STOCK TITAN

Valvoline (NYSE: VVV) CAO converts 3,543 RSUs, 1,195 shares withheld

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

Rhea-AI Filing Summary

Valvoline Inc. Chief Accounting Officer Jordan M. Denny exercised restricted stock units into common shares as part of equity compensation. On April 1, 2026, 3,543 restricted stock units converted into 3,543 shares of Valvoline common stock on a one-for-one basis. To cover tax obligations, 1,195 of these shares were withheld at $34.09 per share, leaving 2,615 common shares held directly after the transactions, along with 7,087 restricted stock units remaining.

Positive

  • None.

Negative

  • None.
Insider Denny Jordan M.
Role Chief Accounting Officer
Type Security Shares Price Value
Exercise Restricted Stock Units 3,543 $0.00 --
Exercise Common Stock 3,543 $0.00 --
Tax Withholding Common Stock 1,195 $34.09 $41K
Holdings After Transaction: Restricted Stock Units — 7,087 shares (Direct); Common Stock — 3,810 shares (Direct)
Footnotes (1)
  1. Restricted stock units convert into Valvoline common stock on a one-for-one basis. The restricted stock units were granted on April 1, 2025 and vest in three equal annual installments beginning on the first anniversary of the grant date.
RSUs converted 3,543 units Restricted stock units converting into common stock on April 1, 2026
Shares acquired 3,543 shares Common stock received from RSU conversion on April 1, 2026
Tax-withheld shares 1,195 shares Common stock withheld to cover taxes at $34.09 per share
Tax-withholding price $34.09 per share Value applied to 1,195 shares used for tax withholding
Shares after transaction 2,615 shares Direct Valvoline common stock holdings after reported transactions
RSUs outstanding 7,087 units Restricted stock units remaining after the April 1, 2026 conversion
Restricted Stock Units financial
"Restricted stock units convert into Valvoline common stock on a one-for-one basis."
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
tax-withholding disposition financial
"Payment of exercise price or tax liability by delivering securities"
A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.
derivative security financial
"Exercise or conversion of derivative security"
A derivative security is a financial contract whose value comes from the price or performance of something else, such as a stock, bond, commodity, or market index. For investors it acts like an insurance policy or a wager: it can be used to protect against losses, lock in prices, or amplify gains and losses, so it can change a portfolio’s risk and potential return without owning the underlying asset directly.
vesting financial
"vest in three equal annual installments beginning on the first anniversary"
Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.
SEC Form 4
FORM 4UNITED 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*
Denny Jordan M.

(Last)(First)(Middle)
100 VALVOLINE WAY
SUITE 100

(Street)
LEXINGTON KENTUCKY 40509

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
VALVOLINE INC [ VVV ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Accounting Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
04/01/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock04/01/2026M3,543A(1)3,810D
Common Stock04/01/2026F1,195D$34.092,615D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Units(1)04/01/2026M3,543 (2) (2)Common Stock3,543$07,087D
Explanation of Responses:
1. Restricted stock units convert into Valvoline common stock on a one-for-one basis.
2. The restricted stock units were granted on April 1, 2025 and vest in three equal annual installments beginning on the first anniversary of the grant date.
Remarks:
/s/ Ian C. Lofwall, Attorney-in-Fact04/02/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did Valvoline (VVV) report for Jordan M. Denny?

Valvoline reported that Chief Accounting Officer Jordan M. Denny exercised 3,543 restricted stock units into common stock. These equity awards are part of his compensation package and increased his direct common share ownership before tax withholding reduced the net shares retained.

How many Valvoline (VVV) restricted stock units did Jordan M. Denny convert?

Jordan M. Denny converted 3,543 restricted stock units into 3,543 shares of Valvoline common stock. The filing states these units convert on a one-for-one basis, reflecting routine equity compensation vesting rather than an open-market purchase of additional shares.

How many Valvoline (VVV) shares were withheld for taxes in this Form 4?

The Form 4 shows 1,195 Valvoline common shares were disposed of as a tax-withholding transaction. These shares were valued at $34.09 per share, covering tax obligations arising from the restricted stock unit conversion rather than representing an open-market sale.

How many Valvoline (VVV) common shares does Jordan M. Denny hold after the transactions?

After the reported transactions, Jordan M. Denny directly holds 2,615 shares of Valvoline common stock. This reflects the net position following the restricted stock unit conversion and the tax-withholding share disposition recorded in the Form 4 filing.

How many restricted stock units does the Valvoline (VVV) CAO still have outstanding?

Following the April 1, 2026 transactions, Jordan M. Denny has 7,087 restricted stock units outstanding. These units were originally granted on April 1, 2025 and vest in three equal annual installments beginning on the first anniversary of the grant date.

When were the Valvoline (VVV) restricted stock units granted and how do they vest?

The restricted stock units were granted on April 1, 2025 and vest in three equal annual installments. Vesting begins on the first anniversary of the grant date, meaning units convert into Valvoline common stock over a multi-year period as service conditions are met.