WD-40 Company Appoints New CFO Keith Stauffer

What Happened
WD-40 Company (WDFC) filed an 8-K on Sept. 3, 2026 announcing the appointment of Keith Stauffer, age 57, as Vice President, Global Finance effective Sept. 7, 2026 and Chief Financial Officer effective Nov. 2, 2026. Current CFO Sara K. Hyzer will continue as Vice President, Finance and CFO until Nov. 2, 2026, when she will move into the role of Division President, Americas. Mr. Stauffer joins from Galderma S.A. (CFO, U.S., July 2025–Aug. 2026) and previously served as CFO at TerrAscend Corp. (Apr. 2020–July 2025) with prior senior finance roles at Coty, Hershey, Dell and Procter & Gamble.

Key Details

• Base salary: $525,000 per year.
• Annual cash incentive: eligible for Growth Reward Program with a target of 60% of eligible earnings (max 120%).
• Equity and retention awards: $500,000 in RSUs vesting annually over 3 years; two long‑term performance awards (MSUs $250,000 tied to total shareholder return; PSUs $250,000 tied to a company financial metric) with performance measured after the three‑year periods (vesting determination expected Oct. 2029); plus a one‑time $700,000 RSU grant vesting over 3 years. Awards to be granted under the 2016 Stock Incentive Plan, expected in early October.
• Sign‑on cash payment: approximately $543,000 (includes a tax gross‑up so Mr. Stauffer nets about $338,000 to reimburse a prior employer); payable Sept. 25, 2026 unless deferred. If he voluntarily resigns or is fired for cause before Sept. 6, 2028, he must repay a prorated portion (not to exceed $408,000).
• Other benefits: annual vehicle allowance $19,800; estimated employer profit sharing / 401(k) cost ~$96,000.
• Corporate governance notes: no family relationships or related‑party transactions requiring disclosure; no special arrangements with any other person for the appointment. A press release announcing the hire was furnished as Exhibit 99.1.

Why It Matters
A CFO transition is a material leadership change for investors: WD-40 has structured a phased handover (Hyzer remains CFO until Nov. 2) to help continuity. The compensation package shows a mix of cash, retention RSUs and long‑term performance awards designed to align Mr. Stauffer’s incentives with shareholder returns and company financial goals. The one‑time sign‑on and equity grants represent near‑term costs, while the performance awards will only vest if long‑term targets are met. No related‑party concerns were disclosed. Investors should note the timeline for the leadership change and that the full financial impact depends on future vesting and performance outcomes.