Valvoline (NYSE: VVV) officer reports stock sale and new 2026 equity grants

Rhea-AI Filing Summary

Valvoline Inc. reported a Form 4 transaction by its Chief Legal Officer. On 11/26/2025, the officer sold 3,200 shares of Valvoline common stock at $31.88 per share, and held 17,251 shares directly afterward, plus 3,048 shares indirectly through the Valvoline 401(k) Plan.

On 11/25/2025, the officer also received FY 2026 equity awards. These included 7,940 stock appreciation rights with a $31.62 exercise price, expiring 11/25/2035, and 3,360 restricted stock units that convert into common stock on a one-for-one basis and vest in three equal annual installments beginning on the first anniversary of the grant date.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

O'Daniel Julie Marie

(Last) (First) (Middle)

100 VALVOLINE WAY, SUITE 100

(Street)

LEXINGTON KY 40509

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
VALVOLINE INC [ VVV ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Legal Officer

3. Date of Earliest Transaction (Month/Day/Year)
11/25/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	11/26/2025		S		3,200	D	$31.88	17,251	D
Common Stock								3,048(1)	I	By 401(k) Plan

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
FY 2026 Stock Appreciation Right	$31.62	11/25/2025		A		7,940		(2)	11/25/2035	Common Stock	7,940	$0	7,940	D
FY 2026 Restricted Stock Units	(3)	11/25/2025		A		3,360		(4)	(4)	Common Stock	3,360	$0	3,360	D

Explanation of Responses:

1. Represents the approximate number of shares of Valvoline common stock held by the Reporting Person in the Valvoline 401(k) Plan based on the closing price of Valvoline common stock on the earliest Transaction Date.

2. Fifty percent (50%) of the Stock Appreciation Rights vested on the first anniversary of the grant date and 25% vested on each of the second and third anniversaries of the grant date.

3. Restricted stock units convert into Valvoline common stock on a one-for-one basis.

4. The restricted stock units vest in three equal annual installments beginning on the first anniversary of the grant date.

Remarks:

	/s/ Ian C. Lofwall, Attorney-in-Fact	11/28/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transaction did Valvoline (VVV) report in this Form 4?

The Chief Legal Officer of Valvoline Inc. reported selling 3,200 shares of Valvoline common stock on 11/26/2025 at a price of $31.88 per share.

How many Valvoline (VVV) shares does the officer own after the reported sale?

After the sale, the officer beneficially owned 17,251 shares of Valvoline common stock directly and 3,048 shares indirectly through the Valvoline 401(k) Plan.

What stock appreciation rights were granted to the Valvoline (VVV) officer?

The officer received 7,940 FY 2026 stock appreciation rights with an exercise price of $31.62, expiring on 11/25/2035. Fifty percent vest on the first anniversary of the grant date, and 25% on each of the second and third anniversaries.

What restricted stock units were granted to the Valvoline (VVV) officer?

The officer was granted 3,360 FY 2026 restricted stock units, which convert into Valvoline common stock on a one-for-one basis and vest in three equal annual installments starting on the first anniversary of the grant date.

What is the officers role at Valvoline (VVV)?

The reporting person is an officer of Valvoline Inc., serving as the Chief Legal Officer.

Are the derivative awards to the Valvoline (VVV) officer granted at a cost?

The FY 2026 stock appreciation rights and restricted stock units reported here have a price listed as $0 for the derivative securities, reflecting their nature as equity awards.