Mary E. Meixelsperger - 17 Nov 2022 Form 4 Insider Report for VALVOLINE INC (VVV)

Role: Chief Financial Officer
Signature: /s/ Ian C. Lofwall, Attorney-in-Fact
Issuer symbol: VVV
Transactions as of: 17 Nov 2022
Net transactions value: -$425,404
Form type: 4
Filing time: 21 Nov 2022, 16:50:14 UTC
Previous filing: 15 Nov 2022
Next filing: 01 Dec 2022
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	VVV	Common Stock	Award		+34,680	+39%		123,161	17 Nov 2022	Direct	F1, F2
transaction	VVV	Common Stock	Tax liability	$425,404	-12,942	-11%	$32.87	110,219	17 Nov 2022	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 FY20-FY22 performance stock unit ("PSU") award granted on November 14, 2019, as certified by the Compensation Committee of the Board of Directors on November 17, 2022. 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 FY20, FY21 and FY22, and a fourth cumulative FY20-FY22 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 FY20-FY22 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 200% of Target.
F2	PSUs convert into Valvoline common stock on a one-for-one basis.

Content

Represents shares earned from the FY20-FY22 performance stock unit ("PSU") award granted on November 14, 2019, as certified by the Compensation Committee of the Board of Directors on November 17, 2022. 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 FY20, FY21 and FY22, and a fourth cumulative FY20-FY22 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 FY20-FY22 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 200% of Target.

PSUs convert into Valvoline common stock on a one-for-one basis.