Julie Marie O'Daniel - Nov 11, 2021 Form 4 Insider Report for VALVOLINE INC (VVV)

Role
CLO and Corp. Secy
Signature
/s/ Ian C. Lofwall, Attorney-in-Fact
Stock symbol
VVV
Transactions as of
Nov 11, 2021
Transactions value $
-$272,301
Form type
4
Date filed
11/15/2021, 04:53 PM
Previous filing
Aug 24, 2021
Next filing
Nov 22, 2021

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction VVV Common Stock Award +10.4K +74.23% 24.5K Nov 11, 2021 Direct F1, F2
transaction VVV Common Stock Tax liability -$118K -3.35K -13.68% $35.25 21.1K Nov 11, 2021 Direct
transaction VVV Common Stock Options Exercise +1.27K +6.03% 22.4K Nov 12, 2021 Direct F2
transaction VVV Common Stock Tax liability -$14.4K -409 -1.83% $35.16 22K Nov 12, 2021 Direct
transaction VVV Common Stock Options Exercise +1.35K +6.13% 23.3K Nov 12, 2021 Direct F2
transaction VVV Common Stock Tax liability -$15.2K -433 -1.86% $35.16 22.9K Nov 12, 2021 Direct
transaction VVV Common Stock Sale -$125K -3.54K -15.45% $35.28 19.4K Nov 12, 2021 Direct F3
holding VVV Common Stock 2.98K Nov 11, 2021 By 401(k) Plan F4

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction VVV FY 2022 Restricted Stock Units Award $0 +2.89K $0.00 2.89K Nov 11, 2021 Common Stock 2.89K Direct F2, F5
transaction VVV FY 2022 Stock Appreciation Rights Award $0 +10.1K $0.00 10.1K Nov 11, 2021 Common Stock 10.1K $35.25 Direct F6
transaction VVV FY 2020 Restricted Stock Units Options Exercise $0 -1.27K -49.98% $0.00 1.28K Nov 12, 2021 Common Stock 1.27K Direct F2, F5
transaction VVV FY 2021 Restricted Stock Units Options Exercise $0 -1.35K -33.32% $0.00 2.7K Nov 12, 2021 Common Stock 1.35K Direct F2, F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Represents shares earned from the FY19-FY21 performance stock unit ("PSU") award granted on November 19, 2018, as certified by the Compensation Committee of the Board of Directors on November 11, 2021. Earned PSUs became 100% vested on the last day of the performance period. The PSUs were measured against EPS performance goals over three separate one-year measurement periods for each of FY19, FY20 and FY21, and a fourth cumulative FY19-FY21 measurement period with a potential payout of 0% to 200% of Target. Each measurement period was weighted equally at 25%. The entire PSU payout was subject to a payment modifier (-25%, 0% or +25%) based on Valvoline's FY19-FY21 total shareholder return relative to the companies in the S&P MidCap 400 Index. Based on Valvoline's EPS performance and relative TSR performance, the Compensation Committee awarded a PSU payout equal to 144.5% of Target.
F2 Restricted stock units and performance stock units convert into Valvoline common stock on a one-for-one basis.
F3 Transaction was effected pursuant to a Rule 10b5-1 Plan adopted by the Reporting Person on August 27, 2021.
F4 Represents the approximate number of shares of Valvoline common stock held by the Reporting Person in the Valvoline 401(k) Plan based on the closing price of Valvoline common stock as of the close of business on the earliest Transaction Date.
F5 The restricted stock units vest in three equal annual installments beginning on the first anniversary of the grant date.
F6 Fifty percent (50%) of the stock appreciation rights vest on the first anniversary of the grant date and 25% vest on each of the second and third anniversaries of the grant date.