9 nominees · 4 ballot items.
The proxy includes four voting matters: Election of nine directors; Ratification of Ernst & Young LLP as independent auditor for fiscal 2026; Non-binding advisory resolution approving executive compensation; and Approval of the Valvoline Inc. 2026 Omnibus Incentive Plan.
Election of nine director nominees to Valvoline’s Board to serve until the 2027 Annual Meeting, including replacement nominees for retiring directors.
Ratify EY to audit Valvoline’s consolidated financial statements for fiscal 2026.
Say-on-Pay advisory vote on executive compensation.
Approval of the Valvoline Inc. 2026 Omnibus Incentive Plan (the Plan) to replace the 2016 Incentive Plan.
| # | Owner | % of shares | Shares | Value |
|---|---|---|---|---|
| 1 | WASATCH ADVISORS LP | 6.27% | 7,996,009 | $269M |
| 2 | BlackRock, Inc. | 5.89% | 7,510,578 | $253M |
| 3 | Boston Partners | 4.79% | 6,107,054 | $206M |
| 4 | VANGUARD PORTFOLIO MANAGEMENT LLC | 4.51% | 5,751,366 | $194M |
| 5 | VANGUARD CAPITAL MANAGEMENT LLC | 4.49% | 5,730,265 | $193M |
| 6 | WELLINGTON MANAGEMENT GROUP LLP | 4.00% | 5,107,085 | $172M |
| 7 | FIDUCIARY MANAGEMENT INC /WI/ | 3.79% | 4,828,931 | $163M |
| 8 | EMINENCE CAPITAL, LPActivist | 3.47% | 4,425,261 | $149M |
| 9 | STATE STREET CORP | 3.30% | 4,211,757 | $142M |
| 10 | COOKE BIELER LP | 3.23% | 4,118,822 | $139M |
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