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VALVOLINE INC. 2023-2024 Proxy Voting Records

Compiled from SEC Form N-PX filings and VALVOLINE INC.’s Form 8-K, filed January 30, 2024 (Item 5.07 on EDGAR). Page generated October 14, 2026.

  • 11Ballot items
  • 415Asset managers
  • 4,835Fund votes
  • January 25, 2024Meeting date

Results at a glance

Meeting of January 25, 2024: 11 items on VALVOLINE INC.’s Form 8-K, filed January 30, 2024: 9 elected · 2 approved.

Material dissent

None.

Material dissent: a director nominee under 80% of the votes cast, say-on-pay under 70%, any other item the board put forward under 80%, or a shareholder proposal with more than 50%, on the company’s own Form 8-K tally. How this is decided

Proxy season: 2023-2024 2024-2025 2025-2026

Explore VALVOLINE INC. in the interactive database Compare manager voting policies

Official 2023-2024 meeting results reported by VALVOLINE INC.

These tallies are VALVOLINE INC.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed January 30, 2024 (Item 5.07, “Submission of Matters to a Vote of Security Holders”). They cover every share voted at the meeting, not just the funds that file Form N-PX.

VALVOLINE INC. — official shareholder meeting results, meeting held January 25, 2024
Ballot itemForAgainst AbstainWithheldBroker non-votesSupport (of votes cast)Reported outcomeVoting standard
Elect Director: Gerald W. Evans, Jr. 113,854,5031,121,81881,163 --7,337,738 99.0%Elected—
Elect Director: Lori A. Flees 114,387,419575,38594,680 --7,337,738 99.4%Elected—
Elect Director: Richard J. Freeland 113,808,8871,141,891106,706 --7,337,738 99.0%Elected—
Elect Director: Carol H. Kruse 114,034,023920,185103,276 --7,337,738 99.1%Elected—
Elect Director: Vada O. Manager 113,817,9501,145,53094,004 --7,337,738 99.0%Elected—
Elect Director: Patrick S. Pacious 114,046,282909,087102,115 --7,337,738 99.2%Elected—
Elect Director: Jennifer L. Slater 114,047,401899,357110,726 --7,337,738 99.2%Elected—
Elect Director: Charles M. Sonsteby 114,203,994715,970137,520 --7,337,738 99.3%Elected—
Elect Director: Mary J. Twinem 114,272,531679,068105,885 --7,337,738 99.4%Elected—
2. Appointment of Ernst & Young LLP as Valvoline's independent registered public accounting firm for fiscal 2024 121,351,551921,104122,567 --0 99.2%Approved—
3. Non-binding advisory vote that shareholders vote on Valvoline's executive compensation every year 109,727,6275,094,084235,773 --7,337,738 96%Approved—

This meeting is also recorded here as January 24, 2024; both records come from the same filing, so the date should be checked against it.

Source: VALVOLINE INC., Form 8-K, filed with the SEC on January 30, 2024 — read the filing on EDGAR.

How asset managers voted at the VALVOLINE INC. 2023-2024 meeting

Each item below shows how the 415 asset managers that disclosed a VALVOLINE INC. vote in their SEC Form N-PX filings actually voted. Share totals are the shares those managers' funds voted, summed across every fund they report.

1. Elect Director: Carol H. Kruse

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 6 wordings of this item as funds reported it.

99.1% Majority: yes · of votes cast

FOR 99.1%
FOR: 114,034,023AGAINST: 920,185
Details: description as filed, official tally, votes by 107 asset managers

Description as filed by funds: Election of Nine Directors: Carol H. Kruse

VALVOLINE INC.’s own tally for this item (“Elect Director: Carol H. Kruse”): 114,034,023 for, 920,185 against, per its Form 8-K filed January 30, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “The final results for each of the matters submitted to a vote of shareholders at the 2024 Annual Meeting are as follows: Proposal 1: All of the nominees for director were elected to serve a one-year term until the following annual meeting of Valvoline's shareholders and until their successors have …”
Support: 99.1% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 107 asset managers below reported 52,429,687 for, 423 against, 30,724 abstained, 6,620 unknown.

FOR
FOR: 52,429,687AGAINST: 423ABSTAIN: 30,724UNKNOWN: 6,620
Largest asset managers voting on “Election of Nine Directors: Carol H. Kruse” at VALVOLINE INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard13,621,2640 00For
BlackRock7,283,8360 00For
Fidelity5,709,0140 00For
WASATCH FUNDS TRUST3,417,3080 00For
Invesco3,392,6930 00For
Dimensional2,187,6030 00For
Charles Schwab1,619,2110 00For
Hartford1,574,7380 00For
FMI FUNDS INC1,400,0000 00For
JANUS INVESTMENT FUND1,120,4250 00For
Columbia Threadneedle964,7310 00For
State Street955,7140 00For
Royce915,2480 00For
SCHWARTZ INVESTMENT TRUST900,0000 00For
TIAA670,4570 00For
GLENMEDE FUND INC472,4660 00For
Jackson National415,6230 00For
T. Rowe Price387,6560 00For
Equitable349,9380 00For
ADVISORS SERIES TRUST317,1580 00For
JPMorgan289,2900 00For
TOUCHSTONE FUNDS GROUP TRUST286,5160 00For
Northwestern Mutual273,5230 00For
Principal250,3930 00For
John Hancock228,5300 00For

Showing the 25 largest of 107 asset managers. See all 107 in the interactive database.

2. Elect Director: Charles M. Sonsteby

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 6 wordings of this item as funds reported it.

99.3% Majority: yes · of votes cast

FOR 99.3%
FOR: 114,203,994AGAINST: 715,970
Details: description as filed, official tally, votes by 107 asset managers

Description as filed by funds: Election of Nine Directors: Charles M. Sonsteby

VALVOLINE INC.’s own tally for this item (“Elect Director: Charles M. Sonsteby”): 114,203,994 for, 715,970 against, per its Form 8-K filed January 30, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “The final results for each of the matters submitted to a vote of shareholders at the 2024 Annual Meeting are as follows: Proposal 1: All of the nominees for director were elected to serve a one-year term until the following annual meeting of Valvoline's shareholders and until their successors have …”
Support: 99.3% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 107 asset managers below reported 52,430,110 for, 30,724 abstained, 6,620 unknown.

FOR
FOR: 52,430,110ABSTAIN: 30,724UNKNOWN: 6,620
Largest asset managers voting on “Election of Nine Directors: Charles M. Sonsteby” at VALVOLINE INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard13,621,2640 00For
BlackRock7,283,8360 00For
Fidelity5,709,0140 00For
WASATCH FUNDS TRUST3,417,3080 00For
Invesco3,392,6930 00For
Dimensional2,187,6030 00For
Charles Schwab1,619,2110 00For
Hartford1,574,7380 00For
FMI FUNDS INC1,400,0000 00For
JANUS INVESTMENT FUND1,120,4250 00For
Columbia Threadneedle964,7310 00For
State Street955,7140 00For
Royce915,2480 00For
SCHWARTZ INVESTMENT TRUST900,0000 00For
TIAA670,4570 00For
GLENMEDE FUND INC472,4660 00For
Jackson National415,6230 00For
T. Rowe Price387,6560 00For
Equitable349,9380 00For
ADVISORS SERIES TRUST317,1580 00For
JPMorgan289,2900 00For
TOUCHSTONE FUNDS GROUP TRUST286,5160 00For
Northwestern Mutual273,5230 00For
Principal250,3930 00For
John Hancock228,5300 00For

Showing the 25 largest of 107 asset managers. See all 107 in the interactive database.

3. Elect Director: Gerald W. Evans, Jr.

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 6 wordings of this item as funds reported it.

99.0% Majority: yes · of votes cast

FOR 99.0%
FOR: 113,854,503AGAINST: 1,121,818
Details: description as filed, official tally, votes by 107 asset managers

Description as filed by funds: Election of Nine Directors: Gerald W. Evans, Jr.

VALVOLINE INC.’s own tally for this item (“Elect Director: Gerald W. Evans, Jr.”): 113,854,503 for, 1,121,818 against, per its Form 8-K filed January 30, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “The final results for each of the matters submitted to a vote of shareholders at the 2024 Annual Meeting are as follows: Proposal 1: All of the nominees for director were elected to serve a one-year term until the following annual meeting of Valvoline's shareholders and until their successors have …”
Support: 99.0% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 107 asset managers below reported 52,429,687 for, 423 against, 30,724 abstained, 6,620 unknown.

FOR
FOR: 52,429,687AGAINST: 423ABSTAIN: 30,724UNKNOWN: 6,620
Largest asset managers voting on “Election of Nine Directors: Gerald W. Evans, Jr.” at VALVOLINE INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard13,621,2640 00For
BlackRock7,283,8360 00For
Fidelity5,709,0140 00For
WASATCH FUNDS TRUST3,417,3080 00For
Invesco3,392,6930 00For
Dimensional2,187,6030 00For
Charles Schwab1,619,2110 00For
Hartford1,574,7380 00For
FMI FUNDS INC1,400,0000 00For
JANUS INVESTMENT FUND1,120,4250 00For
Columbia Threadneedle964,7310 00For
State Street955,7140 00For
Royce915,2480 00For
SCHWARTZ INVESTMENT TRUST900,0000 00For
TIAA670,4570 00For
GLENMEDE FUND INC472,4660 00For
Jackson National415,6230 00For
T. Rowe Price387,6560 00For
Equitable349,9380 00For
ADVISORS SERIES TRUST317,1580 00For
JPMorgan289,2900 00For
TOUCHSTONE FUNDS GROUP TRUST286,5160 00For
Northwestern Mutual273,5230 00For
Principal250,3930 00For
John Hancock228,5300 00For

Showing the 25 largest of 107 asset managers. See all 107 in the interactive database.

4. Elect Director: Jennifer L. Slater

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 6 wordings of this item as funds reported it.

99.2% Majority: yes · of votes cast

FOR 99.2%
FOR: 114,047,401AGAINST: 899,357
Details: description as filed, official tally, votes by 107 asset managers

Description as filed by funds: Election of Nine Directors: Jennifer L. Slater

VALVOLINE INC.’s own tally for this item (“Elect Director: Jennifer L. Slater”): 114,047,401 for, 899,357 against, per its Form 8-K filed January 30, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “The final results for each of the matters submitted to a vote of shareholders at the 2024 Annual Meeting are as follows: Proposal 1: All of the nominees for director were elected to serve a one-year term until the following annual meeting of Valvoline's shareholders and until their successors have …”
Support: 99.2% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 107 asset managers below reported 52,429,687 for, 423 against, 30,724 abstained, 6,620 unknown.

FOR
FOR: 52,429,687AGAINST: 423ABSTAIN: 30,724UNKNOWN: 6,620
Largest asset managers voting on “Election of Nine Directors: Jennifer L. Slater” at VALVOLINE INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard13,621,2640 00For
BlackRock7,283,8360 00For
Fidelity5,709,0140 00For
WASATCH FUNDS TRUST3,417,3080 00For
Invesco3,392,6930 00For
Dimensional2,187,6030 00For
Charles Schwab1,619,2110 00For
Hartford1,574,7380 00For
FMI FUNDS INC1,400,0000 00For
JANUS INVESTMENT FUND1,120,4250 00For
Columbia Threadneedle964,7310 00For
State Street955,7140 00For
Royce915,2480 00For
SCHWARTZ INVESTMENT TRUST900,0000 00For
TIAA670,4570 00For
GLENMEDE FUND INC472,4660 00For
Jackson National415,6230 00For
T. Rowe Price387,6560 00For
Equitable349,9380 00For
ADVISORS SERIES TRUST317,1580 00For
JPMorgan289,2900 00For
TOUCHSTONE FUNDS GROUP TRUST286,5160 00For
Northwestern Mutual273,5230 00For
Principal250,3930 00For
John Hancock228,5300 00For

Showing the 25 largest of 107 asset managers. See all 107 in the interactive database.

5. Elect Director: Lori A. Flees

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 6 wordings of this item as funds reported it.

99.4% Majority: yes · of votes cast

FOR 99.4%
FOR: 114,387,419AGAINST: 575,385
Details: description as filed, official tally, votes by 107 asset managers

Description as filed by funds: Election of Nine Directors: Lori A. Flees

VALVOLINE INC.’s own tally for this item (“Elect Director: Lori A. Flees”): 114,387,419 for, 575,385 against, per its Form 8-K filed January 30, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “The final results for each of the matters submitted to a vote of shareholders at the 2024 Annual Meeting are as follows: Proposal 1: All of the nominees for director were elected to serve a one-year term until the following annual meeting of Valvoline's shareholders and until their successors have …”
Support: 99.4% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 107 asset managers below reported 52,414,273 for, 15,837 against, 30,724 abstained, 6,620 unknown.

FOR
FOR: 52,414,273AGAINST: 15,837ABSTAIN: 30,724UNKNOWN: 6,620
Largest asset managers voting on “Election of Nine Directors: Lori A. Flees” at VALVOLINE INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard13,621,2640 00For
BlackRock7,283,8360 00For
Fidelity5,709,0140 00For
WASATCH FUNDS TRUST3,417,3080 00For
Invesco3,392,6930 00For
Dimensional2,187,6030 00For
Charles Schwab1,619,2110 00For
Hartford1,574,7380 00For
FMI FUNDS INC1,400,0000 00For
JANUS INVESTMENT FUND1,120,4250 00For
Columbia Threadneedle964,7310 00For
State Street955,7140 00For
Royce915,2480 00For
SCHWARTZ INVESTMENT TRUST900,0000 00For
TIAA670,4570 00For
GLENMEDE FUND INC472,4660 00For
Jackson National415,6230 00For
T. Rowe Price387,6560 00For
Equitable349,9380 00For
ADVISORS SERIES TRUST317,1580 00For
JPMorgan289,2900 00For
TOUCHSTONE FUNDS GROUP TRUST286,5160 00For
Northwestern Mutual273,5230 00For
Principal250,3930 00For
John Hancock228,5300 00For

Showing the 25 largest of 107 asset managers. See all 107 in the interactive database.

6. Elect Director: Mary J. Twinem

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 6 wordings of this item as funds reported it.

99.4% Majority: yes · of votes cast

FOR 99.4%
FOR: 114,272,531AGAINST: 679,068
Details: description as filed, official tally, votes by 107 asset managers

Description as filed by funds: Election of Nine Directors: Mary J. Twinem

VALVOLINE INC.’s own tally for this item (“Elect Director: Mary J. Twinem”): 114,272,531 for, 679,068 against, per its Form 8-K filed January 30, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “The final results for each of the matters submitted to a vote of shareholders at the 2024 Annual Meeting are as follows: Proposal 1: All of the nominees for director were elected to serve a one-year term until the following annual meeting of Valvoline's shareholders and until their successors have …”
Support: 99.4% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 107 asset managers below reported 52,430,110 for, 30,724 abstained, 6,620 unknown.

FOR
FOR: 52,430,110ABSTAIN: 30,724UNKNOWN: 6,620
Largest asset managers voting on “Election of Nine Directors: Mary J. Twinem” at VALVOLINE INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard13,621,2640 00For
BlackRock7,283,8360 00For
Fidelity5,709,0140 00For
WASATCH FUNDS TRUST3,417,3080 00For
Invesco3,392,6930 00For
Dimensional2,187,6030 00For
Charles Schwab1,619,2110 00For
Hartford1,574,7380 00For
FMI FUNDS INC1,400,0000 00For
JANUS INVESTMENT FUND1,120,4250 00For
Columbia Threadneedle964,7310 00For
State Street955,7140 00For
Royce915,2480 00For
SCHWARTZ INVESTMENT TRUST900,0000 00For
TIAA670,4570 00For
GLENMEDE FUND INC472,4660 00For
Jackson National415,6230 00For
T. Rowe Price387,6560 00For
Equitable349,9380 00For
ADVISORS SERIES TRUST317,1580 00For
JPMorgan289,2900 00For
TOUCHSTONE FUNDS GROUP TRUST286,5160 00For
Northwestern Mutual273,5230 00For
Principal250,3930 00For
John Hancock228,5300 00For

Showing the 25 largest of 107 asset managers. See all 107 in the interactive database.

7. Elect Director: Patrick S. Pacious

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 6 wordings of this item as funds reported it.

99.2% Majority: yes · of votes cast

FOR 99.2%
FOR: 114,046,282AGAINST: 909,087
Details: description as filed, official tally, votes by 107 asset managers

Description as filed by funds: Election of Nine Directors: Patrick S. Pacious

VALVOLINE INC.’s own tally for this item (“Elect Director: Patrick S. Pacious”): 114,046,282 for, 909,087 against, per its Form 8-K filed January 30, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “The final results for each of the matters submitted to a vote of shareholders at the 2024 Annual Meeting are as follows: Proposal 1: All of the nominees for director were elected to serve a one-year term until the following annual meeting of Valvoline's shareholders and until their successors have …”
Support: 99.2% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 107 asset managers below reported 52,429,440 for, 423 against, 30,971 abstained, 6,620 unknown.

FOR
FOR: 52,429,440AGAINST: 423ABSTAIN: 30,971UNKNOWN: 6,620
Largest asset managers voting on “Election of Nine Directors: Patrick S. Pacious” at VALVOLINE INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard13,621,2640 00For
BlackRock7,283,8360 00For
Fidelity5,709,0140 00For
WASATCH FUNDS TRUST3,417,3080 00For
Invesco3,392,6930 00For
Dimensional2,187,6030 00For
Charles Schwab1,619,2110 00For
Hartford1,574,7380 00For
FMI FUNDS INC1,400,0000 00For
JANUS INVESTMENT FUND1,120,4250 00For
Columbia Threadneedle964,7310 00For
State Street955,7140 00For
Royce915,2480 00For
SCHWARTZ INVESTMENT TRUST900,0000 00For
TIAA670,4570 00For
GLENMEDE FUND INC472,4660 00For
Jackson National415,6230 00For
T. Rowe Price387,6560 00For
Equitable349,9380 00For
ADVISORS SERIES TRUST317,1580 00For
JPMorgan289,2900 00For
TOUCHSTONE FUNDS GROUP TRUST286,5160 00For
Northwestern Mutual273,5230 00For
Principal250,3930 00For
John Hancock228,5300 00For

Showing the 25 largest of 107 asset managers. See all 107 in the interactive database.

8. Elect Director: Richard J. Freeland

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 6 wordings of this item as funds reported it.

99.0% Majority: yes · of votes cast

FOR 99.0%
FOR: 113,808,887AGAINST: 1,141,891
Details: description as filed, official tally, votes by 107 asset managers

Description as filed by funds: Election of Nine Directors: Richard J. Freeland

VALVOLINE INC.’s own tally for this item (“Elect Director: Richard J. Freeland”): 113,808,887 for, 1,141,891 against, per its Form 8-K filed January 30, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “The final results for each of the matters submitted to a vote of shareholders at the 2024 Annual Meeting are as follows: Proposal 1: All of the nominees for director were elected to serve a one-year term until the following annual meeting of Valvoline's shareholders and until their successors have …”
Support: 99.0% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 107 asset managers below reported 52,430,110 for, 30,724 abstained, 6,620 unknown.

FOR
FOR: 52,430,110ABSTAIN: 30,724UNKNOWN: 6,620
Largest asset managers voting on “Election of Nine Directors: Richard J. Freeland” at VALVOLINE INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard13,621,2640 00For
BlackRock7,283,8360 00For
Fidelity5,709,0140 00For
WASATCH FUNDS TRUST3,417,3080 00For
Invesco3,392,6930 00For
Dimensional2,187,6030 00For
Charles Schwab1,619,2110 00For
Hartford1,574,7380 00For
FMI FUNDS INC1,400,0000 00For
JANUS INVESTMENT FUND1,120,4250 00For
Columbia Threadneedle964,7310 00For
State Street955,7140 00For
Royce915,2480 00For
SCHWARTZ INVESTMENT TRUST900,0000 00For
TIAA670,4570 00For
GLENMEDE FUND INC472,4660 00For
Jackson National415,6230 00For
T. Rowe Price387,6560 00For
Equitable349,9380 00For
ADVISORS SERIES TRUST317,1580 00For
JPMorgan289,2900 00For
TOUCHSTONE FUNDS GROUP TRUST286,5160 00For
Northwestern Mutual273,5230 00For
Principal250,3930 00For
John Hancock228,5300 00For

Showing the 25 largest of 107 asset managers. See all 107 in the interactive database.

9. Elect Director: Vada O. Manager

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 6 wordings of this item as funds reported it.

99.0% Majority: yes · of votes cast

FOR 99.0%
FOR: 113,817,950AGAINST: 1,145,530
Details: description as filed, official tally, votes by 107 asset managers

Description as filed by funds: Election of Nine Directors: Vada O. Manager

VALVOLINE INC.’s own tally for this item (“Elect Director: Vada O. Manager”): 113,817,950 for, 1,145,530 against, per its Form 8-K filed January 30, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “The final results for each of the matters submitted to a vote of shareholders at the 2024 Annual Meeting are as follows: Proposal 1: All of the nominees for director were elected to serve a one-year term until the following annual meeting of Valvoline's shareholders and until their successors have …”
Support: 99.0% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 107 asset managers below reported 52,398,764 for, 31,346 against, 30,724 abstained, 6,620 unknown.

FOR
FOR: 52,398,764AGAINST: 31,346ABSTAIN: 30,724UNKNOWN: 6,620
Largest asset managers voting on “Election of Nine Directors: Vada O. Manager” at VALVOLINE INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard13,621,2640 00For
BlackRock7,283,8360 00For
Fidelity5,709,0140 00For
WASATCH FUNDS TRUST3,417,3080 00For
Invesco3,392,6930 00For
Dimensional2,187,6030 00For
Charles Schwab1,619,2110 00For
Hartford1,574,7380 00For
FMI FUNDS INC1,400,0000 00For
JANUS INVESTMENT FUND1,120,4250 00For
Columbia Threadneedle964,7310 00For
State Street955,7140 00For
Royce915,2480 00For
SCHWARTZ INVESTMENT TRUST900,0000 00For
TIAA670,4570 00For
GLENMEDE FUND INC472,4660 00For
Jackson National415,6230 00For
T. Rowe Price387,6560 00For
Equitable349,9380 00For
ADVISORS SERIES TRUST317,1580 00For
JPMorgan289,2900 00For
TOUCHSTONE FUNDS GROUP TRUST286,5160 00For
Northwestern Mutual273,5230 00For
Principal250,3930 00For
John Hancock228,5300 00For

Showing the 25 largest of 107 asset managers. See all 107 in the interactive database.

10. 3. Non-binding advisory vote that shareholders vote on Valvoline's executive compensation every year

Official resultFund totals may overlapSECTION 14A SAY-ON-PAY VOTESReported outcome: Approved

Combines 12 wordings of this item as funds reported it.

96% Approved · of votes cast

FOR 96%
FOR: 109,727,627AGAINST: 5,094,084
Details: description as filed, official tally, votes by 400 asset managers

Description as filed by funds: Non-binding Advisory Resolution Approving our Executive Compensation

VALVOLINE INC.’s own tally for this item (“3. Non-binding advisory vote that shareholders vote on Valvoline's executive compensation every year”): 109,727,627 for, 5,094,084 against — passed, per its Form 8-K filed January 30, 2024 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “Proposal 3: The non-binding advisory vote that shareholders vote on Valvoline's executive compensation every year was approved by the shareholders by the votes set forth in the table below:”
Support: 96% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

Also reported under other wordings, matched to the same row of VALVOLINE INC.’s official tally and shown with their own fund figures; their managers are not in the figures or the table on this card: “Advisory Vote to Ratify Named Executive Officers' Compensation” (10 managers, Fund and manager reports combined; may count the same shares twice; no share total shown).

Fund voting reports and institutional-manager reports both cover this item. An institutional manager can report shares that a fund it advises also reports, so the two are shown separately below and never added together, and their sum is not shown (fund and manager reports combined may count the same shares twice).

Fund voting reports: 102 asset managers voting on “Non-binding Advisory Resolution Approving our Executive Compensation” at VALVOLINE INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard13,621,2640 00For
BlackRock7,283,8360 00For
Fidelity5,709,0140 00For
WASATCH FUNDS TRUST3,417,3080 00For
Invesco3,392,6930 00For
Dimensional2,187,6030 00For
Charles Schwab1,619,2110 00For
Hartford1,574,7380 00For
FMI FUNDS INC01,400,000 00Against
JANUS INVESTMENT FUND1,120,4250 00For
Columbia Threadneedle964,7310 00For
State Street955,7140 00For
Royce915,2480 00For
SCHWARTZ INVESTMENT TRUST900,0000 00For
TIAA670,4570 00For
GLENMEDE FUND INC472,4660 00For
Jackson National415,6230 00For
T. Rowe Price387,6560 00For
Equitable349,9380 00For
ADVISORS SERIES TRUST317,1580 00For
JPMorgan289,2900 00For
TOUCHSTONE FUNDS GROUP TRUST286,5160 00For
Northwestern Mutual273,5230 00For
Principal250,3930 00For
John Hancock228,5300 00For

Fund voting reports, all 102 managers: 50,845,645 for, 1,450,832 against, 30,724 abstained. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports: 329 asset managers voting on “Non-binding Advisory Resolution Approving our Executive Compensation” at VALVOLINE INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Fidelity6,611,5960 00For
WASATCH ADVISORS LP4,858,2110 00For
State Street4,050,1490 00For
Invesco3,588,3740 00For
VIKING GLOBAL INVESTORS LP3,476,7450 00For
Alua Capital Management LP3,027,3360 00For
LORD, ABBETT & CO. LLC2,732,3350 00For
BlackRock2,438,1981,410 00For
Tensile Capital Management LP2,407,0600 00For
SCHRODER INVESTMENT MANAGEMENT GROUP2,170,0110 00For
Wellington2,119,5060 00For
GEODE CAPITAL MANAGEMENT, LLC1,999,5810 00For
Junto Capital Management LP1,966,6320 00For
Charles Schwab1,620,7540 00For
MELLON INVESTMENTS Corp1,524,1710 00For
John Hancock1,184,9220 00For
COMMERCE BANK1,180,8760 00For
Janus Henderson1,120,4970 00For
Maryland State Retirement & Pension System1,000,0000 00For
FIDUCIARY MANAGEMENT INC /WI/0951,223 00Against
Nuveen770,2290 00For
SNYDER CAPITAL MANAGEMENT L P692,6260 00For
Kinetic Partners Management, LP683,5520 00For
VAUGHAN NELSON INVESTMENT MANAGEMENT, L.P.635,2550 00For
DE Shaw612,3340 00For

Institutional-manager reports, all 329 managers: 64,300,142 for, 1,929,343 against, 203 abstained, 7,456 not voted, 6,949 unknown. Showing the 25 largest; see all in the interactive database.

11. 2. Appointment of Ernst & Young LLP as Valvoline's independent registered public accounting firm for fiscal 2024

Official resultAUDIT-RELATEDReported outcome: Approved

Combines 6 wordings of this item as funds reported it.

99.2% Approved · of votes cast

FOR 99.2%
FOR: 121,351,551AGAINST: 921,104
Details: description as filed, official tally, votes by 106 asset managers

Description as filed by funds: RATIFICATION OF APPOINTMENT OF ERNST & YOUNG LLP AS VALVOLINE'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR FISCAL 2024.

VALVOLINE INC.’s own tally for this item (“2. Appointment of Ernst & Young LLP as Valvoline's independent registered public accounting firm for fiscal 2024”): 121,351,551 for, 921,104 against — passed, per its Form 8-K filed January 30, 2024 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “Proposal 2: The appointment of Ernst & Young LLP as Valvoline's independent registered public accounting firm for fiscal 2024 was ratified by the shareholders by the votes set forth in the table below:”
Support: 99.2% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 106 asset managers below reported 52,414,863 for, 1,712 against, 30,927 abstained, 6,620 unknown.

FOR
FOR: 52,414,863AGAINST: 1,712ABSTAIN: 30,927UNKNOWN: 6,620
Largest asset managers voting on “RATIFICATION OF APPOINTMENT OF ERNST & YOUNG LLP AS VALVOLINE'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM ” at VALVOLINE INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard13,621,2640 00For
BlackRock7,283,8360 00For
Fidelity5,709,0140 00For
WASATCH FUNDS TRUST3,417,3080 00For
Invesco3,392,6930 00For
Dimensional2,187,6030 00For
Charles Schwab1,619,2110 00For
Hartford1,574,7380 00For
FMI FUNDS INC1,400,0000 00For
JANUS INVESTMENT FUND1,120,4250 00For
Columbia Threadneedle964,7310 00For
State Street955,7140 00For
Royce915,2480 00For
SCHWARTZ INVESTMENT TRUST900,0000 00For
TIAA670,4570 00For
GLENMEDE FUND INC472,4660 00For
Jackson National415,6230 00For
T. Rowe Price387,6560 00For
Equitable349,9380 00For
ADVISORS SERIES TRUST317,1580 00For
JPMorgan289,2900 00For
TOUCHSTONE FUNDS GROUP TRUST286,5160 00For
Northwestern Mutual273,5230 00For
Principal250,3930 00For
John Hancock228,5300 00For

Showing the 25 largest of 106 asset managers. See all 106 in the interactive database.

Largest VALVOLINE INC. shareholders voting in 2023-2024

Ranked separately for each type of Form N-PX report. An institutional manager can report shares that a fund it advises also reports, so the two tables can list the same shares and are never added together. Each is ranked by the shares voted on the item that the most managers of that type reported, shown as a share of the 129,600,000 shares outstanding at the time of that meeting.

Fund voting reports: top VALVOLINE INC. shareholders by shares voted on “Election of Nine Directors: Carol H. Kruse”, 2023-2024
#Asset manager % of shares outstanding
1Vanguard 10.51%
2BlackRock 5.62%
3Fidelity 4.41%
4WASATCH FUNDS TRUST 2.64%
5Invesco 2.62%
6Dimensional 1.69%
7Charles Schwab 1.25%
8Hartford 1.22%
9FMI FUNDS INC 1.08%
10JANUS INVESTMENT FUND 0.86%
Institutional-manager reports: top VALVOLINE INC. shareholders by shares voted on “Non-binding Advisory Resolution Approving our Executive Compensation”, 2023-2024
#Asset manager % of shares outstanding
1Fidelity 5.10%
2WASATCH ADVISORS LP 3.75%
3State Street 3.13%
4Invesco 2.77%
5VIKING GLOBAL INVESTORS LP 2.68%
6Alua Capital Management LP 2.34%
7LORD, ABBETT & CO. LLC 2.11%
8BlackRock 1.88%
9Tensile Capital Management LP 1.86%
10SCHRODER INVESTMENT MANAGEMENT GROUP 1.67%

Reported VALVOLINE INC. holdings and ownership

As disclosed to the SEC in Form 13F (quarter-end holdings of 30 large managers), Schedules 13D and 13G (beneficial ownership above 5%) and the company’s own proxy statement (DEF 14A). Each row names its form.

VALVOLINE INC. holdings and ownership disclosed for the 2023-2024 proxy season
Holder % outstanding Disclosure
BlackRock, Inc. 9.46% DEF14A
Vanguard Group 9.44% 13F
Wasatch Advisors LP 7.51% DEF14A
State Street 3.25% 13F
Morgan Stanley 2.87% 13F
Wellington Management 2.76% 13F
Invesco 2.73% 13F
Geode Capital 1.62% 13F
Norges Bank 1.46% 13F
Mary E. Meixelsperger 0.20% DEF14A

Percentages above are of 129,600,000 shares outstanding, as reported by VALVOLINE INC. on its Form 10-Q dated December 31, 2023 (see the filing on EDGAR). This is the count contemporaneous with the 2023-2024 meeting, not today’s. Each holding is as of its own filing, which may be dated before or after the meeting.

About this page

Every figure above is derived from filings made with the US Securities and Exchange Commission: Form N-PX, in which registered funds disclose how they voted every proxy and institutional managers disclose their votes on executive pay (say-on-pay, say-on-frequency and golden parachutes), and Form 8-K Item 5.07, in which the company reports its own meeting results. Shares outstanding are taken from VALVOLINE INC.’s 10-Q dated December 31, 2023. This page is a static snapshot rebuilt weekly on October 14, 2026; a live search always shows the current data.

At VALVOLINE INC.'s shareholder meeting held January 25, 2024, in the 2023-2024 proxy season, 415 asset managers reported how they voted on 11 ballot items in their SEC Form N-PX filings, covering 4,835 separate fund positions. On the most widely held item on that ballot — Non-binding Advisory Resolution Approving our Executive Compensation — VALVOLINE INC.'s filing reports the proposal as approved, with 96% support of the votes cast (FOR divided by FOR plus AGAINST, the conventional basis for proxy support; abstentions, broker non-votes and unvoted shares are excluded because none of them took a side). Source: VALVOLINE INC.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on January 30, 2024.

VALVOLINE INC. proxy season coverage: 2023-2024 (this page) · 2024-2025 · 2025-2026.

Download data (CSV): ballot items · votes by manager · column guide.