[Form 4] Valvoline Inc. Insider Trading Activity

Rhea-AI Filing Summary

Valvoline Inc. reporting person Lori Ann Flees acquired 46 deferred stock units under the Valvoline Inc. 2016 Deferred Compensation Plan on 08/21/2025 at an indicated unit value of $38.88. Each unit converts to one share of Valvoline common stock when distributed from the plan. After the reported acquisition, the reporting person beneficially owns 10,020 shares of common stock directly. Units were acquired through salary deferral and become payable upon death, disability, separation from service or an unforeseeable emergency, per the plan terms. The Form 4 was signed by an attorney-in-fact on 08/22/2025.

Positive

• Disclosure complies with Section 16 reporting and identifies the reporting person as President & CEO and Director.
• Compensation alignment: Acquisition via salary deferral converts to share units, aligning executive pay with shareholder interest.

Negative

• None.

Insights

Financial Analyst

TL;DR: Routine executive salary deferral converted into 46 deferred stock units, reflecting compensation alignment without material market impact.

The reported transaction documents a salary deferral into deferred stock units rather than an open-market purchase or sale. The size of the grant—46 units—appears modest relative to the total reported direct holdings of 10,020 shares. There is no indication of option exercises, cash sales, or other liquidity events. For investors, this is a routine insider compensation transaction that preserves alignment between management and shareholders but does not represent a material change to outstanding share counts or immediate selling pressure.

Corporate Governance Expert

TL;DR: Transaction reflects standard deferred compensation governance, with clear distribution triggers under the company plan.

The filing identifies the transaction as salary deferral into the 2016 Deferred Compensation Plan with standard payout triggers—death, disability, separation, or unforeseeable emergency. The form is complete with reporting person relationship (President & CEO and Director) and a signed filing by an attorney-in-fact. From a governance perspective, disclosures are consistent with Section 16 requirements and show appropriate transparency on insider holdings and plan-based awards.

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
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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^*

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)
08/21/2025

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)	08/21/2025		A		46(2)		(3)	(3)	Common Stock	46	$38.88	10,020	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	08/22/2025
	** 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 did Lori Ann Flees report on Valvoline (VVV) Form 4?

The Form 4 reports acquisition of 46 deferred stock units under Valvoline's 2016 Deferred Compensation Plan on 08/21/2025.

How many Valvoline (VVV) common shares does the reporting person beneficially own after the transaction?

The reporting person beneficially owns 10,020 shares of Valvoline common stock following the reported transaction.

What is the per-unit value shown for the deferred stock units on the Form 4?

The Form 4 lists a value of $38.88 per unit for the deferred stock units.

When do the deferred stock units become payable according to the filing?

Units become payable upon death, disability, separation from service, or an unforeseeable emergency as defined by the Deferred Compensation Plan.

Who signed the Form 4 and when was it signed?

The Form 4 was signed by /s/ Ian C. Lofwall, Attorney-in-Fact on 08/22/2025.