Matheys Heidi J.

SEC source: 0000947871-17-000927 · ss67716_4.xml · derivative · entry 2

Matheys Heidi J. · CIK 0001685782 · Chief Marketing Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 9,000

Underlying: Common Stock · 9,000 shares

Expires 2027-11-13

F3 · derivative.exercise_date: Fifty percent (50%) of the stock appreciation rights vest on November 13, 2018, twenty-five percent (25%) of the stock appreciation rights vest on November 13, 2019 and twenty-five percent (25%) of the stock appreciation rights vest on November 13, 2020.

SEC source: 0000947871-17-000927 · ss67716_4.xml · derivative · entry 1

Matheys Heidi J. · CIK 0001685782 · Chief Marketing Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 2,100

Underlying: Common Stock · 2,100 shares

Expires not disclosed

F1 · derivative.exercise_price: Each restricted stock unit represents a right to receive one share of Valvoline common stock.

F2 · derivative.exercise_date: The restricted stocks units vest in three equal annual installments beginning on the first anniversary of the grant date.

F2 · derivative.expiration_date: The restricted stocks units vest in three equal annual installments beginning on the first anniversary of the grant date.

SEC source: 0000947871-17-000919 · ss67602_4.xml · derivative · entry 3

Matheys Heidi J. · CIK 0001685782 · Chief Marketing Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Stock · 4,113 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

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

F2 · derivative.exercise_date: The Reporting Person held restricted stock units which Valvoline considered vested as of the transaction date.

F2 · derivative.expiration_date: The Reporting Person held restricted stock units which Valvoline considered vested as of the transaction date.

SEC source: 0000947871-17-000919 · ss67602_4.xml · nonDerivative · entry 2

Matheys Heidi J. · CIK 0001685782 · Chief Marketing Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 13,593

SEC source: 0000947871-17-000919 · ss67602_4.xml · nonDerivative · entry 1

Matheys Heidi J. · CIK 0001685782 · Chief Marketing Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 15,310

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

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

SEC source: 0000947871-17-000798 · ss61327_4.xml · derivative · entry 1

Matheys Heidi J. · CIK 0001685782 · Chief Marketing Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 1,215

Underlying: Common Stock · 1,215 shares

Expires not disclosed

F1 · derivative.exercise_price: Each restricted stock unit represents a right to receive one share of Valvoline common stock.

F2 · shares: The Reporting Person held performance units for which performance was certified on the transaction date. Following the certification, the units remain outstanding as restricted stock units and are scheduled to vest upon the third anniversary of the grant date of the units (November 12, 2018), subject to the continued employment of the Reporting Person with Valvoline through such vesting date.

F2 · derivative.exercise_date: The Reporting Person held performance units for which performance was certified on the transaction date. Following the certification, the units remain outstanding as restricted stock units and are scheduled to vest upon the third anniversary of the grant date of the units (November 12, 2018), subject to the continued employment of the Reporting Person with Valvoline through such vesting date.

F2 · derivative.expiration_date: The Reporting Person held performance units for which performance was certified on the transaction date. Following the certification, the units remain outstanding as restricted stock units and are scheduled to vest upon the third anniversary of the grant date of the units (November 12, 2018), subject to the continued employment of the Reporting Person with Valvoline through such vesting date.

SEC source: 0000947871-17-000730 · ss58592_4.xml · derivative · entry 1

Matheys Heidi J. · CIK 0001685782 · Chief Marketing Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 12,500

Underlying: Common Stock · 12,500 shares

Expires not disclosed

F1 · derivative.exercise_price: Each Restricted Stock Unit represents a right to receive one share of Valvoline common stock.

F2 · derivative.exercise_date: Each Restricted Stock Unit vests upon the third anniversary of the grant date, subject to the continued employment of the Reporting Person with Valvoline through such vesting date.

F2 · derivative.expiration_date: Each Restricted Stock Unit vests upon the third anniversary of the grant date, subject to the continued employment of the Reporting Person with Valvoline through such vesting date.

SEC source: 0000947871-17-000595 · ss53418_4.xml · derivative · entry 1

Matheys Heidi J. · CIK 0001685782 · Chief Marketing Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 4,113

Underlying: Common Stock · 4,113 shares

Expires not disclosed

F1 · derivative.exercise_price: Each Restricted Stock Unit represents a right to receive one share of Valvoline common stock.

F2 · shares: The Reporting Person held performance units for which performance was certified on the transaction date. Following the certification, the units remain outstanding as restricted stock units and are scheduled to vest upon the third anniversary of the grant date of the units (November 12, 2017), subject to the continued employment of the Reporting Person with Valvoline through such vesting date.

F2 · derivative.exercise_date: The Reporting Person held performance units for which performance was certified on the transaction date. Following the certification, the units remain outstanding as restricted stock units and are scheduled to vest upon the third anniversary of the grant date of the units (November 12, 2017), subject to the continued employment of the Reporting Person with Valvoline through such vesting date.

F2 · derivative.expiration_date: The Reporting Person held performance units for which performance was certified on the transaction date. Following the certification, the units remain outstanding as restricted stock units and are scheduled to vest upon the third anniversary of the grant date of the units (November 12, 2017), subject to the continued employment of the Reporting Person with Valvoline through such vesting date.

SEC source: 0000950157-17-000949 · form4.xml · derivative · entry 2

Matheys Heidi J. · CIK 0001685782 · Chief Marketing Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 7

Underlying: Common Stock · 7 shares

Expires not disclosed

F2 · derivative.exercise_price: The dividend equivalent rights accrued on restricted stock units and will vest upon the same terms and conditions as such restricted stock units. Each dividend equivalent right is the economic equivalent of one restricted stock unit.

F2 · derivative.exercise_date: The dividend equivalent rights accrued on restricted stock units and will vest upon the same terms and conditions as such restricted stock units. Each dividend equivalent right is the economic equivalent of one restricted stock unit.

F2 · derivative.expiration_date: The dividend equivalent rights accrued on restricted stock units and will vest upon the same terms and conditions as such restricted stock units. Each dividend equivalent right is the economic equivalent of one restricted stock unit.

SEC source: 0000950157-17-000949 · form4.xml · derivative · entry 1

Matheys Heidi J. · CIK 0001685782 · Chief Marketing Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 1

Underlying: Common Stock · 1 shares

Expires not disclosed

F1 · derivative.exercise_price: The dividend equivalent rights accrued on shares of restricted stock and will vest upon the same terms and conditions as such shares of restricted stock. Each dividend equivalent right is the economic equivalent of one share of restricted stock.

F1 · derivative.exercise_date: The dividend equivalent rights accrued on shares of restricted stock and will vest upon the same terms and conditions as such shares of restricted stock. Each dividend equivalent right is the economic equivalent of one share of restricted stock.

F1 · derivative.expiration_date: The dividend equivalent rights accrued on shares of restricted stock and will vest upon the same terms and conditions as such shares of restricted stock. Each dividend equivalent right is the economic equivalent of one share of restricted stock.

SEC source: 0000950157-17-000873 · form4.xml · derivative · entry 7

Matheys Heidi J. · CIK 0001685782 · Chief Marketing Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 11,298

Underlying: Common Stock · 11,298 shares

Expires 2026-12-16

F16 · derivative.exercise_price: Pursuant to the terms of the Employee Matters Agreement, the Reporting Person was entitled to receive the number of stock appreciation rights of Valvoline equal to the Equity Award Exchange Ratio for each such stock appreciation right, and the original strike price of $109.15 was converted to $20.29.

F16 · price: Pursuant to the terms of the Employee Matters Agreement, the Reporting Person was entitled to receive the number of stock appreciation rights of Valvoline equal to the Equity Award Exchange Ratio for each such stock appreciation right, and the original strike price of $109.15 was converted to $20.29.

F17 · derivative.exercise_date: Fifty percent (50%) of the stock appreciation rights vest on November 16, 2017, twenty-five percent (25%) of the stock appreciation rights vest on November 16, 2018 and twenty-five percent (25%) of the stock appreciation rights vest on November 16, 2019.

SEC source: 0000950157-17-000873 · form4.xml · derivative · entry 6

Matheys Heidi J. · CIK 0001685782 · Chief Marketing Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 9,684

Underlying: Common Stock · 9,684 shares

Expires 2025-12-18

F14 · derivative.exercise_price: Pursuant to the terms of the Employee Matters Agreement, the Reporting Person was entitled to receive the number of stock appreciation rights of Valvoline equal to the Equity Award Exchange Ratio for each such stock appreciation right, and the original strike price of $111.89 was converted to $20.80.

F14 · price: Pursuant to the terms of the Employee Matters Agreement, the Reporting Person was entitled to receive the number of stock appreciation rights of Valvoline equal to the Equity Award Exchange Ratio for each such stock appreciation right, and the original strike price of $111.89 was converted to $20.80.

F15 · derivative.exercise_date: Fifty percent (50%) of the stock appreciation rights vested on November 18, 2016, twenty-five percent (25%) of the stock appreciation rights vest on November 18, 2017 and twenty-five percent (25%) of the stock appreciation rights vest on November 18, 2018.

SEC source: 0000950157-17-000873 · form4.xml · derivative · entry 5

Matheys Heidi J. · CIK 0001685782 · Chief Marketing Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 7,801

Underlying: Common Stock · 7,801 shares

Expires 2024-12-12

F12 · derivative.exercise_price: Pursuant to the terms of the Employee Matters Agreement, the Reporting Person was entitled to receive the number of stock appreciation rights of Valvoline equal to the Equity Award Exchange Ratio for each such stock appreciation right, and the original strike price of $112.91 was converted to $20.99.

F12 · price: Pursuant to the terms of the Employee Matters Agreement, the Reporting Person was entitled to receive the number of stock appreciation rights of Valvoline equal to the Equity Award Exchange Ratio for each such stock appreciation right, and the original strike price of $112.91 was converted to $20.99.

F13 · derivative.exercise_date: Fifty percent (50%) of the stock appreciation rights vested on November 12, 2015, twenty-five percent (25%) of the stock appreciation rights vested on November 12, 2016 and twenty-five percent (25%) of the stock appreciation rights vest on November 12, 2017.

SEC source: 0000950157-17-000873 · form4.xml · derivative · entry 4

Matheys Heidi J. · CIK 0001685782 · Chief Marketing Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 8,070

Underlying: Common Stock · 8,070 shares

Expires 2023-12-13

F10 · derivative.exercise_price: Pursuant to the terms of the Employee Matters Agreement, the Reporting Person was entitled to receive the number of stock appreciation rights of Valvoline equal to the Equity Award Exchange Ratio for each such stock appreciation right, and the original strike price of $89.69 was converted to $16.67.

F10 · price: Pursuant to the terms of the Employee Matters Agreement, the Reporting Person was entitled to receive the number of stock appreciation rights of Valvoline equal to the Equity Award Exchange Ratio for each such stock appreciation right, and the original strike price of $89.69 was converted to $16.67.

F11 · derivative.exercise_date: Fifty percent (50%) of the stock appreciation rights vested on November 13, 2014, twenty-five percent (25%) of the stock appreciation rights vested on November 13, 2015 and twenty-five percent (25%) of the stock appreciation rights vested on November 13, 2016.

SEC source: 0000950157-17-000873 · form4.xml · derivative · entry 3

Matheys Heidi J. · CIK 0001685782 · Chief Marketing Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 2,152

Underlying: Common Stock · 2,152 shares

Expires 2022-12-14

F8 · derivative.exercise_price: Pursuant to the terms of the Employee Matters Agreement, the Reporting Person was entitled to receive the number of stock appreciation rights of Valvoline equal to the Equity Award Exchange Ratio for each such stock appreciation right, and the original strike price of $70.37 was converted to $13.08.

F8 · price: Pursuant to the terms of the Employee Matters Agreement, the Reporting Person was entitled to receive the number of stock appreciation rights of Valvoline equal to the Equity Award Exchange Ratio for each such stock appreciation right, and the original strike price of $70.37 was converted to $13.08.

F9 · derivative.exercise_date: Fifty percent (50%) of the stock appreciation rights vested on November 14, 2013, twenty-five percent (25%) of the stock appreciation rights vested on November 14, 2014 and twenty-five percent (25%) of the stock appreciation rights vested on November 14, 2015.

SEC source: 0000950157-17-000873 · form4.xml · derivative · entry 2

Matheys Heidi J. · CIK 0001685782 · Chief Marketing Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 4,443

Underlying: Common Stock · 4,443 shares

Expires not disclosed

F3 · derivative.exercise_price: Each restricted stock unit represents a contingent right to receive one (1) share of Valvoline common stock.

F4 · shares: Represents the sum of 3,188 restricted stock units granted pursuant to the adjustment described in footnote (5) below and 1,255 restricted stock units granted pursuant to the plan described in footnote (6) below.

F5 · shares: Pursuant to the terms of the Employee Matters Agreement, the Reporting Person was entitled to receive the number of restricted stock units of Valvoline equal to the Equity Award Exchange Ratio for each such restricted stock unit.

F6 · shares: Pursuant to the terms of the FY 2016- 2018 Long Term Incentive Plan (the "LTIP Plan"), upon the Distribution, one-third of the Reporting Person's performance units under the LTIP Plan became convertible into 233 time-based, stock-settled restricted stock units immediately following the 120th day following the consummation of the Distribution. Pursuant to the terms of the LTIP Plan, each such time-based, stock settled restricted stock unit was further adjusted into the number of time-based, stock settled restricted stock units equal to the Equity Award Exchange Ratio.

F4 · price: Represents the sum of 3,188 restricted stock units granted pursuant to the adjustment described in footnote (5) below and 1,255 restricted stock units granted pursuant to the plan described in footnote (6) below.

F5 · price: Pursuant to the terms of the Employee Matters Agreement, the Reporting Person was entitled to receive the number of restricted stock units of Valvoline equal to the Equity Award Exchange Ratio for each such restricted stock unit.

F6 · price: Pursuant to the terms of the FY 2016- 2018 Long Term Incentive Plan (the "LTIP Plan"), upon the Distribution, one-third of the Reporting Person's performance units under the LTIP Plan became convertible into 233 time-based, stock-settled restricted stock units immediately following the 120th day following the consummation of the Distribution. Pursuant to the terms of the LTIP Plan, each such time-based, stock settled restricted stock unit was further adjusted into the number of time-based, stock settled restricted stock units equal to the Equity Award Exchange Ratio.

F7 · derivative.exercise_date: The restricted stock units described in footnote (5) above vest upon the same terms and conditions as were applicable to the Reporting Person's awards of restricted stock units of Ashland immediately prior to the Distribution. The restricted stock units described in footnote (6) above vest upon the third anniversary of the grant date (i.e. November 18, 2018) so long as the Reporting Person remains employed through such vesting date.

F7 · derivative.expiration_date: The restricted stock units described in footnote (5) above vest upon the same terms and conditions as were applicable to the Reporting Person's awards of restricted stock units of Ashland immediately prior to the Distribution. The restricted stock units described in footnote (6) above vest upon the third anniversary of the grant date (i.e. November 18, 2018) so long as the Reporting Person remains employed through such vesting date.

SEC source: 0000950157-17-000873 · form4.xml · nonDerivative · entry 1

Matheys Heidi J. · CIK 0001685782 · Chief Marketing Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 1,040

F1 · price: Ashland Global Holdings Inc. ("Ashland") distributed to its stockholders on May 12, 2017 (the "Distribution Date") 170,000,000 shares of Valvoline Inc. ("Valvoline") common stock as a pro rata dividend (the "Distribution"). Pursuant to the terms of the Employee Matters Agreement entered into between Ashland and Valvoline dated September 22, 2016 (the "Employee Matters Agreement"), the Reporting Person was entitled to receive the number of shares of restricted stock of Valvoline obtained by dividing (x) the closing price of Ashland common stock on the Distribution Date by (y) the simple arithmetic average of the volume-weighted average price of Valvoline common stock for each of the ten consecutive trading days immediately following the Distribution Date (such quotient, the "Equity Award Exchange Ratio") for each such share of restricted stock.

F2 · balance_after: Includes 640 shares of unvested restricted stock.

SEC source: 0000947871-17-000892 · ss66624_4a.xml · nonDerivative · entry 1

Matheys Heidi J. · CIK 0001685782 · Chief Marketing Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 11,195

F3 · price: Ashland Global Holdings Inc. ("Ashland") distributed to its stockholders on May 12, 2017 (the "Distribution Date") 170,000,000 shares of Valvoline Inc. ("Valvoline") common stock as a pro rata dividend (the "Distribution"). Pursuant to the terms of the Employee Matters Agreement entered into between Ashland and Valvoline dated September 22, 2016, the Reporting Person was entitled to receive the number of shares of restricted stock of Valvoline obtained by dividing (x) the closing price of Ashland common stock on the Distribution Date by (y) the simple arithmetic average of the volume-weighted average price of Valvoline common stock for each of the ten consecutive trading days immediately following the Distribution Date for each such share of restricted stock.

F1 · balance_after: This amendment to the Statement of Beneficial Ownership of Securities on Form 4, filed with the Securities and Exchange Commission on June 8, 2017 (the "Original Form 4"), is being filed to correct the Original Form 4 filing to add 10,155 shares held directly by the Reporting Person that were inadvertently not included on the Original Form 4.

F2 · balance_after: Includes 640 shares of unvested restricted stock.

SEC source: 0000950157-16-002271 · form4.xml · nonDerivative · entry 1

Matheys Heidi J. · CIK 0001685782 · Chief Marketing Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 400