VALVOLINE INC — Director's Dealing 2017

Nov 21, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: VALVOLINE INC (VVV)
CIK: 0001674910
Period of Report: 2017-11-16

Reporting Person: MITCHELL SAMUEL J (Director, Chief Executive Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-11-16	Common Stock	M	5347	—	Acquired	153556	Direct
2017-11-16	Common Stock	F	1931	$24.87	Disposed	151625	Direct
2017-11-17	Common Stock	M	3017	—	Acquired	154642	Direct
2017-11-17	Common Stock	F	1090	$24.47	Disposed	153552	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2017-11-16	Restricted Stock Unit	$	M	5347	Disposed		Common Stock (5347)	Direct
2017-11-17	Restricted Stock Unit	$	M	3017	Disposed		Common Stock (3017)	Direct
2017-11-17	Unit	$	A	149	Acquired		Common Stock (149)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	5215	Indirect

Footnotes

F1: Restricted stock units convert into Valvoline common stock on a one-for-one basis.

F2: As of the close of business on November 17, 2017, the Reporting Person had acquired approximately 5,215 shares of Valvoline common stock under the Valvoline 401(k) Plan (based on the closing price of Valvoline common stock as of the close of business on November 17, 2017).

F3: These restricted stock units vest one-third on each anniversary following the grant date.

F4: Each unit represents a contingent right to receive one share of Valvoline common stock upon distribution.

F5: Shares of Valvoline common stock or cash become payable in respect of the units upon the event of an unforeseeable emergency (as defined in the Valvoline 2016 Deferred Compensation Plan for Employees (the "Plan")) or the Reporting Person's death, disability or separation from service, in accordance with the terms of the Plan.