Valvoline (NYSE: VVV) CEO receives 59,750 SARs and 25,290 RSUs

Rhea-AI Filing Summary

Valvoline Inc. reported an equity compensation grant to its President & CEO, who is also a director, in a Form 4 filing. On 11/25/2025, the executive received 59,750 FY 2026 stock appreciation rights with an exercise price of $31.62 per share, expiring on 11/25/2035. Fifty percent of these rights vested on the first anniversary of the grant date, with 25% vesting on each of the second and third anniversaries.

The executive also received 25,290 FY 2026 restricted stock units, which convert into Valvoline common stock on a one-for-one basis. These restricted stock units vest in three equal annual installments beginning on the first anniversary of the grant date. Following the transactions, the derivative securities are reported as held in direct ownership.

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)
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		59,750		(1)	11/25/2035	Common Stock	59,750	$0	59,750	D
FY 2026 Restricted Stock Units	(2)	11/25/2025		A		25,290		(3)	(3)	Common Stock	25,290	$0	25,290	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 insider transaction did Valvoline (VVV) disclose in this Form 4?

Valvoline disclosed that its President & CEO, who is also a director, received equity awards consisting of FY 2026 stock appreciation rights and restricted stock units on 11/25/2025.

How many stock appreciation rights did the Valvoline (VVV) CEO receive?

The President & CEO received 59,750 FY 2026 stock appreciation rights with an exercise price of $31.62 per share, expiring on 11/25/2035.

What are the vesting terms of the Valvoline (VVV) stock appreciation rights?

According to the filing, 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.

How many restricted stock units were granted to the Valvoline (VVV) CEO?

The President & CEO was granted 25,290 FY 2026 restricted stock units that convert into Valvoline common stock on a one-for-one basis.

What is the vesting schedule for the Valvoline (VVV) restricted stock units?

The restricted stock units vest in three equal annual installments, beginning on the first anniversary of the grant date, as disclosed in the explanation of responses.

How do the Valvoline (VVV) equity awards affect the CEO’s ownership form?

The Form 4 reports that the stock appreciation rights and restricted stock units are held under direct ownership by the reporting person.