3 unchanged sentences
The timing and amount of repurchases are based on terms and conditions as may be acceptable to the Company’s Chief Executive Officer and Chief Financial Officer, subject to present loan covenants and in compliance with all laws and regulations applicable thereto.
−Removed: During the period from September 1, 2022 through November 30, 2022, the Company repurchased 22,420 shares at a total cost of $4.1 million under this $75.0 million plan.
−Removed: The following table provides information with respect to all purchases made by the Company during the three months ended November 30, 2022.
+Added: During the period from December 1, 2022 through February 28, 2023, the Company repurchased 9,250 shares at a total cost of $1.6 million under this $75.0 million plan.
+Added: The following table provides information with respect to all purchases made by the Company during the three months ended February 28, 2023.
All purchases listed below were made in the open market at prevailing market prices.
−Removed: Purchase transactions during the first quarter of fiscal year 2023 were executed pursuant to trading plans adopted by the Company pursuant to Rule 10b5-1 and Rule 10b-18 under the Securities Exchange Act of 1934.
+Added: Purchase transactions between December 1, 2022 and January 10, 2023 and between February 14, 2023 and February 28, 2023 were executed pursuant to trading plans adopted by the Company pursuant to Rule 10b5-1 under the Securities Exchange Act of 1934.
Total Shares Purchased
7 unchanged sentences
Plans & Programs
−Removed: September 1 – September 30
−Removed: October 1 – October 31
−Removed: November 1 – November 30
+Added: December 1 – December 31
+Added: January 1 – January 31
+Added: February 1 – February 28
Certificate of Incorporation, incorporated by reference from the Registrant’s Form 10-K filed October 21, 2020, Exhibit 3(a) thereto.
Amended and Restated Bylaws of WD-40 Company, incorporated by reference from the Registrant’s Form 8-K filed August 16, 2018, Exhibit 3.1 thereto.
−Removed: Form of Change in Control Severance Agreement between WD-40 Company and Executive Officers.
+Added: Form of Change in Control Severance Agreement between WD-40 Company and Executive Officers, incorporated by reference from the Registrant’s Form 10-Q filed January 9, 2023, Exhibit 10(a) thereto.
Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
2 unchanged sentences
Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
−Removed: The following materials from WD-40 Company’s Quarterly Report on Form 10-Q for the quarter ended November 30, 2022, formatted in iXBRL (inline eXtensible Business Reporting Language):
+Added: The following materials from WD-40 Company’s Quarterly Report on Form 10-Q for the quarter ended February 28, 2023, formatted in iXBRL (inline eXtensible Business Reporting Language):
(i) the Condensed Consolidated Balance Sheets;
7 unchanged sentences
WD-40 COMPANY
−Removed: January 9, 2023
+Added: April 6, 2023
/s/ STEVEN A.
1 unchanged sentence
(Principal Executive Officer)
−Removed: Vice President, Finance
−Removed: Treasurer and Chief Financial Officer
+Added: Vice President, Finance and
+Added: Chief Financial Officer
/s/ RAE ANN PARTLO
3 unchanged sentences
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.