Every 8-K that Valvoline Inc. (VVV) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A 8-K covers material events a company has to report between its quarterly reports, so if you follow VVV and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full VVV filings page.
Valvoline Inc. (VVV) closed a notes offering of $600 million aggregate principal amount of 6.125% senior notes due August 15, 2034. The notes are unsubordinated, unsecured obligations of Valvoline and are guaranteed on an unsubordinated unsecured basis by subsidiaries that guarantee its existing senior secured credit facilities or 3.625% senior notes due 2031.
Valvoline intends to use the net proceeds to repay in full its senior secured term loan A facility, partially repay its senior secured term loan B facility, pay related fees and expenses, and any remainder for general corporate purposes. The notes were issued in a private offering to qualified institutional buyers and to non-U.S. persons under Regulation S, under an Indenture with U.S. Bank Trust Company, National Association.
On the same date, Valvoline entered into Amendment No. 2 to its Second Amended and Restated Credit Agreement. The amendment increases revolving credit facility availability from $475 million to $600 million, reduces pricing, and extends the facility’s maturity to a date five years after August 24, 2026. It also raises the maximum consolidated net leverage ratio from 4.50:1.00 to 5.00:1.00, stepping down to 4.75:1.00 and 4.50:1.00 in the third and fourth year, and allows an additional 0.50:1.00 increase after a material acquisition.
Valvoline Inc. is undertaking a coordinated refinancing, issuing $600,000,000 aggregate principal amount of 6.125% senior notes due 2034 in a private offering to qualified institutional buyers and certain non‑U.S. persons. The notes are unsubordinated unsecured obligations and will be guaranteed on a similar basis by subsidiaries that guarantee existing senior secured credit facilities or the 2031 notes. Closing is expected on August 24, 2026, subject to customary conditions.
Valvoline intends to use the net proceeds to repay in full its senior secured term loan A facility, partially repay its senior secured term loan B facility, and pay related fees and expenses, with any remainder for general corporate purposes. In addition, it plans a Credit Facilities Amendment to increase revolving credit availability from $475 million to $600 million, reduce pricing, and extend maturity to five years after the amendment effective date, although definitive documentation has not yet been executed and the notes offering is not conditioned on that amendment.
Valvoline Inc. reported strong third-quarter 2026 results, with net revenues of $544.6 million, up 24% from a year earlier. Income from continuing operations was $65.0 million, and diluted EPS rose 16% to $0.51. Adjusted EBITDA increased 25% to $162.4 million, while system-wide same-store sales grew 8.0% and total system-wide sales reached $1.05 billion. The network added 47 net stores in the quarter, bringing the system-wide count to 2,456.
For the first nine months of 2026, operating cash flows from continuing operations rose to $284.6 million and free cash flow from continuing operations to $112.3 million. Total debt was $1.6 billion, including a $50 million voluntary prepayment on Term Loan A. Valvoline raised its full-year 2026 outlook, increasing guidance for system-wide same-store sales growth to 7.5%-8%, net revenues to $2.05-$2.1 billion, adjusted EBITDA to $550-$560 million, and adjusted EPS to $1.70-$1.75, while trimming expected capital expenditures to $240-$260 million.
Valvoline Inc. elected Katherine Fogertey and Scott Mezvinsky to its Board of Directors effective July 22, 2026. Fogertey will serve on the Audit Committee, and Mezvinsky will serve on the Governance & Nominating Committee as non-employee directors.
Under the non-employee director compensation program, each is eligible for a $100,000 annual cash retainer, paid quarterly, and an annual equity retainer of restricted stock units valued at $135,000, pro-rated for partial-year service. The Compensation Committee granted pro-rated RSU awards with a grant-date value of $70,644 on July 22, 2026, vesting in full on July 22, 2027, subject to continued Board service. The company states there are no reportable related-party transactions and attaches a press release as Exhibit 99.1.
Valvoline Inc. entered into Amendment No. 1 to its Second Amended and Restated Credit Agreement on June 30, 2026. The amendment refinances all existing Term B Loans into a new class of refinancing term loans while keeping the total debt level unchanged at $738,150,000 of Refinanced Term B Loans.
At Valvoline’s option, these loans now bear interest at either adjusted term SOFR plus 1.75% per year or a base rate plus 0.75% per year. The loans continue to amortize quarterly at 0.25% of the aggregate principal amount starting September 30, 2026, with the remaining balance due on the Term B Facility’s unchanged maturity date, seven years after December 1, 2025. Certain repricing transactions within six months of the amendment are subject to a 1.00% prepayment premium, and all other material credit agreement terms remain the same.
Valvoline Inc. reported a strong second quarter for the period ended March 31, 2026, highlighted by solid growth in sales and profits. Net revenues reached $503.8 million, an increase of 25% from a year earlier, driven by higher system-wide store sales and continued network expansion.
Income from continuing operations was $45.3 million, up 18%, with diluted EPS of $0.35, a 17% increase. Adjusted EBITDA rose 28% to $133.6 million, and adjusted EPS climbed 21% to $0.41, reflecting operating leverage and cost discipline.
System-wide same-store sales grew 8.2%, while total system-wide store sales advanced 20% to $986.6 million. The network added 29 net stores in the quarter, bringing the system-wide store count to 2,409. Year-to-date operating cash flow from continuing operations was $160.2 million, supporting free cash flow of $45.0 million.
Management updated its fiscal 2026 outlook, raising guidance for system-wide same-store sales growth to a range of 5%–6.5%. The company now expects adjusted EBITDA between $540 million and $560 million and adjusted EPS between $1.65 and $1.75, above prior ranges. The balance sheet showed cash and cash equivalents of $84.7 million and total debt of about $1.7 billion, reflecting acquisition activity and growth investments.
Valvoline Inc. appointed Jordan M. Denny as Chief Accounting Officer and Controller effective March 6, 2026. He succeeds Dione R. Sturgeon, who moved to the role of Vice President, Treasurer and Tax. Denny has held various finance, treasury and development positions at Valvoline since 2013.
Denny’s annual base salary is $319,520, with a target incentive equal to 40% of base pay under the Valvoline Incentive Plan. For fiscal 2026 he received a $125,000 equity grant, split evenly between time-based restricted stock units and performance stock units. Valvoline states there are no related-party transactions or family relationships involving Denny that require disclosure.
Valvoline Inc. furnished an 8-K to announce that it has issued a press release with its financial results for the first quarter ended December 31, 2025. The earnings press release, dated February 4, 2026, is provided as Exhibit 99.1 and is available on Valvoline’s investor website, along with a webcast and slide presentation.
Valvoline Inc. reported the results of its 2026 Annual Meeting of Shareholders held on January 28, 2026. Shareholders approved the new Valvoline Inc. 2026 Omnibus Incentive Plan, which replaces the 2016 Valvoline Inc. Incentive Plan for future equity and incentive awards.
A total of 117,276,828 shares of common stock, representing 92.2% of the 127,241,976 shares outstanding and eligible to vote, were represented in person or by proxy. All director nominees were elected, each receiving over 104 million votes in favor, with routine broker non-votes recorded.
Shareholders also ratified Ernst & Young LLP as independent registered public accounting firm for fiscal 2026 with 116,430,634 votes in favor. The advisory vote to hold executive compensation votes every year was approved, and the 2026 Omnibus Incentive Plan itself received 98,126,370 votes in favor versus 12,583,171 against.
Valvoline Inc. reported that, effective December 29, 2025, Senior Vice President Mary E. Meixelsperger retired from the Company. She previously served as Valvoline’s Chief Financial Officer from June 2016 through May 19, 2025, before continuing in a senior leadership role. The Company acknowledged and appreciated her long tenure and contributions and extended best wishes for her retirement.
Valvoline Inc. announced that it is hosting an Investor Update in New York on December 11, 2025. During this event, the company plans to share information about its business, long-term strategy, and outlook with investors. The presentation materials are provided as an exhibit to the report.
The Investor Update is being webcast live through Valvoline’s investor relations website, with a replay available shortly after the event. The company also includes the usual caution that the presentation contains forward-looking statements, covering topics such as the acquisition of Breeze Autocare and its Oil Changers stores, growth strategy, capital allocation, leverage targets, and other expectations for future performance.
Valvoline Inc. entered into an incremental amendment to its credit agreement to add a new $740 million senior secured term loan B facility and used it to help fund a major acquisition. The incremental term loan was drawn in full on December 1, 2025, bears interest at adjusted term SOFR plus 2.000% or an alternate base rate plus 1.000%, amortizes at 0.25% per fiscal quarter, and matures seven years after closing. It is guaranteed by many of Valvoline’s subsidiaries and secured by a first-priority lien on substantially all of their personal property.
On the same date, Valvoline closed its previously announced acquisition of OC IntermediateCo, Inc., which owns and operates the Breeze Autocare business, including Oil Changers quick lube stores, for a net purchase price of $593 million, subject to customary adjustments. Immediately after closing, Valvoline divested 45 Breeze Autocare stores to Main Street Auto Express Oil, LLC, as required under a Federal Trade Commission order to obtain clearance for the deal. The acquisition was financed with borrowings under the new incremental term facility.
Valvoline Inc. announced upcoming changes to its Board of Directors. Long‑time directors Mary J. Twinem, Chair of the Audit Committee, and Vada O. Manager, Chair of the Governance and Nominating Committee, informed the Board that they will retire and will not stand for reelection at the company’s 2026 Annual Meeting of Shareholders.
The company also disclosed that the Board has nominated Janet Wong and Chris Carr to stand for election to the Board at the same 2026 Annual Meeting. Valvoline expressed strong appreciation for the service and leadership of Ms. Twinem and Mr. Manager and noted that their retirements are not the result of any disagreement with the company.
Valvoline Inc. (VVV) filed a current report to announce that it issued an earnings press release covering its fourth quarter and fiscal year ended September 30, 2025. The press release is furnished as Exhibit 99.1 and provides the detailed financial results.
Valvoline also states that, on November 19, 2025, it will make the earnings release, along with a webcast and slide presentation related to those results, available on its investor website. The information in this report and Exhibit 99.1 is being furnished, not filed, under the securities laws, which limits its use for certain legal liability and incorporation-by-reference purposes.
Valvoline Inc. amended the merger agreement to acquire Breeze Autocare, which operates Oil Changers stores, to provide additional time for regulatory review. The First Amendment, dated August 11, 2025, extends the Merger Agreement termination date to the later of November 15, 2025 or the date of Closing provided all closing conditions are satisfied on or prior to November 15, 2025, and revises the Closing mechanics to occur on the fifteenth day after all Closing conditions are satisfied. The original Merger Agreement was entered on February 17, 2025, and the parties received an FTC Second Request on April 9, 2025. The amendment preserves the transaction timetable while the parties continue constructive discussions with the FTC.