language in such a filing, except as shall be expressly set forth by specific reference in such filing.
Filed exhibits (1)
EX-99.1 (by filename) ex991_.htm

EX-99.1 2 ex991_.htm EX-99.1 Document EXHIBIT 99.1 FOR IMMEDIATE RELEASE Media and Investor Contact: Wendy Kelley investorrelations@wd40.com +1-619-275-9304 WD-40 Company Increases Quarterly Dividend and Schedules First Quarter 2026 Earnings Conference Call SAN DIEGO - December 10, 2025 ― WD-40 Company (NASDAQ:WDFC) today announced that its board of directors declared on Wednesday, December 10, 2025, a quarterly dividend of $1.02 per share reflecting an increase of more than 8 percent compared to the previous quarter’s dividend. The quarterly dividend is payable January 30, 2026 to stockholders of record at the close of business on January 16, 2026. The Company also announced that it has scheduled its first quarter 2026 earnings conference call for Thursday, January 8, 2026, at 2:00 p.m. PST. On this call, management will discuss financial results, business developments, and other matters affecting the Company. Other forward-looking or material information may also be discussed. A live webcast of the earnings conference call will be available on the Company’s investor relations website at http://investor.wd40company.com. The webcast will be archived and available on …

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