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VALVOLINE INC. 2024-2025 Proxy Voting Records

Compiled from SEC Form N-PX filings and VALVOLINE INC.’s Form 8-K, filed January 30, 2025 (Item 5.07 on EDGAR). Page generated October 14, 2026.

  • 11Ballot items
  • 461Asset managers
  • 4,334Fund votes
  • January 28, 2025Meeting date

Results at a glance

Meeting of January 28, 2025: 11 items on VALVOLINE INC.’s Form 8-K, filed January 30, 2025: 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 2024-2025 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, 2025 (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 28, 2025
Ballot itemForAgainst AbstainWithheldBroker non-votesSupport (of votes cast)Reported outcomeVoting standard
Elect Director: Gerald W. Evans, Jr. 110,953,513694,863217,436 --7,339,924 99.3%Elected—
Elect Director: Lori A. Flees 111,352,738332,539180,535 --7,339,924 99.7%Elected—
Elect Director: Richard J. Freeland 110,663,288998,652203,872 --7,339,924 99.1%Elected—
Elect Director: Carol H. Kruse 111,088,619594,775182,418 --7,339,924 99.4%Elected—
Elect Director: Vada O. Manager 110,668,4341,015,543181,835 --7,339,924 99.0%Elected—
Elect Director: Patrick S. Pacious 111,115,577509,427240,808 --7,339,924 99.5%Elected—
Elect Director: Jennifer L. Slater 111,151,412533,092181,308 --7,339,924 99.5%Elected—
Elect Director: Charles M. Sonsteby 111,165,618516,474183,720 --7,339,924 99.5%Elected—
Elect Director: Mary J. Twinem 111,235,231445,916184,665 --7,339,924 99.6%Elected—
2. Appointment of Ernst & Young LLP as Valvoline's independent registered public accounting firm for fiscal 2025 118,106,386937,676161,674 --0 99.2%Approved—
3. Non-binding advisory vote that shareholders vote on Valvoline's executive compensation every year 102,295,6139,218,255351,944 --7,339,924 92%Approved—

Source: VALVOLINE INC., Form 8-K, filed with the SEC on January 30, 2025 — read the filing on EDGAR.

How asset managers voted at the VALVOLINE INC. 2024-2025 meeting

Each item below shows how the 461 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 3 wordings of this item as funds reported it.

99.4% Majority: yes · of votes cast

FOR 99.4%
FOR: 111,088,619AGAINST: 594,775
Details: description as filed, official tally, votes by 108 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”): 111,088,619 for, 594,775 against, per its Form 8-K filed January 30, 2025 (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 2025 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 108 asset managers below reported 55,509,477 for, 4,009 against, 23,756 abstained.

FOR
FOR: 55,509,477AGAINST: 4,009ABSTAIN: 23,756
Largest asset managers voting on “Election of Nine Directors: Carol H. Kruse” at VALVOLINE INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard13,206,9630 00For
BlackRock7,052,1430 00For
WASATCH FUNDS TRUST5,392,2960 00For
Fidelity4,469,3380 00For
Invesco3,127,7280 00For
Columbia Threadneedle2,168,3000 00For
Hartford2,161,6590 00For
Dimensional2,014,8670 00For
FMI FUNDS INC1,640,0000 00For
Charles Schwab1,618,8060 00For
PROFESSIONALLY MANAGED PORTFOLIOS1,325,0000 00For
State Street1,061,5550 00For
TIAA1,005,5640 00For
Royce919,4130 00For
JANUS INVESTMENT FUND892,6460 00For
Neuberger Berman589,1140 00For
T. Rowe Price553,2470 00For
GLENMEDE FUND INC491,8060 00For
Nationwide451,1970 00For
Natixis397,3480 00For
SCHWARTZ INVESTMENT TRUST350,0000 00For
Jackson National331,2230 00For
Equitable299,1160 00For
TOUCHSTONE FUNDS GROUP TRUST244,5520 00For
Principal224,6670 00For

Showing the 25 largest of 108 asset managers. See all 108 in the interactive database.

2. Elect Director: Charles M. Sonsteby

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 4 wordings of this item as funds reported it.

99.5% Majority: yes · of votes cast

FOR 99.5%
FOR: 111,165,618AGAINST: 516,474
Details: description as filed, official tally, votes by 108 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”): 111,165,618 for, 516,474 against, per its Form 8-K filed January 30, 2025 (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 2025 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: 99.5% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 108 asset managers below reported 55,513,484 for, 1 against, 23,756 abstained.

FOR
FOR: 55,513,484AGAINST: 1ABSTAIN: 23,756
Largest asset managers voting on “Election of Nine Directors: Charles M. Sonsteby” at VALVOLINE INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard13,206,9630 00For
BlackRock7,052,1430 00For
WASATCH FUNDS TRUST5,392,2960 00For
Fidelity4,469,3380 00For
Invesco3,127,7280 00For
Columbia Threadneedle2,168,3000 00For
Hartford2,161,6590 00For
Dimensional2,014,8670 00For
FMI FUNDS INC1,640,0000 00For
Charles Schwab1,618,8060 00For
PROFESSIONALLY MANAGED PORTFOLIOS1,325,0000 00For
State Street1,061,5550 00For
TIAA1,005,5640 00For
Royce919,4130 00For
JANUS INVESTMENT FUND892,6460 00For
Neuberger Berman589,1140 00For
T. Rowe Price553,2470 00For
GLENMEDE FUND INC491,8060 00For
Nationwide451,1970 00For
Natixis397,3480 00For
SCHWARTZ INVESTMENT TRUST350,0000 00For
Jackson National331,2230 00For
Equitable299,1160 00For
TOUCHSTONE FUNDS GROUP TRUST244,5520 00For
Principal224,6670 00For

Showing the 25 largest of 108 asset managers. See all 108 in the interactive database.

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

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 4 wordings of this item as funds reported it.

99.3% Majority: yes · of votes cast

FOR 99.3%
FOR: 110,953,513AGAINST: 694,863
Details: description as filed, official tally, votes by 108 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.”): 110,953,513 for, 694,863 against, per its Form 8-K filed January 30, 2025 (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 2025 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 108 asset managers below reported 55,513,484 for, 2 against, 1 withheld, 23,756 abstained.

FOR
FOR: 55,513,484AGAINST: 2ABSTAIN: 23,756WITHHOLD: 1
Largest asset managers voting on “Election of Nine Directors: Gerald W. Evans, Jr.” at VALVOLINE INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard13,206,9630 00For
BlackRock7,052,1430 00For
WASATCH FUNDS TRUST5,392,2960 00For
Fidelity4,469,3380 00For
Invesco3,127,7280 00For
Columbia Threadneedle2,168,3000 00For
Hartford2,161,6590 00For
Dimensional2,014,8670 00For
FMI FUNDS INC1,640,0000 00For
Charles Schwab1,618,8060 00For
PROFESSIONALLY MANAGED PORTFOLIOS1,325,0000 00For
State Street1,061,5550 00For
TIAA1,005,5640 00For
Royce919,4130 00For
JANUS INVESTMENT FUND892,6460 00For
Neuberger Berman589,1140 00For
T. Rowe Price553,2470 00For
GLENMEDE FUND INC491,8060 00For
Nationwide451,1970 00For
Natixis397,3480 00For
SCHWARTZ INVESTMENT TRUST350,0000 00For
Jackson National331,2230 00For
Equitable299,1160 00For
TOUCHSTONE FUNDS GROUP TRUST244,5520 00For
Principal224,6670 00For

Showing the 25 largest of 108 asset managers. See all 108 in the interactive database.

4. Elect Director: Jennifer L. Slater

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 4 wordings of this item as funds reported it.

99.5% Majority: yes · of votes cast

FOR 99.5%
FOR: 111,151,412AGAINST: 533,092
Details: description as filed, official tally, votes by 108 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”): 111,151,412 for, 533,092 against, per its Form 8-K filed January 30, 2025 (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 2025 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: 99.5% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 108 asset managers below reported 55,513,484 for, 1 against, 23,756 abstained.

FOR
FOR: 55,513,484AGAINST: 1ABSTAIN: 23,756
Largest asset managers voting on “Election of Nine Directors: Jennifer L. Slater” at VALVOLINE INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard13,206,9630 00For
BlackRock7,052,1430 00For
WASATCH FUNDS TRUST5,392,2960 00For
Fidelity4,469,3380 00For
Invesco3,127,7280 00For
Columbia Threadneedle2,168,3000 00For
Hartford2,161,6590 00For
Dimensional2,014,8670 00For
FMI FUNDS INC1,640,0000 00For
Charles Schwab1,618,8060 00For
PROFESSIONALLY MANAGED PORTFOLIOS1,325,0000 00For
State Street1,061,5550 00For
TIAA1,005,5640 00For
Royce919,4130 00For
JANUS INVESTMENT FUND892,6460 00For
Neuberger Berman589,1140 00For
T. Rowe Price553,2470 00For
GLENMEDE FUND INC491,8060 00For
Nationwide451,1970 00For
Natixis397,3480 00For
SCHWARTZ INVESTMENT TRUST350,0000 00For
Jackson National331,2230 00For
Equitable299,1160 00For
TOUCHSTONE FUNDS GROUP TRUST244,5520 00For
Principal224,6670 00For

Showing the 25 largest of 108 asset managers. See all 108 in the interactive database.

5. Elect Director: Lori A. Flees

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 3 wordings of this item as funds reported it.

99.7% Majority: yes · of votes cast

FOR 99.7%
FOR: 111,352,738AGAINST: 332,539
Details: description as filed, official tally, votes by 108 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”): 111,352,738 for, 332,539 against, per its Form 8-K filed January 30, 2025 (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 2025 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: 99.7% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 108 asset managers below reported 55,488,171 for, 25,315 against, 23,756 abstained.

FOR
FOR: 55,488,171AGAINST: 25,315ABSTAIN: 23,756
Largest asset managers voting on “Election of Nine Directors: Lori A. Flees” at VALVOLINE INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard13,206,9630 00For
BlackRock7,052,1430 00For
WASATCH FUNDS TRUST5,392,2960 00For
Fidelity4,469,3380 00For
Invesco3,127,7280 00For
Columbia Threadneedle2,168,3000 00For
Hartford2,161,6590 00For
Dimensional2,014,8670 00For
FMI FUNDS INC1,640,0000 00For
Charles Schwab1,618,8060 00For
PROFESSIONALLY MANAGED PORTFOLIOS1,325,0000 00For
State Street1,061,5550 00For
TIAA1,005,5640 00For
Royce919,4130 00For
JANUS INVESTMENT FUND892,6460 00For
Neuberger Berman589,1140 00For
T. Rowe Price553,2470 00For
GLENMEDE FUND INC491,8060 00For
Nationwide451,1970 00For
Natixis397,3480 00For
SCHWARTZ INVESTMENT TRUST350,0000 00For
Jackson National331,2230 00For
Equitable299,1160 00For
TOUCHSTONE FUNDS GROUP TRUST244,5520 00For
Principal224,6670 00For

Showing the 25 largest of 108 asset managers. See all 108 in the interactive database.

6. Elect Director: Mary J. Twinem

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 3 wordings of this item as funds reported it.

99.6% Majority: yes · of votes cast

FOR 99.6%
FOR: 111,235,231AGAINST: 445,916
Details: description as filed, official tally, votes by 108 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”): 111,235,231 for, 445,916 against, per its Form 8-K filed January 30, 2025 (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 2025 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: 99.6% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 108 asset managers below reported 55,358,278 for, 155,207 against, 23,756 abstained.

FOR
FOR: 55,358,278AGAINST: 155,207ABSTAIN: 23,756
Largest asset managers voting on “Election of Nine Directors: Mary J. Twinem” at VALVOLINE INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard13,206,9630 00For
BlackRock7,052,1430 00For
WASATCH FUNDS TRUST5,392,2960 00For
Fidelity4,469,3380 00For
Invesco3,127,7280 00For
Columbia Threadneedle2,168,3000 00For
Hartford2,161,6590 00For
Dimensional2,014,8670 00For
FMI FUNDS INC1,640,0000 00For
Charles Schwab1,618,8060 00For
PROFESSIONALLY MANAGED PORTFOLIOS1,325,0000 00For
State Street1,061,5550 00For
TIAA1,005,5640 00For
Royce919,4130 00For
JANUS INVESTMENT FUND892,6460 00For
Neuberger Berman589,1140 00For
T. Rowe Price553,2470 00For
GLENMEDE FUND INC491,8060 00For
Nationwide451,1970 00For
Natixis397,3480 00For
SCHWARTZ INVESTMENT TRUST350,0000 00For
Jackson National331,2230 00For
Equitable143,910155,206 00Mixed
TOUCHSTONE FUNDS GROUP TRUST244,5520 00For
Principal224,6670 00For

Showing the 25 largest of 108 asset managers. See all 108 in the interactive database.

7. Elect Director: Patrick S. Pacious

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 4 wordings of this item as funds reported it.

99.5% Majority: yes · of votes cast

FOR 99.5%
FOR: 111,115,577AGAINST: 509,427
Details: description as filed, official tally, votes by 108 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”): 111,115,577 for, 509,427 against, per its Form 8-K filed January 30, 2025 (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 2025 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: 99.5% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 108 asset managers below reported 55,509,477 for, 1 against, 1 withheld, 27,763 abstained.

FOR
FOR: 55,509,477AGAINST: 1ABSTAIN: 27,763WITHHOLD: 1
Largest asset managers voting on “Election of Nine Directors: Patrick S. Pacious” at VALVOLINE INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard13,206,9630 00For
BlackRock7,052,1430 00For
WASATCH FUNDS TRUST5,392,2960 00For
Fidelity4,469,3380 00For
Invesco3,127,7280 00For
Columbia Threadneedle2,168,3000 00For
Hartford2,161,6590 00For
Dimensional2,014,8670 00For
FMI FUNDS INC1,640,0000 00For
Charles Schwab1,618,8060 00For
PROFESSIONALLY MANAGED PORTFOLIOS1,325,0000 00For
State Street1,061,5550 00For
TIAA1,005,5640 00For
Royce919,4130 00For
JANUS INVESTMENT FUND892,6460 00For
Neuberger Berman589,1140 00For
T. Rowe Price553,2470 00For
GLENMEDE FUND INC491,8060 00For
Nationwide451,1970 00For
Natixis397,3480 00For
SCHWARTZ INVESTMENT TRUST350,0000 00For
Jackson National331,2230 00For
Equitable299,1160 00For
TOUCHSTONE FUNDS GROUP TRUST244,5520 00For
Principal224,6670 00For

Showing the 25 largest of 108 asset managers. See all 108 in the interactive database.

8. Elect Director: Richard J. Freeland

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 4 wordings of this item as funds reported it.

99.1% Majority: yes · of votes cast

FOR 99.1%
FOR: 110,663,288AGAINST: 998,652
Details: description as filed, official tally, votes by 108 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”): 110,663,288 for, 998,652 against, per its Form 8-K filed January 30, 2025 (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 2025 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 108 asset managers below reported 55,414,629 for, 98,856 against, 23,756 abstained.

FOR
FOR: 55,414,629AGAINST: 98,856ABSTAIN: 23,756
Largest asset managers voting on “Election of Nine Directors: Richard J. Freeland” at VALVOLINE INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard13,206,9630 00For
BlackRock7,052,1430 00For
WASATCH FUNDS TRUST5,392,2960 00For
Fidelity4,469,3380 00For
Invesco3,127,7280 00For
Columbia Threadneedle2,168,3000 00For
Hartford2,161,6590 00For
Dimensional2,014,8670 00For
FMI FUNDS INC1,640,0000 00For
Charles Schwab1,618,8060 00For
PROFESSIONALLY MANAGED PORTFOLIOS1,325,0000 00For
State Street1,061,5550 00For
TIAA1,005,5640 00For
Royce919,4130 00For
JANUS INVESTMENT FUND892,6460 00For
Neuberger Berman589,1140 00For
T. Rowe Price553,2470 00For
GLENMEDE FUND INC491,8060 00For
Nationwide451,1970 00For
Natixis397,3480 00For
SCHWARTZ INVESTMENT TRUST350,0000 00For
Jackson National331,2230 00For
Equitable299,1160 00For
TOUCHSTONE FUNDS GROUP TRUST244,5520 00For
Principal224,6670 00For

Showing the 25 largest of 108 asset managers. See all 108 in the interactive database.

9. Elect Director: Vada O. Manager

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 4 wordings of this item as funds reported it.

99.0% Majority: yes · of votes cast

FOR 99.0%
FOR: 110,668,434AGAINST: 1,015,543
Details: description as filed, official tally, votes by 108 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”): 110,668,434 for, 1,015,543 against, per its Form 8-K filed January 30, 2025 (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 2025 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 108 asset managers below reported 55,483,037 for, 30,448 against, 23,756 abstained.

FOR
FOR: 55,483,037AGAINST: 30,448ABSTAIN: 23,756
Largest asset managers voting on “Election of Nine Directors: Vada O. Manager” at VALVOLINE INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard13,206,9630 00For
BlackRock7,052,1430 00For
WASATCH FUNDS TRUST5,392,2960 00For
Fidelity4,469,3380 00For
Invesco3,127,7280 00For
Columbia Threadneedle2,168,3000 00For
Hartford2,161,6590 00For
Dimensional2,014,8670 00For
FMI FUNDS INC1,640,0000 00For
Charles Schwab1,618,8060 00For
PROFESSIONALLY MANAGED PORTFOLIOS1,325,0000 00For
State Street1,061,5550 00For
TIAA1,005,5640 00For
Royce919,4130 00For
JANUS INVESTMENT FUND892,6460 00For
Neuberger Berman589,1140 00For
T. Rowe Price553,2470 00For
GLENMEDE FUND INC491,8060 00For
Nationwide451,1970 00For
Natixis397,3480 00For
SCHWARTZ INVESTMENT TRUST350,0000 00For
Jackson National331,2230 00For
Equitable299,1160 00For
TOUCHSTONE FUNDS GROUP TRUST244,5520 00For
Principal224,6670 00For

Showing the 25 largest of 108 asset managers. See all 108 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 7 wordings of this item as funds reported it.

92% Approved · of votes cast

FOR 92%
FOR: 102,295,613AGAINST: 9,218,255
Details: description as filed, official tally, votes by 447 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”): 102,295,613 for, 9,218,255 against — passed, per its Form 8-K filed January 30, 2025 (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: 92% 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” (11 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: 104 asset managers voting on “Non-binding Advisory Resolution Approving our Executive Compensation.” at VALVOLINE INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard13,206,9630 00For
BlackRock7,052,1430 00For
WASATCH FUNDS TRUST5,392,2960 00For
Fidelity4,469,3380 00For
Invesco03,127,728 00Against
Columbia Threadneedle2,168,3000 00For
Hartford2,161,6590 00For
Dimensional2,014,8670 00For
FMI FUNDS INC01,640,000 00Against
Charles Schwab1,618,8060 00For
PROFESSIONALLY MANAGED PORTFOLIOS1,325,0000 00For
State Street1,061,5550 00For
TIAA1,005,5640 00For
Royce919,4130 00For
JANUS INVESTMENT FUND892,6460 00For
Neuberger Berman589,1140 00For
T. Rowe Price553,2470 00For
GLENMEDE FUND INC491,8060 00For
Nationwide451,1970 00For
Natixis397,3480 00For
SCHWARTZ INVESTMENT TRUST350,0000 00For
Jackson National331,2230 00For
Equitable299,1160 00For
TOUCHSTONE FUNDS GROUP TRUST244,5520 00For
Principal224,6670 00For

Fund voting reports, all 104 managers: 50,539,959 for, 4,824,892 against, 1 withheld, 23,756 abstained. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports: 373 asset managers voting on “Non-binding Advisory Resolution Approving our Executive Compensation.” at VALVOLINE INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Fidelity8,140,6380 00For
WASATCH ADVISORS LP7,616,0830 00For
State Street3,805,1280 00For
BlackRock3,773,1112,284 00For
Alua Capital Management LP3,387,6140 00For
Invesco03,280,398 00Against
CONGRESS ASSET MANAGEMENT CO2,827,7765,730 00For
Wellington2,513,7740 00For
GEODE CAPITAL MANAGEMENT, LLC2,184,5090 00For
Tensile Capital Management LP1,840,1790 00For
Charles Schwab1,623,1690 00For
Sculptor Capital LP1,325,6820 00For
COMMERCE BANK1,231,2370 00For
John Hancock1,138,0600 00For
VAUGHAN NELSON INVESTMENT MANAGEMENT, L.P.1,089,5880 00For
GENEVA CAPITAL MANAGEMENT LLC1,067,4900 00For
Nuveen1,040,2140 00For
MELLON INVESTMENTS Corp963,3390 00For
Neuberger Berman960,3960 00For
Janus Henderson919,4840 00For
Northern Trust906,3480 00For
FIDUCIARY MANAGEMENT INC /WI/0864,151 00Against
T. Rowe Price796,2820 00For
Fiera Capital Corp572,9720 00For
SNYDER CAPITAL MANAGEMENT L P570,4410 00For

Institutional-manager reports, all 373 managers: 64,292,585 for, 5,567,172 against, 21,322 abstained, 4,244 not voted. 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 2025

Official resultAUDIT-RELATEDReported outcome: Approved

Combines 5 wordings of this item as funds reported it.

99.2% Approved · of votes cast

FOR 99.2%
FOR: 118,106,386AGAINST: 937,676
Details: description as filed, official tally, votes by 109 asset managers

Description as filed by funds: RATIFICATION OF APPOINTMENT OF ERNST & YOUNG LLP AS VALVOLINE'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR FISCAL 2025.

VALVOLINE INC.’s own tally for this item (“2. Appointment of Ernst & Young LLP as Valvoline's independent registered public accounting firm for fiscal 2025”): 118,106,386 for, 937,676 against — passed, per its Form 8-K filed January 30, 2025 (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 2025 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 109 asset managers below reported 55,498,468 for, 25,254 against, 23,756 abstained.

FOR
FOR: 55,498,468AGAINST: 25,254ABSTAIN: 23,756
Largest asset managers voting on “RATIFICATION OF APPOINTMENT OF ERNST & YOUNG LLP AS VALVOLINE'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM ” at VALVOLINE INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard13,206,9630 00For
BlackRock7,052,1430 00For
WASATCH FUNDS TRUST5,392,2960 00For
Fidelity4,469,3380 00For
Invesco3,127,7280 00For
Columbia Threadneedle2,168,3000 00For
Hartford2,161,6590 00For
Dimensional2,014,8670 00For
FMI FUNDS INC1,640,0000 00For
Charles Schwab1,618,8060 00For
PROFESSIONALLY MANAGED PORTFOLIOS1,325,0000 00For
State Street1,061,48768 00For
TIAA1,005,5640 00For
Royce919,4130 00For
JANUS INVESTMENT FUND892,6460 00For
Neuberger Berman589,1140 00For
T. Rowe Price553,2470 00For
GLENMEDE FUND INC491,8060 00For
Nationwide451,1970 00For
Natixis397,3480 00For
SCHWARTZ INVESTMENT TRUST350,0000 00For
Jackson National331,2230 00For
Equitable299,1160 00For
TOUCHSTONE FUNDS GROUP TRUST244,5520 00For
Principal224,6670 00For

Showing the 25 largest of 109 asset managers. See all 109 in the interactive database.

Not shown here: this season’s fund filings also report 1 item from the meeting of January 25, 2024, which belongs to the 2023-2024 season. A meeting outside this season’s July 1 to June 30 window is not counted in this page’s items or in its totals of asset managers and fund votes.

Largest VALVOLINE INC. shareholders voting in 2024-2025

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 127,600,000 shares outstanding at the time of that meeting.

Fund voting reports: top VALVOLINE INC. shareholders by shares voted on “Non-binding Advisory Resolution Approving our Executive Compensation.”, 2024-2025
#Asset manager % of shares outstanding
1Vanguard 10.35%
2BlackRock 5.53%
3WASATCH FUNDS TRUST 4.23%
4Fidelity 3.50%
5Invesco 2.45%
6Columbia Threadneedle 1.70%
7Hartford 1.69%
8Dimensional 1.58%
9FMI FUNDS INC 1.29%
10Charles Schwab 1.27%
Institutional-manager reports: top VALVOLINE INC. shareholders by shares voted on “Non-binding Advisory Resolution Approving our Executive Compensation.”, 2024-2025
#Asset manager % of shares outstanding
1Fidelity 6.38%
2WASATCH ADVISORS LP 5.97%
3State Street 2.98%
4BlackRock 2.96%
5Alua Capital Management LP 2.65%
6Invesco 2.57%
7CONGRESS ASSET MANAGEMENT CO 2.22%
8Wellington 1.97%
9GEODE CAPITAL MANAGEMENT, LLC 1.71%
10Tensile Capital Management LP 1.44%

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 2024-2025 proxy season
Holder % outstanding Disclosure
The Vanguard Group 10.28% DEF14A
BlackRock, Inc. 9.61% DEF14A
Wasatch Advisors LP 6.38% 13G
Boston Partners 4.98% 13G
State Street 3.34% 13F
Invesco 2.67% 13F
Geode Capital 1.81% 13F
Morgan Stanley 1.28% 13F
Norges Bank 1.21% 13F
Mary E. Meixelsperger 0.16% DEF14A

Percentages above are of 127,600,000 shares outstanding, as reported by VALVOLINE INC. on its Form 10-Q dated December 31, 2024 (see the filing on EDGAR). This is the count contemporaneous with the 2024-2025 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, 2024. 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 28, 2025, in the 2024-2025 proxy season, 461 asset managers reported how they voted on 11 ballot items in their SEC Form N-PX filings, covering 4,334 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 92% 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, 2025.

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

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