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VVV Insider Filing: Lori Ann Flees Adds 46 Deferred Units

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Lori Ann Flees, who serves as Valvoline Inc.'s President & CEO and a director, acquired 46 deferred stock units on 08/07/2025 under the Valvoline Inc. 2016 Deferred Compensation Plan by salary deferral. Each unit represents a contingent right to receive one share of Valvoline common stock upon distribution from the plan.

The filing reports 9,974 derivative securities beneficially owned following the transaction. The units become payable only upon an unforeseeable emergency, the reporting person’s death, disability, or separation from service, per the plan terms. The Form 4 was signed by an attorney-in-fact on 08/08/2025.

Positive

  • None.

Negative

  • None.

Insights

TL;DR: Routine salary deferral of equity by the CEO; transaction appears immaterial to market valuation.

The filing documents a salary deferral that converted compensation into 46 deferred stock units on 08/07/2025 and reports 9,974 derivative securities owned after the transaction. Because this is a plan-driven deferral (not an open-market purchase or sale) and the number of units acquired is small relative to the total reported holdings, the direct market impact is likely limited. The units are contingently payable under specific plan events, which reduces immediate liquidity implications.

TL;DR: Insider participation in the deferred compensation plan shows management alignment, filing is standard and disclosure-compliant.

The report shows the CEO and director participating in the company’s 2016 Deferred Compensation Plan through salary deferral, acquiring 46 deferred stock units. The filing discloses that each unit converts to one share upon distribution and details the triggering events for payment (unforeseeable emergency, death, disability, separation). The Form 4 is signed by an attorney-in-fact, indicating procedural handling consistent with routine insider filings.

Insider Flees Lori Ann
Role President & CEO
Type Security Shares Price Value
Grant/Award Deferred Stock Units 46 $38.74 $2K
Holdings After Transaction: Deferred Stock Units — 9,974 shares (Direct)
Footnotes (1)
  1. Each unit represents a contingent right to receive one share of Valvoline common stock upon distribution from the Valvoline Inc. 2016 Deferred Compensation Plan for Employees (the "Deferred Compensation Plan"). Represents the number of deferred stock units acquired by the reporting person under the Deferred Compensation Plan through salary deferral. Shares of Valvoline Common Stock become payable in respect of the units upon the event of an unforeseeable emergency (as defined in the Deferred Compensation Plan) or the Reporting Person's death, disability or separation from service, in accordance with the terms of the Deferred Compensation Plan.
Form 4 Insider Transactions: What Each Field Means →
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
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
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*
Flees Lori Ann
(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)
X Director 10% Owner
X Officer (give title below) Other (specify below)
President & CEO
3. Date of Earliest Transaction (Month/Day/Year)
08/07/2025
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
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
Deferred Stock Units (1) 08/07/2025 A 46(2) (3) (3) Common Stock 46 $38.74 9,974 D
Explanation of Responses:
1. Each unit represents a contingent right to receive one share of Valvoline common stock upon distribution from the Valvoline Inc. 2016 Deferred Compensation Plan for Employees (the "Deferred Compensation Plan").
2. Represents the number of deferred stock units acquired by the reporting person under the Deferred Compensation Plan through salary deferral.
3. Shares of Valvoline Common Stock become payable in respect of the units upon the event of an unforeseeable emergency (as defined in the Deferred Compensation Plan) or the Reporting Person's death, disability or separation from service, in accordance with the terms of the Deferred Compensation Plan.
Remarks:
/s/ Ian C. Lofwall, Attorney-in-Fact 08/08/2025
** 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.

Source: View Original Filing on SEC EDGAR

FAQ

What transaction did Lori Ann Flees report on Form 4 for Valvoline (VVV)?

The filing reports that Lori Ann Flees acquired 46 deferred stock units on 08/07/2025 under the Valvoline Inc. 2016 Deferred Compensation Plan via salary deferral.

How many deferred stock units does the reporting person own after the transaction (VVV)?

The Form 4 shows 9,974 derivative securities beneficially owned following the reported transaction.

When was the Form 4 transaction and who signed the filing (VVV)?

The transaction date is 08/07/2025 and the Form 4 was signed by attorney-in-fact Ian C. Lofwall on 08/08/2025.

What do the deferred stock units represent under the plan (VVV)?

Each deferred stock unit represents a contingent right to receive one share of Valvoline common stock upon distribution from the Deferred Compensation Plan.

Under what conditions are the deferred stock units payable (VVV)?

The units become payable upon an unforeseeable emergency, the reporting person’s death, disability, or separation from service, as described in the plan.

What price is listed for the deferred units in the filing (VVV)?

The Form 4 lists a price of $38.74 associated with the derivative reporting row.