WD 40 CO 10-Q

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds On June 16, 2025, the Board approved the extension of the expiration date to August 31, 2026 for the 2023 Repurchase Plan, which became effective on September 1, 2023 and was set to expire August 31, 2025. We are authorized to acquire up to $50.0 million of our outstanding shares through this expiration date of August 31, 2026, of which $21.8 million remains available for the repurchase of shares of common stock as of November 30, 2025. 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. During the three months ended November 30, 2025, the Company repurchased 39,500 shares at an average price of $197.45 per share, for a total cost of $7.8 million under this $50.0 million plan. The following table provides information with respect to all purchases made by the Company during the three months ended November 30, 2025. All purchases listed below were made in the open market at prevailing market prices and were executed pursuant to trading plans adopted by the Company pursuant to Rule 10b5-1 under the Exchange Act. Total # of Shares Purchased Average Price Paid Per Share Total Shares Purchased as Part of Publicly Announced Plans & Programs Max $ Value of Shares That May Yet Be Purchased Under the Plans & Programs Period September 1 – September 30 — $ — — $ 29,591,825 October 1 – October 31 10,000 $ 197.10 10,000 $ 27,620,812 November 1 – November 30 29,500 $ 197.57 29,500 $ 21,792,437 39,500 $ 197.45 39,500