0000947871-17-000345.txt : 20170503 0000947871-17-000345.hdr.sgml : 20170503 20170503162941 ACCESSION NUMBER: 0000947871-17-000345 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20170427 ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers FILED AS OF DATE: 20170503 DATE AS OF CHANGE: 20170503 FILER: COMPANY DATA: COMPANY CONFORMED NAME: VALVOLINE INC CENTRAL INDEX KEY: 0001674910 STANDARD INDUSTRIAL CLASSIFICATION: MISCELLANEOUS PRODUCTS OF PETROLEUM & COAL [2990] IRS NUMBER: 300939371 FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-37884 FILM NUMBER: 17809608 BUSINESS ADDRESS: STREET 1: 3499 BLAZER PARKWAY CITY: LEXINGTON STATE: KY ZIP: 40509 BUSINESS PHONE: 859-357-2591 MAIL ADDRESS: STREET 1: 3499 BLAZER PARKWAY CITY: LEXINGTON STATE: KY ZIP: 40509 8-K 1 ss41207_8k.htm CURRENT REPORT
 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

 
FORM 8-K
 
           
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
 
Date of report (Date of earliest event reported): April 27, 2017
 
         
VALVOLINE INC.
(Exact name of registrant as specified in its charter)

                   
 
 
 
Kentucky
001-37884
30-0939371
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(I.R.S. Employer
Identification No.)
     
 
100 Valvoline Way
Lexington, KY 40509
(Address of Principal Executive Offices)
  
     
 
(859) 357-7777
(Registrant’s telephone number, including area code)
  
 
                                               
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
        
☐
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
      
☐
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
     
☐
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
      
☐
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
                
Emerging growth company   ☐   
 
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.    ☐ 
 
 
 
      
    
Items 5.02  Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
            
On April 27, 2017, the Board of Directors of Valvoline Inc. (“Valvoline”) approved an increase in base salary for Chief Executive Officer, Samuel J. Mitchell, from $800,000 to $950,000 per annum, to be effective May 1, 2017.  This increase is intended to recognize Mr. Mitchell’s full scope of responsibilities as CEO of an independent publicly traded company and more closely align with market compensation levels for CEOs of comparable organizations.
          
The Board of Directors of Ashland Global Holdings Inc. (“Ashland”) recently approved the distribution of its remaining interest in Valvoline to Ashland stockholders, subject to certain customary conditions, including receipt of a customary tax opinion and confirmation of sufficient capital adequacy and surplus to make the distribution. Ashland announced a record date of May 5, 2017, and transaction effective date of May 12, 2017. Valvoline previously completed the initial public offering of its common stock in September 2016.
 
 
 
 
 
 
 
 
 
 
 
 
SIGNATURES
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
  
 
VALVOLINE INC.
  
 
 
  
       
Dated:  May 3, 2017
By:
/s/ Julie M. O’Daniel
  
 
  
Julie M. O’Daniel
  
 
  
Senior Vice President, General Counsel &
  
   
Corporate Secretary