Form 4: Clorox Director Increases Stake via Deferred Stock Units

Clorox Director Spencer C. Fleischer expanded his beneficial ownership by acquiring additional deferred stock units through dividend reinvestment and quarterly director fees.

Summary

• Spencer C. Fleischer, a Director of The Clorox Company (CLX), reported changes in his beneficial ownership of the company's securities.
• On August 29, 2025, Mr. Fleischer acquired 192.9623 Deferred Stock Units (DSUs) through dividend reinvestment, pursuant to the Independent Directors' Deferred Compensation Plan.
• On September 30, 2025, an additional 212.8954 DSUs were received in lieu of quarterly director's fees.
• Following these transactions, Mr. Fleischer beneficially owns a total of 18,799.5242 Deferred Stock Units.
• Each DSU is convertible on a 1-for-1 basis into Clorox Common Stock and will be settled upon the reporting person's retirement or other termination of service as a Director.

Sentiment

Score: 6

Explanation: The filing indicates a routine increase in insider ownership through compensation and dividend reinvestment, which is a minor positive for investor confidence as it shows continued alignment of a director's interests with shareholders.

Positives

• A Director increasing their beneficial ownership, even through routine compensation and dividend reinvestment, can signal continued confidence in the company's long-term prospects.
• The use of Deferred Stock Units aligns the director's interests with those of long-term shareholders, as the value is tied to the company's stock performance.

Future Outlook

The Deferred Stock Units will be settled 100% in Clorox common stock in connection with the reporting person's retirement or other termination of service as a Director.

Industry Context

The acquisition of deferred stock units as part of director compensation and through dividend reinvestment is a common practice in publicly traded companies. This method aligns the interests of board members with long-term shareholder value by tying a portion of their compensation to the company's stock performance.

Comparison to Industry Standards

• The practice of compensating directors with deferred stock units is a standard corporate governance mechanism across various industries, including consumer goods, to foster alignment between board members and shareholders.
• Dividend reinvestment plans for equity compensation are also common, allowing directors to increase their stake without direct cash outlay, further strengthening their vested interest in the company's success.

Related Party Transactions

• The receipt of Deferred Stock Units in lieu of quarterly director's fees constitutes a related party transaction, which is a standard component of director compensation.

Stakeholder Impact

• Shareholders: Increased alignment of a director's financial interests with long-term shareholder value due to stock-based compensation.

Next Steps

• Settlement of the Deferred Stock Units into Clorox common stock upon the director's retirement or termination of service.

Key Dates

Recommendation

This Form 4 details routine insider transactions related to director compensation and dividend reinvestment. It does not provide new material information that would fundamentally alter the investment thesis for Clorox, thus a 'hold' recommendation is appropriate based solely on this filing.

Keywords

Clorox, CLX, Spencer C. Fleischer, Director, Deferred Stock Units, Insider Transaction, SEC Form 4, Dividend Reinvestment, Director Compensation