Denny Jordan M. 4

What Happened

• Denny M. Jordan, Chief Accounting Officer of Valvoline Inc. (VVV), had restricted stock units (RSUs) convert into 3,543 shares on April 1, 2026. To satisfy withholding tax obligations, 1,195 of those shares were withheld/sold at $34.09 per share for a total of $40,738. The RSU conversion carried no out‑of‑pocket exercise price.

Key Details

• Transaction date: April 1, 2026; Form 4 filed April 2, 2026 (timely).
• RSUs converted: 3,543 shares (one‑for‑one conversion; no cash exercise price).
• Shares withheld for taxes: 1,195 shares at $34.09 each, proceeds $40,738.
• Net shares delivered to insider: 3,543 − 1,195 = 2,348 shares (net increase from this vesting).
• Footnotes: F1—RSUs convert one‑for‑one to common stock. F2—These RSUs were granted Apr 1, 2025 and vest in three equal annual installments beginning Apr 1, 2026.
• Transaction type codes: M = conversion/exercise of derivative (RSU settlement); F = tax withholding. This was a vesting/tax withholding event, not an open‑market investment decision.

Context

• This is a routine RSU vesting and tax‑withholding transaction (common for executive compensation). The withholding (sometimes reported as a “sale” of shares) is to cover taxes and does not necessarily signal a change in the insider’s view of the company.