Jonathan L. Caldwell - 19 Nov 2025 Form 4 Insider Report for VALVOLINE INC (VVV)

Role: Chief People Officer
Signature: /s/ Ian C. Lofwall, Attorney-in-Fact
Issuer symbol: VVV
Transactions as of: 19 Nov 2025
Transactions value $: -$29,353
Form type: 4
Filing time: 20 Nov 2025, 16:44:34 UTC
Previous filing: 17 Nov 2025
Next filing: 24 Nov 2025
SEC: View on sec.gov

Reporting Owners (1)

Name	Relationship	Address	Signature	Signature date	CIK
Caldwell Jonathan L.	Chief People Officer	100 VALVOLINE WAY, SUITE 100, LEXINGTON	/s/ Ian C. Lofwall, Attorney-in-Fact	20 Nov 2025	0001809539

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	VVV	Common Stock	Award		+3.08K	+14.15%		24.9K	19 Nov 2025	Direct	F1, F2
transaction	VVV	Common Stock	Tax liability	-$29.4K	-958	-3.86%	$30.64	23.9K	19 Nov 2025	Direct

* 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 FY23-FY25 Performance Share Unit (PSU) award granted on November 29, 2022, as certified by the Compensation Committee of the Board of Directors. Earned PSUs became 100% vested on the last day of the performance period. The PSUs were measured against adjusted net income performance goals over three separate one-year measurement periods for each of FY23, FY24 and FY25, and for a three-year measurement period between FY23-FY25. Each measurement period was weighted equally at 25%. The entire PSU was subject to a payment modifier (-25%, 0%, or +25%) based on Valvoline's FY23-FY25 total shareholder return (TSR) relative to the companies in the S&P 400 MidCap 400 Index. Based on Valvoline's adjusted net income and TSR performance, the Committee awarded a PSU payout equal to 98.4% of target.
F2	PSUs convert into Valvoline Common Stock on a one-for-one basis.

Content

Represents shares earned from the FY23-FY25 Performance Share Unit (PSU) award granted on November 29, 2022, as certified by the Compensation Committee of the Board of Directors. Earned PSUs became 100% vested on the last day of the performance period. The PSUs were measured against adjusted net income performance goals over three separate one-year measurement periods for each of FY23, FY24 and FY25, and for a three-year measurement period between FY23-FY25. Each measurement period was weighted equally at 25%. The entire PSU was subject to a payment modifier (-25%, 0%, or +25%) based on Valvoline's FY23-FY25 total shareholder return (TSR) relative to the companies in the S&P 400 MidCap 400 Index. Based on Valvoline's adjusted net income and TSR performance, the Committee awarded a PSU payout equal to 98.4% of target.

PSUs convert into Valvoline Common Stock on a one-for-one basis.