Valvoline Inc. filings document the regulatory record for a Kentucky corporation operating a preventive automotive maintenance service-center and franchise business. The company’s Form 8-K reports include quarterly results, Regulation FD presentations, material-event disclosures, capital-structure matters, and exhibits such as earnings releases and investor update materials.
Proxy and governance filings describe shareholder voting, director elections, executive compensation programs, the Valvoline Inc. 2026 Omnibus Incentive Plan, and changes in senior finance and accounting roles. The filings also address business strategy, network growth, acquisitions and refranchising activity, capital allocation, debt leverage, competition, and other risk factors tied to Valvoline’s stand-alone retail services model.
Valvoline Inc. director Chris Carr filed an initial ownership report showing no holdings of company stock. The Form 3 indicates that, as of the event date of 01/28/2026, Carr did not beneficially own any Valvoline common or derivative securities. The filing is an administrative disclosure of insider status rather than a transaction.
Valvoline Inc. director files initial insider report with no holdings
Valvoline Inc. director Janet S. Wong filed an initial insider ownership report for the company. As of the event date of 01/28/2026, she reports that no Valvoline securities are beneficially owned, meaning she currently holds no reportable stock or derivative positions in the company.
Valvoline Inc. reported the results of its 2026 Annual Meeting of Shareholders held on January 28, 2026. Shareholders approved the new Valvoline Inc. 2026 Omnibus Incentive Plan, which replaces the 2016 Valvoline Inc. Incentive Plan for future equity and incentive awards.
A total of 117,276,828 shares of common stock, representing 92.2% of the 127,241,976 shares outstanding and eligible to vote, were represented in person or by proxy. All director nominees were elected, each receiving over 104 million votes in favor, with routine broker non-votes recorded.
Shareholders also ratified Ernst & Young LLP as independent registered public accounting firm for fiscal 2026 with 116,430,634 votes in favor. The advisory vote to hold executive compensation votes every year was approved, and the 2026 Omnibus Incentive Plan itself received 98,126,370 votes in favor versus 12,583,171 against.
Valvoline Inc.'s President and CEO, Lori Ann Flees, reported acquiring additional deferred stock units tied to Valvoline common stock. On 01/22/2026, she received 29 Deferred Stock Units at a reference price of $33.21 per unit through salary deferral under the Valvoline Inc. 2016 Deferred Compensation Plan for Employees. Following this transaction, she beneficially owns 15,276 deferred stock units.
Each deferred stock unit represents a contingent right to receive one share of Valvoline common stock in the future. The units become payable only upon specific events described in the plan, such as an unforeseeable emergency, or the reporting person's death, disability, or separation from service. The holdings are reported as directly owned by the executive.
Boston Partners, a Delaware-based investment adviser, has reported a passive ownership stake in Valvoline Inc. common stock. As of 12/31/2025, Boston Partners was the beneficial owner of 6,480,178 Valvoline shares, representing 5.09% of the common stock. It had sole power to vote 6,125,402 shares and sole power to dispose of all 6,480,178 shares, with no shared voting or dispositive power.
The shares are held in discretionary accounts for certain clients of Boston Partners. The firm certifies that the position was acquired and is held in the ordinary course of business and not for the purpose of changing or influencing control of Valvoline.
Valvoline Inc. insider filing: President and CEO Lori Ann Flees reported acquiring 31 deferred stock units on January 8, 2026 under Valvoline Inc.'s 2016 Deferred Compensation Plan for Employees. Each unit represents a contingent right to receive one share of Valvoline common stock upon distribution from the plan. These units were acquired through salary deferral rather than a market purchase. After this transaction, Flees beneficially owns 15,247 deferred stock units, which will generally be settled in Valvoline common stock upon an unforeseeable emergency, or upon her death, disability, or separation from service, in line with the plan's terms.
Valvoline Inc. reported that, effective December 29, 2025, Senior Vice President Mary E. Meixelsperger retired from the Company. She previously served as Valvoline’s Chief Financial Officer from June 2016 through May 19, 2025, before continuing in a senior leadership role. The Company acknowledged and appreciated her long tenure and contributions and extended best wishes for her retirement.
Valvoline Inc.'s President & CEO, who is also a director, reported acquiring 59 deferred stock units on 12/26/2025 under the company’s 2016 Deferred Compensation Plan for Employees. Each deferred stock unit represents a contingent right to receive one share of Valvoline common stock in the future.
The units were acquired through salary deferral at a reference price of $30.09 per unit, bringing the executive’s total beneficial holdings in this derivative security to 15,216 units held directly. These units are payable in Valvoline common stock upon an unforeseeable emergency, or the executive’s death, disability, or separation from service, in line with the plan’s terms.
Valvoline Inc. is asking shareholders to vote at its 2026 Annual Meeting on four key items: electing nine directors, ratifying Ernst & Young LLP as independent auditor for fiscal 2026, approving a non-binding advisory vote on executive compensation, and approving the 2026 Omnibus Incentive Plan.
For fiscal 2025, Valvoline reports net sales of $1.7 billion, operating income from continuing operations of $390 million, diluted EPS from continuing operations of $1.67, system-wide store sales of $3.5 billion, and Adjusted EBITDA of $467 million. The system-wide network reached 2,180 stores with 8.5% annual growth, and same-store sales grew 6.1%.
Annual incentives for executives paid out at 85.8% of target based on net sales of $1.71 billion and adjusted EBIT of $349.3 million. Performance stock units for 2023–2025 paid out at 98.4% of target, and shareholders gave approximately 92% support to the prior Say-on-Pay vote.