Valvoline director awarded 4,300 restricted units

Valvoline Inc. director Richard Joseph Freeland received an annual grant of 4,300 restricted stock units on January 28, 2026 under the Valvoline Inc. 2026 Omnibus Incentive Plan.

Accepted by SEC EDGAR 01/29/2026 - 04:26 PM EST Learn about SEC filing dates

Rhea-AI Filing Summary

Valvoline Inc. director Richard Joseph Freeland received an annual grant of 4,300 restricted stock units on January 28, 2026 under the Valvoline Inc. 2026 Omnibus Incentive Plan. These units convert into Valvoline common stock on a one-for-one basis at settlement.

The restricted stock units vest and settle on the first anniversary of the grant date, unless the director elects to defer settlement until separation from service. Following this grant, Freeland beneficially owns 4,300 derivative securities directly.

Insider Trade Summary

Grant/Award: 4,300 shares

Grant/Award 1 txn

Insider Freeland Richard Joseph

Role Director

Type	Security	Shares	Price	Value
Grant/Award	FY 2026 Restricted Stock Units	4,300	$0.00	$0.00

Holdings After Transaction: FY 2026 Restricted Stock Units — 4,300 contracts (Direct)

Holdings Before and After: FY 2026 Restricted Stock Units, 0 to 4,300 contracts (Direct)

Footnotes (3)

1. F1. Restricted stock units convert into Valvoline common stock on a one-for-one basis.
2. F2. Represents annual award of restricted stock units pursuant to the Valvoline Inc. 2026 Omnibus Incentive Plan.
3. F3. The restricted stock units vest and settle on the first anniversary of the grant date, unless the director elects to defer settlement of the award until separation from service.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did Valvoline (VVV) disclose in this Form 4 filing?

Valvoline disclosed that director Richard Joseph Freeland received an annual grant of 4,300 restricted stock units on January 28, 2026. The award was made under the Valvoline Inc. 2026 Omnibus Incentive Plan and is reported as directly owned derivative securities.

How many restricted stock units did Valvoline grant to director Richard Joseph Freeland?

Valvoline granted 4,300 restricted stock units to director Richard Joseph Freeland. The Form 4 shows this as an acquisition of derivative securities priced at $0.00 per unit, with 4,300 derivative securities beneficially owned directly after the reported transaction.

When do Richard Joseph Freeland’s Valvoline restricted stock units vest and settle?

The restricted stock units vest and settle on the first anniversary of the January 28, 2026 grant date. However, the director can elect to defer settlement of the award until separation from service, according to the explanation of responses in the filing.

How do Valvoline’s FY 2026 restricted stock units convert into common stock?

The FY 2026 restricted stock units convert into Valvoline common stock on a one-for-one basis. This means each unit will deliver one share of Valvoline common stock upon settlement, subject to the vesting and any deferral elections described in the filing.

Is the restricted stock unit award part of a Valvoline incentive plan?

Yes. The 4,300 restricted stock units represent an annual award granted under the Valvoline Inc. 2026 Omnibus Incentive Plan. This plan is used to provide equity-based compensation, including restricted stock units, to eligible participants such as directors.

How is Richard Joseph Freeland’s ownership reported after the RSU grant?

After the transaction, Richard Joseph Freeland is shown as beneficially owning 4,300 derivative securities, reported as directly owned. These derivative securities are the FY 2026 restricted stock units that convert into an equal number of Valvoline common shares upon settlement.

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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^*

Freeland Richard Joseph

(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
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
01/28/2026

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 Restricted Stock Units	(1)	01/28/2026		A		4,300(2)		(3)	(3)	Common Stock	4,300	$0	4,300	D

Explanation of Responses:

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

2. Represents annual award of restricted stock units pursuant to the Valvoline Inc. 2026 Omnibus Incentive Plan.

3. The restricted stock units vest and settle on the first anniversary of the grant date, unless the director elects to defer settlement of the award until separation from service.

Remarks:

	/s/ Ian C. Lofwall, Attorney-in-Fact	01/29/2026
	** 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.