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Valvoline (VVV) awards FY 2026 stock appreciation rights and RSUs to Chief People Officer

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

Rhea-AI Filing Summary

Valvoline Inc. granted new equity awards to its Chief People Officer in connection with FY 2026 compensation. On November 25, 2025, the officer received 6,070 Stock Appreciation Rights with a conversion or exercise price of $31.62, expiring on November 25, 2035. These stock appreciation rights vest over three years: 50% on the first anniversary of the grant date and 25% on each of the second and third anniversaries.

The officer also received 2,570 restricted stock units, each convertible into one share of Valvoline common stock. These restricted stock units vest in three equal annual installments beginning on the first anniversary of the grant date. All derivative securities reported are held as direct ownership by the reporting person.

Positive

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Negative

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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*
Caldwell Jonathan L.

(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 People 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
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 6,070 (1) 11/25/2035 Common Stock 6,070 $0 6,070 D
FY 2026 Restricted Stock Units (2) 11/25/2025 A 2,570 (3) (3) Common Stock 2,570 $0 2,570 D
Explanation of Responses:
1. 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.
2. Restricted stock units convert into Valvoline common stock on a one-for-one basis.
3. 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 equity awards did Valvoline Inc (VVV) grant in this Form 4?

The filing reports that Valvoline granted its Chief People Officer 6,070 FY 2026 Stock Appreciation Rights with a $31.62 exercise price and 2,570 FY 2026 restricted stock units, all relating to Valvoline common stock.

Who is the reporting person in Valvoline Inc (VVV)'s latest Form 4?

The reporting person is an officer of Valvoline Inc, serving as Chief People Officer, and the form indicates that it is filed by one reporting person with direct ownership of the reported derivative securities.

When were the new Valvoline (VVV) stock appreciation rights and RSUs granted?

Both the FY 2026 Stock Appreciation Rights and the FY 2026 restricted stock units were granted on November 25, 2025, which is listed as the transaction date for each derivative security.

What is the vesting schedule for the Valvoline (VVV) FY 2026 Stock Appreciation Rights?

According to the explanation of responses, 50% of the Stock Appreciation Rights vest on the first anniversary of the grant date, and 25% vest on each of the second and third anniversaries of the grant date.

How do the Valvoline (VVV) FY 2026 restricted stock units work?

The filing states that the restricted stock units convert into Valvoline common stock on a one-for-one basis. They vest in three equal annual installments beginning on the first anniversary of the grant date.

What is the expiration date of the Valvoline (VVV) FY 2026 Stock Appreciation Rights?

The FY 2026 Stock Appreciation Rights reported in the filing have an expiration date of November 25, 2035, as shown in the derivative securities table.

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