ODC · Oil-Dri Corporation of America

The Compensation Committee approved amendments to key executive compensation plans on April 3, 2026, targeting the 2005 Deferred Compensation Plan which covers executive officers and senior managers at salary Grade B or higher. Key changes include refining eligibility to match current salary structures, clarifying separation from service for reduced service levels (permanently to ≤20% of prior 36-month average), and enhancing liquidity by shifting Earnings credits from annual to at least quarterly calculations tied to the Company's long-term borrowing cost plus 1%. These updates modernize the plan's administrative processes. Concurrently, amended forms of restricted stock agreements under the 2006 Long-Term Incentive Plan were approved for various share classes, providing vesting schedules, forfeiture rules upon termination, dividend rights, and tax withholding via share deduction. These forms better reflect current practices, replacing those from the FY2025 10-K, and support ongoing equity-based incentives for employees and directors without altering fundamental terms.